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Executed Copy

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K

ANNUAL REPORT PURSUANT TO SECTION 13
OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year Commission file number 1-4141
ended February 26, 1994

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
(Exact name of registrant as specified in its charter)

MARYLAND 13-1890974
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

2 Paragon Drive, Montvale, New Jersey 07645
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code 201-573-9700

Securities registered pursuant to Section 12 (b) of the Act:

Name of each exchange on
Title of each class which registered

Common Stock - $1 par value New York Stock Exchange

Securities registered pursuant to Section 12 (g) of the Act:

None
(Title of Class)

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

Yes X No

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

The aggregate market value of the voting stock held by non-affiliates of the
Registrant at May 23, 1994 was $912,510,450.


The number of shares of common stock outstanding at May 23, 1994 was 38,220,333.


Documents Incorporated by Reference

The information required by Part I Items 1 (d) and 3, and Part II Items 5,
6, 7 and 8 are incorporated by reference from the Registrant's 1993 Annual
Report to Shareholders. The Registrant has filed with the S.E.C. since the
close of its last fiscal year ended February 26, 1994, a definitive proxy
statement. Certain information required by Part III, Items 10, 11, 12 and 13
is incorporated by reference from the proxy statement in this Form 10-K.



PART I

ITEM 1. Business

General

The Great Atlantic & Pacific Tea Company, Inc. ("A&P" or the "Company") is
engaged in the retail food business. The Company operates approximately
1,173 stores averaging 32,300 square feet per store. On the basis of
reported sales for fiscal 1993, the Company believes that it had the seventh
largest sales volume of any retail food chain in the United States and the
largest market share in metropolitan New York and Detroit and in the
Province of Ontario, the Company's largest single markets in the United
States and Canada.

Operating under the trade names A&P, Super Fresh, Family Mart, Farmer Jack,
Kohl's, Waldbaum's, Food Emporium, Food Mart, Food Bazaar, Miracle Food
Mart, Sav-A-Center, Ultra Mart, Futurestore, Dominion and Compass Foods, the
Company sells groceries, meats, fresh produce and other items commonly
offered in supermarkets. In addition, many stores have bakery,
delicatessen, fresh fish and cheese departments. National, regional and
local brands are sold as well as private label merchandise and generic (non-
branded) products. In support of its retail operations, the Company also
operates two coffee roasting plants, two bakeries, one delicatessen food
kitchen, an ice cream plant and (through a joint venture) a dairy. The
products processed in these facilities are sold under the Company's own
brand names which include A&P, Eight O'Clock, Bokar, Royale, Jane Parker,
Wesley's Quaker Maid, Master Choice, and America's Choice. All products
produced by A&P's food processing operations are sold in Company stores.
A&P also sells its coffee and ice cream products to unaffiliated retail
outlets outside of its marketing areas.

Building upon a broad base of A&P supermarkets, the Company has expanded and
diversified within the retail food business through the acquisition of other
supermarket chains and the development of several alternative store types.
The Company now operates its stores with merchandise, pricing and identities
tailored to appeal to different segments of the market, including buyers
seeking gourmet and ethnic foods, unusual produce, a wide variety of premium
quality private label goods and health and beauty aids along with the array
of traditional grocery products.

Modernization of Facilities

A&P is engaged in a continuing program of modernizing its corporate
operations and retail stores. During fiscal 1993, the Company expended
approximately $267 million for capital projects. The Company's plans for
fiscal 1994 anticipate capital expenditures of approximately $340 million
which include the opening of 35 new stores and the remodeling or expansion
of 120 stores. As usual, the Company is currently developing plans for
additional stores to be opened in the following fiscal year.


Sources of Supply

The Company obtains the merchandise sold in its stores from a variety of
suppliers located primarily in the United States and Canada. The Company
has long-standing and satisfactory relations with its suppliers.

The Company maintains processing facilities which produce coffee, deli
products and certain baked goods. The ingredients for coffee products are
purchased principally from Brazilian and Central American sources. Other
ingredients are obtained from domestic suppliers.


Employees

As of the close of fiscal 1993, the Company had approximately 94,000
employees, of which 68% were employed on a part-time basis. Approximately
89% of the Company's employees are covered by union contracts.

During fiscal year 1993, a labor strike caused a 14-week closure of 63
Miracle Food Mart and Ultra Mart stores in Ontario, Canada. Under Ontario
law, the Company could not hire replacement workers and, therefore, the
stores were closed for business. The strike was resolved and stores re-
opened on February 25, 1994. The new Miracle Food Mart labor agreement
ended a competitive cost disadvantage that the Miracle Food Mart stores have
labored under since their acquisition.

Competition

The supermarket business is highly competitive throughout the marketing
areas served by the Company and is generally characterized by low profit
margins on sales with earnings primarily dependent upon rapid inventory
turnover, careful cost controls and the ability to achieve high sales
volume. The Company competes for sales and store locations with a number of
national and regional chains as well as with many independent and
cooperative stores and markets.

Foreign Operations

The information required is contained in the 1993 Annual Report to
Shareholders on pages 24 and 25 and is herein incorporated by reference.

ITEM 2. Properties


At February 26, 1994, the Company operated 1,173 retail stores.
Approximately 7% of the Company's stores are owned, while the remainder are
leased. The stores are geographically located as follows:


New England States:
Connecticut............. 64
Maine................... 2
Massachusetts........... 31
New Hampshire........... 1
Rhode Island............ 4
Vermont................. 3
---
Total................. 105


Middle Atlantic States:
District of Columbia.... 1
Delaware................ 9
Maryland................ 52
New Jersey.............. 120
New York................ 203
Pennsylvania............ 51
---
Total................. 436


Mid-Western States:
Michigan................ 105
Wisconsin............... 58
---
Total................. 163


Southern States:
Alabama................. 10
Florida................. 3
Georgia................. 63
Kentucky................ 3
Louisiana............... 36
Mississippi............. 7
North Carolina.......... 34
South Carolina.......... 13
Virginia................ 54
West Virginia........... 8
---
Total................. 231

Total United States... 935


Ontario, Canada........... 238
-----
Total Stores.......... 1,173
=====



The total area of all retail stores is approximately 38 million square feet
averaging 32,300 square feet per store. The stores built by the Company
over the past several years and those planned for fiscal 1994, generally
range in size from 30,000 to 65,000 square feet, of which approximately 68%
is utilized as selling area.

The Company operates two coffee roasting plants, two bakeries, one
delicatessen food kitchen, an ice cream plant and (through a joint venture)
a dairy in the United States and Canada. In addition, the Company maintains
warehouses which service its store network.

The net book value of real estate pledged as collateral for all mortgage
loans amounted to approximately $82 million as of February 26, 1994.

ITEM 3. Legal Proceedings

The information required is contained in the 1993 Annual Report to
Shareholders on page 24 and is herein incorporated by reference.

ITEM 4. Submission of Matters to a Vote of Security Holders

There were no matters submitted to a vote of security holders during the
fourth quarter of fiscal 1993.


PART II

ITEM 5. Market for the Registrant's Common Stock and Related Security
Holder Matters

The information required is contained in the 1993 Annual Report to
Shareholders on pages 29, 31 and 33 and is herein incorporated by reference.

ITEM 6. Selected Financial Data

The information required is contained on page 31 of the 1993 Annual Report
to Shareholders and is herein incorporated by reference.

ITEM 7. Management's Discussion and Analysis

The information required is contained in the 1993 Annual Report to
Shareholders on pages 17, 18 and 19 and is herein incorporated by reference.

ITEM 8. Financial Statements and Supplementary Data

(a) Financial Statements: The financial statements required to be filed
hereunder are described in Part IV, Item 14 of this report. Except for the
pages included herein by reference, the Company's 1993 Annual Report to
Shareholders is not deemed to be filed as part of this report.

(b) Selected Quarterly Financial Data: The information required is
contained on page 29 of the 1993 Annual Report to Shareholders and is herein
incorporated by reference.

ITEM 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure

Not applicable.


PART III

ITEMS 10 and 11. Directors and Executive Officers of the Registrant and
Executive Compensation

Executive Officers of the Company

Name Age Current Position

James Wood.......... 64 Chairman of the Board
and Chief Executive Officer
Fred Corrado........ 54 Vice Chairman of the Board,
Chief Financial Officer and Treasurer
Christian W.E. Haub 29 President and Chief Operating Officer
Michael J. Larkin... 52 Executive Vice President - Operations
Peter J. O'Gorman... 55 Executive Vice President -
Development and Strategic Planning
Gerald L. Good...... 51 Senior Vice President - Chairman, The Great
Atlantic and Pacific Tea Company,
Limited, Canada
George Graham....... 44 Senior Vice President,
Chief Merchandising Officer
J. Wayne Harris..... 55 Senior Vice President - Northeast Operations
Ivan K. Szathmary... 57 Senior Vice President and
Chief Services Officer
Robert G. Ulrich.... 59 Senior Vice President and General Counsel
Ernest H. Berthold.. 63 Vice President and Assistant to the
Chief Executive Officer

Corporate officers of the Company are elected annually and serve at the
pleasure of the Board of Directors; each of the executive officers is a
corporate officer.

Mr. Wood was elected Chairman of the Board and Chief Executive Officer on
April 29, 1980. From December 1988 to December 1993 and at other prior
times he also served as President. He is Chairman of the Executive
Committee and is an ex officio member of the Finance and Retirement Benefits
Committees of the Board.

Mr. Corrado was elected to the Board of Directors of the Company on December
4, 1990 and as Vice Chairman of the Board on October 6, 1992. Prior to
becoming Vice Chairman, he was Executive Vice President. He has served as
Chief Financial Officer since joining the Company in January 1987. He also
served as Treasurer of the Company in 1987 and was re-elected Treasurer on
April 18, 1989.

Mr. Haub was elected President of the Company on December 7, 1993. He has
served as a director since December 3, 1991 and is a member of the Finance
Committee. During the past 5 years and prior to assuming his present
position he served as Corporate Vice President and Assistant to the
Executive Vice President, Development and Strategic Planning, and prior to
joining the Company in 1991, Mr. Haub was a partner in the investment
banking firm, Global Reach, to which he had come from the investment banking
firm of Dillon Read & Co., Inc. in New York City. Prior thereto, in 1989 he
received his MBA from the University of Economics in Vienna, Austria and
between 1985 and 1989 he was a member of the Supervisory Board of LOWA
Warenhandel Gesellschaft mbH, an affiliate of Tengelmann.

Mr. Larkin was elected Executive Vice President - Operations in March 1990.
Prior thereto, he was Senior Vice President - East Coast Operations, and
subsequently, he has also served as Executive Vice President and Chief
Operating Officer.

Mr. O'Gorman was elected Executive Vice President - Development and
Strategic Planning in 1991. During the past five years and prior to assuming
his present position, he was successively Senior Vice President -
Development and Marketing and Executive Vice President - Development.

Mr. Good was elected Senior Vice President in March 1992. During the past
five years and prior to assuming his present position as Chairman, The Great
Atlantic and Pacific Tea Company, Limited, Canada in the Fall of 1992, he
served as Senior Vice President - Field Administration and as Vice President
- - - Chief Administrative Officer. Prior to returning to the Company in
October 1990, he had been President, International Business Interiors, Inc.

Mr. Graham was elected Senior Vice President - Chief Merchandising Officer
in March 1990. During the past five years and prior to assuming his present
position he was successively Vice President Merchandising, Metro Group and
President, Metro Group.

Mr. Harris was elected Senior Vice President - Northeast Operations in
October 1993. Prior to assuming his present position, he was Corporate Vice
President - Operations. During the past five years and prior to joining the
Company in September 1992, he was Group President, Cincinnati/Dayton
marketing area of the Kroger Company.

Dr. Szathmary was elected Senior Vice President and Chief Services Officer
in July 1986.

Mr. Ulrich was elected Senior Vice President and General Counsel of the
Company in April 1981.

Mr. Berthold was elected Vice President and Assistant to the Chief Executive
Officer on July 12, 1988.

In addition to the listed officers, Messrs. James W. Rowe, age 69, and James
L. Madden, age 65, were executive officers during fiscal year 1993.

Mr. Rowe retired from the Board of Directors effective July 13, 1993, where
he last served as Vice Chairman of the Executive Committee of the Board.
During the past five years, Mr. Rowe also had served as Vice Chairman of the
Board and Assistant to the Chief Executive Officer.

Mr. Madden was elected Senior Vice President - Operations in March 1990.
Immediately prior thereto, he was Senior Vice President - Canadian, Midwest
and Southern Operations. He retired at the end of fiscal year 1993.

The Company has filed with the Commission since the close of its fiscal year
ended February 26, 1994 a definitive proxy statement pursuant to Regulation
14A, involving the election of directors. Accordingly, the information
required in Items 10 and 11, except as provided above, appears on pages 1
through 12 and is incorporated by reference from the proxy statement.

ITEM 12. Security Ownership of Certain Beneficial Owners and Management

The information required is contained in the Company's 1994 definitive proxy
statement on pages 1 and 5 and is herein incorporated by reference.

ITEM 13. Certain Relationships and Related Transactions

The information required is contained in the Company's 1994 definitive proxy
statement on pages 1 and 6 and is herein incorporated by reference.


PART IV

ITEM 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) Documents filed as part of this report

1) Financial Statements: The financial statements required by Item 8 are
included in the fiscal 1993 Annual Report to Shareholders. The
following required items, appearing on pages 20 through 30 of the 1993
Annual Report to Shareholders, are herein incorporated by reference:

Statements of Consolidated Operations
Statements of Consolidated Shareholders' Equity
Consolidated Balance Sheets
Statements of Consolidated Cash Flows
Notes to Consolidated Financial Statements
Independent Auditors' Report

2) Financial Statement Schedules:
Page
I) Marketable Securities - Other Investments 9
V) Property, Plant and Equipment 10-11
VI) Accumulated Depreciation, Depletion
and Amortization of Property,
Plant and Equipment 12-13
IX) Short-Term Borrowings 14
X) Supplementary Income Statement Information 15

Independent Auditors' Report 16

All other schedules are omitted because they are not required or do not
apply, or the information is included elsewhere in the financial
statements or notes thereto.

3) Exhibits:

Exhibit Incorporation by reference
Numbers Description (If applicable)

2) Not Applicable
3) Articles of Incorporation
and By-Laws
a) Articles of Incorporation Exhibit 3)a) to Form 10-K
as amended through for fiscal year ended
July 1987 February 27, 1988
b) By-Laws as amended through Exhibit 3)b) to Form 10-K
March 1989 for fiscal year ended
February 25, 1989

4) Instruments defining the Exhibit A to Form 10-Q
rights of security holders, for the quarter ended
including indentures August 27, 1977; and
Registration Statement
No. 33-14624 on Form S-3
filed May 29, 1987

9) Not Applicable

10) Material Contracts
a) Compensation Agreements Exhibit 10)b) to Form
10-K
for the Five Named for the fiscal years ended
Executive Officers February 25, 1989,
February 24, 1990 and
February 29, 1992
and attached

b) Supplemental Executive Exhibit 10)b) to Form 10-K
Retirement Plan, amended for the fiscal year
ended
and restated February 27, 1993




Exhibit Incorporation by reference
Numbers Description (If applicable)

c) 1975 Stock Option Plan, Exhibit 10) to Form 10-K
as amended for the fiscal year ended
February 23, 1985

d) 1984 Stock Option Plan, Exhibit 10)e) to Form 10-K
as amended for the fiscal year ended
February 23, 1991

11) Not Applicable

12) Not Applicable

13) 1993 Annual Report to Shareholders

18) Not Applicable

21) Subsidiaries of Registrant

22) Not Applicable

23) Independent Auditors' Consent

24) Not Applicable

27) Not Applicable

28) Not Applicable


(b) Reports on Form 8-K

No reports on Form 8-K were filed for the fiscal year ended February
26, 1994.


SCHEDULE I



THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES


MARKETABLE SECURITIES - OTHER INVESTMENTS


FOR THE FISCAL YEAR ENDED FEBRUARY 26, 1994




Amount at
which each
portfolio of
equity security
issues
and each
Number of other security
shares or Market value of issue carried
Name of issuer units-principal Cost of each issue at in the
and title of amount of bonds issue balance balance sheet
each issue and notes ($000) sheet date ($000)

Isosceles PLC units 1,364,102 units -0- (1) -0- (1) -0- (1)

- - ----------------------------------------------------------------------------



FOR THE FISCAL YEAR ENDED FEBRUARY 27, 1993


Isosceles PLC units 1,364,102 units -0- (1) -0- (1) -0- (1)






Notes: (1) During fiscal 1992, the Company recorded a provision for
potential loss on its total investment in Isosceles PLC.






SCHEDULE V
THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES


PROPERTY, PLANT & EQUIPMENT
(Dollars in thousands)

BALANCE AT OTHER BALANCE
BEGINNING ADDITIONS RETIREMENTS CHARGES/ AT END
OF PERIOD AT COST OR SALES (DEDUCTIONS) OF PERIOD

For The Fiscal Year Ended
February 26, 1994:

Land $96,491 $11,779 $(738) $(628)(2) $106,904
Buildings 229,658 24,828 (608) 3,435(1,2,3) 257,313
Equipment and leasehold
improvements 2,117,898 222,786 (80,232) (75,172)(1,2,3) 2,185,280
--------- ------- ------- ------- ---------
Subtotal 2,444,047 259,393 (81,578) (72,365) 2,549,497
Capitalized leased property:
Equipment 7,865 - (4,504) - 3,361
Real property 288,954 2,037 (27,590) (7,245)(2) 256,156
---------- -------- -------- -------- ---------
Total $2,740,866 $261,430$(113,672) $(79,610) $2,809,014
========== ======== ========= ======== ==========



For The Fiscal Year Ended
February 27, 1993:

Land $88,718 $8,808 $(355) $(680) (2) $96,491
Buildings 226,734 8,463 (2,160) (3,379) (1,2) 229,658
Equipment and leasehold
improvements 1,999,908 234,867 (56,620) (60,257) (1,2) 2,117,898
--------- ------- ------- ------- ---------

Subtotal 2,315,360 252,138 (59,135) (64,316) 2,444,047

Capitalized leased property:
Equipment 15,288 - (7,423) - 7,865
Real property 303,848 - (9,090) (5,804) (2) 288,954
---------- -------- -------- -------- ----------
Total $2,634,496 $252,138 $(75,648) $(70,120) $2,740,866
========== ======== ======== ======== ==========


Notes: (1) Includes write-off of fully depreciated assets.
(2) Includes effect of foreign currency translation.
(3) Includes reclassification of beginning balance from equipment to
buildings.



SCHEDULE V (continued)

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES


PROPERTY, PLANT & EQUIPMENT
(Dollars in thousands)


BALANCE
AT ADDITIONS OTHER BALANCE
BEGINNING AT RETIREMENTS CHARGES/ AT END
OF PERIOD COST OR SALES (DEDUCTIONS) OF PERIOD



For The Fiscal Year Ended
February 29, 1992:

Land $89,289 $1,330 $(1,565) $(336)(2) $88,718
Buildings 220,087 11,061 (523) (3,891)(1,2) 226,734
Equipment and leasehold
improvements 1,928,040 144,727 (27,016) (45,843)(1,2) 1,999,908
--------- ------- ------- ------- ---------
Subtotal 2,237,416 157,118 (29,104) (50,070) 2,315,360
Capitalized leased property:
Equipment 17,033 - (1,745) - 15,288
Real property 302,574 11,091 (7,119) (2,698)(2) 303,848
---------- -------- -------- ------- ----------
Total $2,557,023 $168,209 $(37,968) $(52,768) $2,634,496
========== ======== ======== ======== ==========









Notes: (1) Includes write-off of fully depreciated assets.
(2) Includes effect of foreign currency translation.


SCHEDULE VI

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES

ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION OF
PROPERTY, PLANT & EQUIPMENT
(Dollars in thousands)

BALANCE ADDITIONS
AT CHARGED OTHER BALANCE
BEGINNING TO RETIREMENTS CHARGES/ AT END
OF PERIOD EXPENSE OR SALES (DEDUCTIONS) OF PERIOD


For The Fiscal Year Ended
February 26, 1994:

Buildings $56,757 $8,985 $(428) $(1,363)(1,2) $63,951
Equipment and leasehold
improvements 824,485 204,960 (58,560) (50,084)(1,2) 920,801
---------- ------- ------- ------- ---------
Subtotal 881,242 213,945 (58,988) (51,447) 984,752

Capitalized leased property:
Equipment 6,295 945 (4,504) - 2,736
Real property 149,185 14,724 (27,021) (2,895)(2) 133,993
---------- -------- -------- -------- ----------
Total $1,036,722 $229,614 $(90,513) $(54,342) $1,121,481
========== ======== ======== ======== ==========




For The Fiscal Year Ended
February 27, 1993:

Buildings $49,945 $8,367 $(431) $(1,124)(1,2) $56,757
Equipment and leasehold
improvements 703,929 197,638 (31,674) (45,408)(1,2) 824,485
------- ------- ------- ------- ---------
Subtotal 753,874 206,005 (32,105) (46,532) 881,242

Capitalized leased property:
Equipment 11,869 1,849 (7,423) - 6,295
Real property 143,973 15,669 (8,313) (2,144)(2) 149,185
-------- ------- ------- ------- ---------
Total $909,716 $223,523 $(47,841) $(48,676) $1,036,722
======== ======== ======== ======== ==========





Notes: (1) Includes write-off of fully depreciated assets.
(2) Includes effect of foreign currency translation.
SCHEDULE VI (continued)


THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES

ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION OF
PROPERTY, PLANT & EQUIPMENT
(Dollars in thousands)



BALANCE ADDITIONS
AT CHARGED OTHER BALANCE
BEGINNING TO RETIREMENTS CHARGES/ AT END
OF PERIOD EXPENSE OR SALES (DEDUCTIONS) OF PERIOD

For The Fiscal Year Ended
February 29, 1992:

Buildings $43,476 $8,307 $(470) $(1,368)(1,2) $49,945
Equipment and leasehold
improvements 569,417 193,754 (19,659) (39,583)(1,2) 703,929
-------- ------- ------- ------- ---------
Subtotal 612,893 202,061 (20,129) (40,951) 753,874

Capitalized leased property:
Equipment 10,287 3,327 (1,745) - 11,869
Real property 135,594 16,374 (7,092) (903)(2) 143,973
-------- -------- -------- -------- --------
Total $758,774 $221,762 $(28,966) $(41,854) $909,716
======== ======== ======== ======== ========











Notes: (1) Includes write-off of fully depreciated assets.
(2) Includes effect of foreign currency translation.




SCHEDULE IX

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES

SHORT-TERM BORROWINGS
(Dollars in thousands)



MAXIMUM AVERAGE WEIGHTED
CATEGORY OF WEIGHTED AMOUNT AMOUNT AVERAGE
AGGREGATE BALANCE AVERAGE OUTSTANDING OUTSTANDING INTEREST
SHORT-TERM AT END INTEREST DURING DURING RATE DURING
BORROWINGS OF PERIOD RATE THE PERIOD THE PERIOD THE PERIOD


For The Fiscal
Year Ended
Feb. 26, 1994:
Bank
Borrowings $70,681 3.6% $110,000 $10,000 3.4%


For the Fiscal
Year Ended
Feb. 27, 1993:
Bank
Borrowings $ - - $74,000 $18,000 3.5%


For The Fiscal
Year Ended
Feb. 29, 1992:
Bank
Borrowings $50,000 4.2% $83,786 $36,965 5.5%



















SCHEDULE X

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
AND SUBSIDIARY COMPANIES

SUPPLEMENTARY INCOME STATEMENT INFORMATION
(Dollars in thousands)

CHARGED TO COSTS
AND EXPENSES (1)

FISCAL YEARS ENDED
FEBRUARY FEBRUARY FEBRUARY
26, 1994 27, 1993 29, 1992



Advertising ......................... $163,105 $156,741 $185,654

Depreciation and amortization........ $235,910 $228,976 $224,641



(1) Items other than those shown are omitted because they do not exceed one
percent of total sales and revenues.




































INDEPENDENT AUDITORS' REPORT



THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.:



We have audited the consolidated financial statements of The Great Atlantic
& Pacific Tea Company, Inc. and its subsidiary companies as of February 26,
1994 and February 27, 1993, and for each of the three fiscal years in the
period ended February 26, 1994, and have issued our report thereon dated
April 28, 1994; such financial statements and report are included in your
1993 Annual Report to Shareholders and are incorporated herein by reference.
Our audits also included the financial statement schedules of The Great
Atlantic & Pacific Tea Company, Inc. and its subsidiary companies, listed in
Item 14(a)(2). These financial statement schedules are the responsibility of
the Company's management. Our responsibility is to express an opinion based
on our audits. In our opinion, such financial statement schedules, when
considered in relation to the basic financial statements taken as a whole,
present fairly in all material respects the information set forth therein.





/s/ Deloitte & Touche


April 28, 1994



















SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.


The Great Atlantic & Pacific Tea Company, Inc.
(registrant)

Date May 17, 1994 By: /s/ Fred Corrado
(Signature)
Fred Corrado
Vice Chairman of the Board,
Chief Financial Officer and Treasurer


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant in the capacities and as of the date indicated.

/s/ James Wood Chairman of the Board,
James Wood Chief Executive Officer and Director

/s/ Fred Corrado Vice Chairman of the Board,
Fred Corrado Chief Financial Officer, Treasurer and
Director

/s/ Rosemarie Baumeister Director
Rosemarie Baumeister

/s/ Christopher F. Edley Director
Christopher F. Edley

/s/ Christian W.E. Haub Director
Christian W.E. Haub

/s/ Helga Haub Director
Helga Haub

/s/Barbara Barnes Hauptfuhrer Director
Barbara Barnes Hauptfuhrer

/s/ Paul C. Nagel, Jr. Director
Paul C. Nagel, Jr.

/s/ Eckart C. Siess Director
Eckart C. Siess

/s/ Fritz Teelen Director
Fritz Teelen

/s/ R.L. "Sam" Wetzel Director
R.L. "Sam" Wetzel










The above-named persons signed this report on behalf of the registrant on
May 17, 1994.





/s/Kenneth A. Uhl Vice President, Controller May 17, 1994
Kenneth A. Uhl Date





EXHIBIT INDEX


3) Incorporated by reference

4) Incorporated by reference

10)a) Incorporated by reference and attached

13) Attached

21) Attached

23) Attached