Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest reported) June 4, 2002

                             Gristede's Foods, Inc.
             (Exact name of registrant as specified in its chapter)

          Delaware                    1-7013                     13-1829183
(State or other jurisdiction        Commission                 (IRS Employer
       of incorporation             File Number)             Identification No.)

823 Eleventh Avenue, New York, New York                            10019
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code:  (212) 956-5803

          (Former name or former address, if changed since last report)

Item 5.  Other Events.

Gristede's Foods, Inc. has entered into an agreement with Marks & Spencer
Finance, Inc., the owner of Kings Super Markets, Inc., giving it the exclusive
right to negotiate a definitive stock purchase agreement to acquire Kings Super
Markets, Inc. until June 19, 2002, subject to extension under certain limited


Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                            GRISTEDE'S FOODS, INC.

Date:   June 4, 2002                        /s/ Gary Pokrassa
                                            Gary Pokrassa
                                            Chief Financial Officer