Amendment No. 3 to Form S-1 Table of Contents Covenants. The NAI Indenture contains certain covenants restricting the ability of NAI and its subsidiaries (subject to customary exceptions) to (i) create liens on certain assets, (ii) engage in mergers or consolidations or (iii) enter into sale and leaseback transactions. Events of Default. The NAI Indenture contains events of default (subject to customary exceptions. thresholds and grace periods). including, without limitation: (i) nonpayment of principal or interest; (ii) failure to perform or observe covenants; (iii) cross•acceleration with certain other indebtedness and (iv) certain bankruptcy related events. American Stores Company Indenture American Stores Company, LLC ("ASC") is party to an indenture, dated as of May 1. 1995 with Wells Fargo Bank, National Association (as successor to The First National Bank of Chicago), as trustee (as further supplemented; together the "ASC Indenture"), under which ASC has the following four outstanding issues of notes: a) $1,741,000 of 7.90% Debentures due May 2017 (the "2017 ASC Notes"); b) $2,902,000 of 8% Debentures due June 2026 (the "2026 ASC Notes"): c) $746,000 of 7.10% Medium Term Notes due March 2028 (the "2028 ASC MT Notes"): and d) $143,000 of 7.5% Debentures due May 2037 (the "2037 ASC Notes"). The 2017 ASC Notes, 2026 ASC Notes, the 2028 ASC MT Notes, and the 2037 ASC Notes are collectively referred to as the "ASC Notes." Interest on the ASC Notes is payable semiannually. The ASC Notes are guaranteed by SuperValu. The 2017 ASC Notes, 2026 ASC Notes and 2037 ASC Notes are not redeemable prior to maturity. The 2028 ASC MT Notes are redeemable in whole or in part, at the option of ASC, subject to certain conditions. The ASC Notes do not require the making of any mandatory redemption or sinking fund payments. Concurrently with the acquisition of NAI in March 2013. ASC, SuperValu, and JPMorgan Chase Bank, N.A., as escrow agent, entered into an esc