Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Griffith Kelly P
  2. Issuer Name and Ticker or Trading Symbol
SAFEWAY INC [SWY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last)
(First)
(Middle)
C/O SAFEWAY INC., 5918 STONERIDGE MALL RD.
3. Date of Earliest Transaction (Month/Day/Year)
12/22/2014
(Street)

PLEASANTON, CA 94588
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/22/2014   M   20,000 A $ 34.95 66,456 D  
Common Stock 12/23/2014   M   6,750 A $ 34.89 73,206 D  
Common Stock 12/23/2014   F   5,432 D $ 34.89 67,774 D  
Common Stock 12/23/2014   M   5,000 A $ 34.89 72,774 D  
Common Stock 12/23/2014   F   3,707 D $ 34.89 69,067 D  
Common Stock 12/23/2014   M   10,390 A $ 34.89 79,457 D  
Common Stock 12/23/2014   F   7,911 D $ 34.89 71,546 D  
Common Stock 12/23/2014   M   10,597 A $ 34.89 82,143 D  
Common Stock 12/23/2014   F   8,372 D $ 34.89 73,771 D  
Common Stock 12/23/2014   M   5,772 A $ 34.89 79,543 D  
Common Stock 12/23/2014   F   4,553 D $ 34.89 74,990 D  
Common Stock               6,385.882 (1) I By 401(k) Plan
Common Stock               1,269.2746 (2) I By Employee Stock Purchase Plan
Common Stock               400 I By Spouse (IRA)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (3) $ 14.26 (4) 12/22/2014   M     20,000   (3) 03/02/2019 Common Stock 20,000 $ 0 0 D  
Employee Stock Option (Right to Buy) (5) $ 20.65 (4) 12/23/2014   M     6,750   (5) 03/05/2020 Common Stock 6,750 $ 0 6,750 D  
Employee Stock Option (Right to Buy) (6) $ 16.05 (4) 12/23/2014   M     5,000   (6) 07/26/2020 Common Stock 5,000 $ 0 5,000 D  
Employee Stock Option (Right to Buy) (7) $ 17.49 (4) 12/23/2014   M     10,390   (7) 03/08/2022 Common Stock 10,390 $ 0 20,778 D  
Employee Stock Option (Right to Buy) (8) $ 19.58 (4) 12/23/2014   M     10,597   (8) 03/08/2023 Common Stock 10,597 $ 0 31,790 D  
Employee Stock Option (Right to Buy) (9) $ 19.49 (4) 12/23/2014   M     5,772   (9) 04/29/2023 Common Stock 5,772 $ 0 17,314 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Griffith Kelly P
C/O SAFEWAY INC.
5918 STONERIDGE MALL RD.
PLEASANTON, CA 94588
      Executive Vice President  

Signatures

 /s/ Laura A. Donald, Attorney-in-Fact   12/24/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Between March 1, 2014 and November 30, 2014, the reporting person acquired 270.2394 shares of Safeway Common Stock under the Safeway 401(k) plan. The information in this report is based on a plan statement dated as of November 30, 2014.
(2) Between March 1, 2014 and November 30, 2014, the reporting person acquired 188.8227 shares of Safeway Common Stock under the Safeway Employee Stock Purchase Plan. The information in this report is based on a plan statement dated as of November 30, 2014.
(3) Granted under the Safeway Inc. 2007 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. This option became fully exercisable on 3/2/2014.
(4) The exercise price of the option was adjusted as a result of the 4/14/2014 distribution of shares of Blackhawk Network Holdings, Inc.
(5) Granted under the Safeway Inc. 2007 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. The option is exercisable in five annual increments of 20%, beginning on the first anniversary of the date of grant and will be fully exercisable on 3/05/2015.
(6) Granted under the Safeway Inc. 2007 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. The option is exercisable in five annual increments of 20%, beginning on the first anniversary of the date of grant and will be fully exercisable on 7/26/2015.
(7) Granted under the Safeway Inc. 2011 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. The option is exercisable in four annual increments of 25%, beginning on the first anniversary of the date of grant and will be fully exercisable on 03/08/2016.
(8) Granted under the Safeway Inc. 2011 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. The option is exercisable in four annual increments of 25%, beginning on the first anniversary of the date of grant and will be fully exercisable on 03/08/2017.
(9) Granted under the Safeway Inc. 2011 Equity and Incentive Award Plan, which is a Rule 16b-3 plan. The option is exercisable in four annual increments of 25%, beginning on the first anniversary of the date of grant and will be fully exercisable on 04/29/2017.

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