SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* ROEDER ROSS E (Last) (First) (Middle) 600 CITADEL DR. (Street) COMMERCE CA 91739 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SMART & FINAL INC/DE [ SMF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/30/2004
	4. If Amendment, Date of 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

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, par value $.01 per share	08/30/2004		A		22,500	A	$10.77	88,975(5)	D
Common Stock, par value $.01 per share	08/30/2004		A		57,500	A	$9.25	146,475(5)	D
Common Stock, par value $.01 per share	08/30/2004		A		50,000	A	$6.875	196,475(5)	D
Common Stock, par value $.01 per share	08/30/2004		A		43,750	A	$4.28	240,225(5)	D
Common Stock, par value $.01 per share	08/30/2004		F		86,475(6)	D	$16.01	153,750	D

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 Securities Underlying Derivative Security (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: 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
Stock Options	$10.77	08/30/2004		M		22,500		06/18/1993(1)	06/18/2006	Common	22,500	$10.77	0	D
Stock Options	$9.25	08/30/2004		M		57,500		12/31/1999(2)	05/04/2009	Common	200,000	$9.25	142,500	D
Stock Options	$6.875	08/30/2004		M		50,000		02/15/2002(3)	02/15/2010	Common	50,000	$6.875	0	D
Stock Options	$4.28	08/30/2004		M		43,750		02/19/2004(4)	02/19/2013	Common	131,250	$4.28	87,500	D
Stock Options	$12.89							02/17/2005(7)	02/17/2014	Common	100,000		100,000	D
Stock Options	$9.25							05/04/2000(8)	05/04/2009	Common	12,500		12,500	D
Stock Options	$10.132							09/27/2003(9)	09/27/2011	Common	300,000		300,000	D
Stock Options	$6.5							09/16/2004(10)	09/16/2013	Common	75,000		75,000	D

Explanation of Responses:

1. Prevously reported vested options. The options originally expired on 6/18/01 and were extended to 6/18/06. 0 options remaining in this grant

2. Previously reported fully vested options. Options granted 5/4/99 - one-third vested on Dec. 31 in each of 1999, 2000 and 2001.

3. Previously reported options. One-third of the options became exercisable on Feb. 15 in each of 2002, 2003 and 2004. 0 options remaining in this grant.

4. Previously reported options. One-third of the options became exercisable on Feb. 19, 2004 and one-third will become exercisable on Feb. 19 in each of 2005 and 2006

5. Includes 20,000 vested smart shares.

6. 66,475 shares of the Company's stock held by Mr. Roeder as well as 20,000 vested smart shares held by Mr. Roeder were returned to the Company and accepted as payment of option exercise price, applicable payroll taxes due and in connection with the transactions reported here on.

7. Previously reported options. One-third of the options will become exercisable on February 17 in each of 2005, 2006 and 2007.

8. Previously reported fully vested options.

9. Previously reported options. One-third of the options became exercisable on September 27, 2003 and one-third become exercisable on Sept. 27 in each of 2004 and 2005.

10. Previously reported options. One-third of the options became exercisable on Sept. 16, 2004 and one-third will become exercisable on Sept. 16 in each of 2005 & 2006.

	Ross E. Roeder	09/01/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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