EX-24. 2 rrd43638_49205.htm POWER OF ATTORNEY rrd43638_49205.html
                             POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:

     The undersigned, does hereby make, constitute and appoint Paul W. Heldman
and Bruce M. Gack, and each of them (with full power to each of them to act
alone), his true and lawful attorney-in-fact to sign and execute for and on his
behalf, and in his name, place and stead, to sign, execute, affix his seal, and
file with the Securities and Exchange Commission, any and all documents required
to be filed by him under Section 16 of the Securities Exchange Act of 1934, as
amended, or any successor or comparable requirement, with respect to his
holdings or changes in holdings of securities issued by The Kroger Co., in such
form as the attorney-in-fact may approve.  The attorney-in-fact may do any and
all other acts that said attorney-in-fact may deem necessary or appropriate in
order to effectuate the foregoing as fully to all intents and purposes as the
undersigned might or could do if personally present, hereby ratifying and
confirming all that said attorney-in-fact may lawfully do or cause to be done by
virtue hereof.  The power granted hereby will remain in effect until revoked in
writing by the undersigned.

     IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal,
this 13th day of September, 2004.


                                           /s/ E. John Burgon
                                               E. John Burgon