Ahold Reports Improved Results for 2003.

Business Editors

ZAANDAM, The Netherlands--(BUSINESS WIRE)--April 19, 2004

Highlights of 2003

-- Net loss Euro 1 million (2002: net loss of Euro 1.2 billion)

-- Operating income Euro 718 million (2002: operating income Euro

239 million)

-- Net sales Euro 56.1 billion, a decrease of 10.6% compared to

2002, but an increase of 2.7% excluding foreign currency

translation impact

-- Net loss under US GAAP Euro 747 million (2002: net loss Euro

4.3 billion)

-- Improved balance sheet: equity increased to Euro 4.9 billion

(2002: Euro 2.6 billion). Net debt reduced to Euro 7.5 billion

(2002: Euro 12.3 billion)

-- Net cash before financing activities generated Euro 1.5

billion (2002: net cash outflow Euro 107 million)

Ahold today published its 2003 results. "We are pleased to announce that we have clearly improved results in 2003, an extremely challenging year," said Hannu Ryopponen, Chief Financial Officer, commenting on the results. "A very turbulent period for the company was marked by the events announced in February 2003, as well as a tough trading environment in our key markets." Anders Moberg, CEO commented: "Months of ongoing effort resulted in a number of achievements, specifically defining a new strategy and creating the financial platform to move forward. At the end of last year we indicated that 2003 in many respects had been a lost year, but today's announcement also shows that Ahold is on track with its 'Road to Recovery' program."

Executive Summary

Improved results in a very challenging year

Results for 2003 were heavily impacted by challenging markets, negative currency movements and non-recurring items. However, Ahold generated a modest net loss of Euro 1 million in 2003 compared to a loss of Euro 1.2 billion for 2002.

Operating income in line with expectations

Operating performance was in line with expectations, with no major additional goodwill impairment write-downs needed. The most important elements were the major negative swings in U.S. Foodservice's results from profit to loss as a result of primarily the sharp deterioration in pricing leverage with suppliers, the competitive pressure on U.S. and European retail operations, and the exceptional items on the sale of various companies. The costs associated with the irregularities and investigations of 2003 also impacted operating income.

Higher net sales in local currencies

Although economic conditions in all of Ahold's major trading areas were tough and competition remained intense, sales in local currencies nevertheless were resilient on an annual basis. The main retail trade operations, except Albert Heijn, showed net sales increases in local currencies, as well as U.S. Foodservice. The influence of the weak U.S. dollar throughout 2003 can clearly be seen on Ahold's reported net sales numbers in Euro. Divestments that took place in 2003 only had a slight impact on net sales.

Improved balance sheet

Ahold concluded 2003 with a significantly improved balance sheet as part of the 'Road to Recovery' Program that will be continued in 2004 and 2005. Net debt was reduced by a very substantial Euro 4.8 billion, as a result of the rights issue and initiatives to improve cash flow from the businesses. The strengthening of Ahold's financial position continues; further proof was delivered last week, when Ahold announced an Euro 920 million early debt redemption.

Strong cash flow generation

Whereas 2003 remained a tough year for all our businesses, net cash from operating activities remained strong. At the same time, selective investments lead to a sharp decrease in cash outflow from investing activities. As a result net cash before financing activities increased sharply to Euro 1.5 billion for the full year, compared to a net outflow in the previous year of Euro 107 million.

The full Consolidated Financial Statement tables are included in Annex A.

Ahold 2003 Full Year Results

Ahold prepares its financial statements in accordance with accounting principles generally accepted in the Netherlands ("Dutch GAAP"). Dutch GAAP differs in certain material aspects from accounting principles generally accepted in the United States ("US GAAP"). All financial information in this press release is based on Dutch GAAP unless otherwise noted.

The figures reported in this press release are unaudited. Ahold plans to publish its Annual report and file the Annual report on Form 20-F on the 6th of May.

In certain instances, results presented in this press release either exclude the impact of fluctuations in currency exchange rates used in the translation of Ahold's foreign subsidiaries' financial results into Euros or are presented in local currencies, which provides a better insight into the operating performance of foreign subsidiaries. For more information regarding the non-GAAP financial measure excluding currency impact, see "Definitions" below.

In addition, in certain instances, operating income for Ahold's business segments is presented excluding the impact of the impairment and amortization of goodwill and exceptional items. Operating income before impairment and amortization of goodwill and exceptional items is a non-GAAP financial measure. A reconciliation of this non-GAAP financial measure to the Dutch GAAP measure of operating income, as well as management's explanation for the use of this measure, are set forth in Annex B.

In this press release net cash flow before financing is used, which totals the net cash from operating activities and net cash from investing activities.

Ahold adopted EITF 02-16 "Accounting by a Customer (including a Reseller) for certain Consideration Received from a Vendor" in the fourth quarter of 2003. Because this issue was effective for Ahold for the period beginning December 30, 2002, the results previously announced in the quarterly press releases differ from the results included in the full year 2003. See Annex D.

x 1 million Euro                                    Change
                                              2003    in %       2002
----------------------------------------- - ------- -------- - -------

Net sales                                   56,068   (10.6%)   62,683

Operating income before impairment and
 amortization of goodwill and exceptional
 items                                       1,065   (50.3%)    2,144

As % of net sales                              1.9%               3.4%

Operating income                               718    200.4%      239

Net income (loss)                               (1)            (1,208)

Net sales

Net sales down 10.6%, but up 2.7% excluding currency impact

Many of Ahold's business areas posted increased net sales in local currencies despite challenging economic conditions and intense competition

The 10.6% decrease in net sales was largely attributable to lower currency exchange rates against the Euro, particularly for the U.S. Dollar. The average U.S. Dollar to Euro exchange rate decreased approximately 16.5% in 2003 compared to 2002. Net sales excluding currency impact increased by 2.7% mainly due to increases in net sales excluding currency impact of 2.7% in the U.S. retail trade operations, 1.7% for the Europe retail trade operations, 2.3% at U.S. Foodservice and 17.8% in South America.

Net sales in 2003 were favorably impacted by the full year consolidation in Ahold's consolidated financial statements of Disco, Ahold's subsidiary in Argentina, which began to be consolidated in the second quarter of 2002 and the full-year impact of the acquisitions at U.S. Foodservice in 2002. The divestments of various operations during 2003 only slightly negatively impacted net sales.

Operating income

Operating income before impairment and amortization of goodwill and exceptional items was primarily affected by a sharp decrease at U.S. Foodservice and by advisory fees

Business profitability came under pressure in 2003 led by a sharp decrease at U.S. Foodservice, and competitive pressure on U.S. and European retail operations.

Operating income before impairment and amortization of goodwill and exceptional items in 2003 decreased to Euro 1,065 million compared to Euro 2,144 million in 2002.

U.S. Foodservice swung from a positive Euro 314 million of operating income before impairment and amortization of goodwill and exceptional items in 2002 to a Euro 72 million loss in 2003 as the loss of leverage with suppliers impacted gross margins and increased operating costs, resulting from the repercussions from accounting irregularities announced and investigations conducted in 2003. Operating expenses also increased in large part as a result of additional audit, legal, consultancy fees and other costs primarily in connection with the forensic accounting and legal investigations and the audit of the 2002 financial statements (approximately Euro 170 million).

Operating income in line with expectations including minor impairment charges

Operating income improved to Euro 718 million compared to Euro 239 million in 2002 which was in line with expectations. This was mainly due to a more than Euro 1.2 billion drop in the level of goodwill impairment charges compared to 2002, and also from lower exceptional items.

Goodwill amortization

Goodwill amortization in 2003 amounted to Euro 166 million, a decrease of 34.1% compared to 2002. This decrease was primarily due to lower goodwill balances at year-end 2002 resulting from the goodwill impairment charges recorded in 2002 and to the lower average currency exchange rate of the U.S. Dollar against the Euro.

Goodwill impairment

Goodwill impairment charges decreased from Euro 1,281 million in full year 2002 to Euro 45 million in full year 2003.

Exceptional items: mostly non cash items with no impact on equity

A loss of Euro 136 million was recorded in 2003 compared to an exceptional loss of Euro 372 million in 2002. The 2003 exceptional items mainly related to the divestment of foreign subsidiaries, principally Ahold's Chilean and Malaysian operations. Of these exceptional items, Euro 96 million related to the recognition of accumulated foreign currency translation adjustments in the statement of operations and Euro 44 million to the reversal of part of the goodwill, both of which had previously been charged to shareholders' equity. These exceptional items were non-cash and had no impact on the overall level of shareholders' equity. Exchange rate differences related to the translation of the financial statements of a foreign subsidiary into Euros are recorded directly in shareholders' equity. When these exchange rate differences are realized upon the sale of the relevant foreign subsidiary, the cumulative foreign currency translation adjustments are recognized in the statement of operations. Under Dutch GAAP, goodwill previously deducted directly from shareholders' equity upon the acquisition of the subsidiary has to be reclassified pro-rata to the statement of operations if the subsidiary is sold within six years of the initial acquisition. The exceptional loss in 2002 was caused by the default by Velox Retail Holdings, Ahold's former joint venture partner, on bank debt that Ahold had guaranteed.

Net loss

Break-even result

Ahold closed 2003 with a small net loss of Euro 1 million, compared to a net loss of Euro 1.2 billion in 2002 under Dutch GAAP. This was primarily caused by the significant reduction in goodwill impairment charges and by the lower amount of exceptional items as mentioned above.

The company reported an operating loss at U.S. Foodservice as well as lower operating income at a number of other business segments and at corporate the company had significantly higher audit, legal, consultancy and banking fees as well as other costs. The weakening of the U.S. Dollar against the Euro also had a negative impact on net income.

Net financial expense includes substantial banking fees for the 2003 credit facility

                                                    Full Year
x 1 million Euro                                       Change
                                               2003     in %     2002
-----------------------------------------  -   -----   ------  -------
Net interest expenses                          (952)   (0.8%)    (944)
Gain (loss) on foreign exchange                  14               (50)
Other financial income (expense)                 --               (14)
                                               -----           -------
Net financial expense                          (938)     6.9%  (1,008)
-----------------------------------------  -   -----   ------  -------

Net financial expense, which comprises net interest expenses, gains and losses on foreign exchange and other financial income and expense, was Euro 938 million in 2003 compared to Euro 1.0 billion in 2002. Net interest expenses in 2003 amounted to Euro 952 million, an increase of 0.8% compared to 2002. Excluding the impact of currency exchange rates, net interest expenses would have increased by 14.4%. This increase was primarily caused by banking fees under the credit facilities entered into in March and December 2003 and fees in connection with the extension and amendment of accounts receivable securitization programs at U.S. Foodservice, as well as the higher applicable borrowing rate under the March 2003 credit facility compared with the previous credit facility. These fees amounted to a total of approximately Euro 80 million.

The March 2003 credit facility was cancelled and repaid in December 2003, and the company does not expect to draw on the new December 2003 credit facility (other than for letters of credit) during 2004 and beyond.

The gain on foreign exchange in 2003 amounted to Euro 14 million and mainly related to the positive impact of the revaluation of the Argentine Peso on U.S. Dollar-denominated debt in Argentina. In 2002, a foreign exchange loss of Euro 50 million was incurred mainly related to the negative impact of the devaluation of the Argentine Peso on U.S. Dollar-denominated debt and inflation adjustment losses related to Argentine Peso-denominated debt in Argentina.

Income taxes benefit from release of provisions

The effective income tax rate, excluding the impact of non-tax-deductible impairment and amortization of goodwill and exceptional items, decreased to 0.9% in 2003 compared to 36.8% in 2002.

Tax Information

                                                      Full year
x 1 million Euro                                  2003          2002
----------------------------------------------- - ----- - - - -------

Income (loss) before impairment & amortization
 on goodwill and exceptional items and currency
 differences before income taxes                   127           1,156

Income taxes (a)                                      (1)        (426)

Effective tax rate (a)                               0.9%        36.8%

Note: (a) adjusted for impairment, goodwill amortization and exceptional items

Apart from the impact of the different geographic mix of income, the substantial reduction of income taxes was caused by:

-- Release of tax provisions due to the partial closure of the

1999 - 2001 U.S. tax audit;

-- Release of tax provisions due to the closure of a large 1997 -

2002 Dutch tax audit;

-- Tax deductible losses as a result of Asian divestments.

Share in income (loss) of joint ventures and equity investees

Share in income of joint ventures and equity investees in 2003 amounted to Euro 161 million compared to a loss of Euro 38 million in 2002, with 2003 benefiting from a sale and leaseback gain at ICA while 2002 included losses at DAIH which was consolidated as of the third quarter of 2002.

US GAAP

US GAAP result

Net loss in accordance with US GAAP decreased from Euro 4.3 billion in 2002 to a net loss of Euro 747 million in 2003.

US GAAP reconciliation

The difference between US GAAP and Dutch GAAP of Euro 746 million was mainly caused by the different treatment under US GAAP of assets held for sale (Euro 506 million), and the cumulative effect of the change in accounting principles for certain consideration from vendors (Euro 100 million). Both are non-cash items.

Under US GAAP if the expectation is that, more likely than not, an asset will be sold before the end of its estimated useful life, an impairment analysis should be performed. Since it was also concluded that these assets are held for sale, in this impairment analysis the carrying value includes the unrealized cumulative translation adjustment of Euro 582 million, that was previously accounted for in shareholders equity.

During 2003 EITF 02-16 "Accounting by a Customer (Including a Reseller) for certain Consideration Received from a Vendor" was adopted for both Dutch and US GAAP. Under Dutch GAAP the cumulative effect adjustment of Euro 100 million was recorded in opening equity, under US GAAP, in accordance with APB Opinion 20, the amount of the cumulative effect was included in the income statement.

The full reconciliation of net income in accordance with Dutch GAAP to net income in accordance with US GAAP can be found in Annex C.

Improved Balance Sheet

Ahold closed 2003 with a much improved balance sheet, with net debt reduced by Euro 4.8 billion. The Euro 2.9 billion rights offering, completed in December, was critical to putting the company on a stronger financial footing. Ahold's financial position also benefited significantly from initiatives to improve cash flow from the business as the working capital improvement program continued to yield positive results, capital expenditures were significantly reduced from 2002 and Ahold completed its first divestments.

                                                   Full year
x 1 million Euro                                     Change
(except share data)                          2003                2002
---------------------------------------- - ------- - ------- - -------

Balance sheet total                        23,399    (1,339)   24,738

Shareholders' equity                        4,851     2,242     2,609

Net debt                                    7,548    (4,772)   12,320

Common shares outstanding (mln)             1,553       622       931

Balance sheet total

Balance sheet total is reduced, reflecting reduced capex, improved working capital and divestments

The company has significantly strengthened the balance sheet by increasing equity by Euro 2.2 billion. The company was able to repay its 3% convertible notes of Euro 678 million in September from the cash flow before financing activities. A major event of 2003 was the rights issue, which enabled the company to repay the March 2003 credit facility in December and left the company in a strong liquidity position at year end.

The total balance sheet decreased by Euro 1,339 million as a result of lower fixed assets and improved working capital. In 2003 the company selectively invested in the key operating companies in such a way that the overall capital expenditure was lower than depreciation. The balance sheet total was also impacted by the lower U.S. Dollar rate.

The cash impact of working capital improvement in 2003 amounted to Euro 446 million compared to Euro 107 million in 2002 and was the result of negotiating better accounts payable terms in Europe and managing the inventory levels at U.S. Foodservice.

Equity

Equity increased by Euro 2.2 billion

The positive liquidity impact from the rights issue was approximately Euro 2.9 billion. This was however off-set by a negative currency impact and other changes of Euro 666 million and an opening balance adjustment of Euro 100 million net of tax resulting from the adoption of EITF 02-16, as outlined in Annex D.

The other details related to changes in equity are outlined in Annex E.

Net debt

Net debt reduced substantially by Euro 4.8 billion

The composition of net debt at year-end 2003 and at year-end 2002 was as follows:

                                                   December   December
                                                       28,        29,
                                                       2003       2002
                                                   --------   --------
x 1 million Euro
------------------------------------------------   --------   --------

Subordinated loans                                   1,011      1,011
Bonds, mortgages & other debt                        6,511      7,302
                                                   --------   --------
Loans                                                7,522      8,313
Capitalized lease commitments                        2,166      2,224
                                                   --------   --------
Total long-term debt                                 9,688     10,537

Current portion of Long term debt and Short term
 loans                                                 808      2,370
                                                   --------   --------
Gross debt                                          10,496     12,907

Cash and cash investments (a)                         (2,948)    (587)
                                                   --------   --------
Net debt                                             7,548     12,320
------------------------------------------------   --------   --------

(a) excludes cash on hand. Cash and cash investments + cash on hand = Cash and Cash equivalents presented in the balance sheet

Net debt is substantially impacted by the lower U.S. Dollar to Euro exchange rate.

In the fourth quarter Ahold was in compliance with the financial ratios of the covenant of the December 2003 Credit Facility. The ratios consist of Net Debt / EBITDA and

EBITDA / net interest expenses.

Improved cash flow before financing activities

Ahold generated nearly Euro 1.5 billion in net cash flow before financing activities in 2003, underscoring control over capital expenditures, the continued success of working capital initiatives, initial divestments proceeds and curtailing of acquisitions.

                                                    Full year
x 1 million Euro                              2003    Change     2002
------------------------------------------ - ------ - ------ - -------

Net cash from operating activities           1,909     (577)    2,486
Net cash from investing activities            (448)   2,145    (2,593)
                                             ------   ------   -------
Net cash before financing activities         1,461    1,568      (107)

Net cash from financing activities           1,065    1,569      (504)
                                             ------   ------   -------

Net change in cash and cash equivalents      2,526    3,137      (611)

The full detailed Consolidated Statement of Cash Flows is included in Annex A.

Net cash before financing activities

Net cash flow before financing activities in 2003 increased to Euro 1,461 million compared to a net cash outflow of Euro 107 million in 2002. This increase was including the result of lower net cash outflow related to investing activities of Euro 2,145 million.

Net cash from operating activities: working capital improvements offset by lower operating income before impairment and amortization of goodwill and exceptional items

Changes in working capital resulted in a cash inflow of Euro 446 million in 2003 mainly due to lower inventory levels at all operating companies, primarily at U.S. Foodservice as a result of focusing on controlling inventory levels and purchases from vendors.

Net cash from operating activities in 2003 decreased by Euro 577 million compared to 2002, mainly as a consequence of lower operating income before impairment and amortization of goodwill and exceptional items at U.S. Foodservice and the fees paid to auditors, lawyers, consultants and other costs of approximately Euro 170 million.

Net cash from investing activities: lower capital expenditures and acquisitions curtailed

Net cash used in investing activities was reduced by Euro 2.1 billion primarily as a result of a reduction in investments in tangible fixed assets of Euro 822 million to Euro 1,183 million in 2003 compared to Euro 2,005 million in 2002. Acquisitions of group companies were limited to Euro 58 million, related to the acquisition of some stores at Stop & Shop, compared to Euro 977 million in 2002. Divestments of tangible and intangible fixed assets amounted to Euro 555 million in the full year 2003 compared to Euro 590 million in 2002.

Divestments of subsidiaries contributed an additional Euro 284 million.

Net cash from financing activities: rights issue and debt repayment 

Net cash from financing activities amounted to Euro 1,065 million. This is mainly the result of the proceeds of the shares issue of Euro 2.9 billion. In 2003 the company, among other things, repaid the 3% convertible notes of Euro 678 million from its net operating cash flow in September and further repaid the March 2003 credit facility in December.

Segment Information

Retail Trade - United States

                             4th Quarter             Full Year
x 1 million                   Change                   Change
                        2003    in %   2002      2003    in %    2002
---------------------- ------ ------- ------ - ------- ------- -------
Net sales:
Stop & Shop            2,366     4.5% 2,264    10,050     6.1%  9,476
Giant-Landover         1,262     1.9% 1,239     5,340     0.9%  5,290
Other USA Retail       2,637   (2.7%) 2,710    11,561     0.7% 11,485
                       ------         ------   -------         -------
Net sales in USD       6,265     0.8% 6,213    26,951     2.7% 26,251
Net sales in EUR       5,263  (15.2%) 6,204    23,872  (14.2%) 27,836

Operating income
 (loss) before
 impairment and
 amortization of
 goodwill and
 exceptional items:
Stop & Shop              201    26.4%   159       860    19.8%    718
Giant-Landover            60  (31.8%)    88       303  (21.1%)    384
Other USA Retail         (15)            68       141  (60.7%)    359
                       ------         ------   -------         -------
Total in USD             246  (21.9%)   315     1,304  (10.7%)  1,461
Total in EUR             206  (34.6%)   315     1,159  (25.3%)  1,551

As % of net sales        3.9%           5.1%      4.9%            5.6%

Operating income:
Stop & Shop              201    27.2%   158       860    19.9%    717
Giant-Landover            60  (31.8%)    88       303  (21.1%)    384
Other USA Retail         (19)   70.8%   (65)      126  (40.8%)    213
                       ------         ------   -------         -------
Total in USD             242    33.7%   181     1,289   (1.9%)  1,314
Total in EUR             202    11.6%   181     1,146  (18.4%)  1,403
---------------------- ------ ------- ------ - ------- ------- -------

Full Year 2003: Performance Powered by Stop & Shop and Giant-Carlisle

Net sales in the U.S. retail trade operations in 2003 increased by 2.7% in U.S. Dollars compared to 2002.

Identical sales in U.S. Dollars increased 0.1% and comparable sales in U.S. Dollars increased by 0.9% in 2003 compared to 2002.

Stop & Shop and Giant-Carlisle showed strong U.S. Dollar net sales, resulting from comparable store gains, as well as from the opening of stores. Net sales in 2003 were impacted by heightened competition and competitive store openings, particularly in the southeastern United States.

Operating income before impairment and amortization of goodwill and exceptional items in the U.S. retail trade business in U.S. Dollars decreased by 10.7% compared to 2002. Operating expenses in the U.S. retail trade business in 2003 were affected by higher administrative expenses and pension expenses, as well as continued rising health care costs.

Operating income in U.S. Dollars was relatively flat in 2003 when compared to 2002.

Fourth Quarter 2003:

Impact of impairment, additional expenses and intense competition

Net sales in U.S. Dollars in the U.S. retail trade business increased 0.8% compared to the fourth quarter of 2002. Identical sales in U.S. Dollar declined 0.1% for the U.S. retail trade operations, while both Stop & Shop and Giant-Carlisle showed identical sales growth. Comparable sales increased 0.6% in the fourth quarter of 2003.

Operating income before impairment and amortization of goodwill and exceptional items in U.S. Dollars in the fourth quarter of 2003 decreased by 21.9%.

Stop & Shop continued its strong performance during the quarter, while Giant-Landover reported a decrease due to heightened competitive activity including pressure from alternative formats.

Operating income before impairment and amortization of goodwill and exceptional items at Other USA Retail was significantly impacted by impairment charges relating to long-lived assets of USD 30 million, mainly at Tops, compared to USD 13 million in the fourth quarter of 2002. Also, Other USA Retail was adversely affected in the fourth quarter of 2003 by the intense competition and increased promotional activity, primarily in the southeast.

Operating income in U.S. Dollars in the fourth quarter of 2003 increased 33.7% mainly as a result of non-recurring goodwill impairment charges in the fourth quarter of 2002.

Retail Trade - Europe

                           4th Quarter               Full Year
x 1 million Euro            Change                     Change
                      2003    in %   2002        2003    in %    2002
-------------------- ------ ------- ------ - - ------- ------- -------
Net sales:
Albert Heijn         1,324   (0.7%) 1,333       5,606   (1.7%)  5,703
Other Europe         1,853   (0.3%) 1,859       7,322     2.9%  7,115
                     ------         ------     -------         -------
Total                3,177   (0.5%) 3,192      12,928     0.9% 12,818

Operating income
 (loss) before
 impairment and
 amortization of
 goodwill and
 exceptional items:
Albert Heijn            65   (7.1%)    70         205  (22.3%)    264
Other Europe           (12)             9           7  (78.1%)     32
                     ------         ------     -------         -------
Total                   53  (32.9%)    79         212  (28.4%)    296

As % of net sales      1.7%           2.5%        1.6%            2.3%

Operating income:
Albert Heijn            64   (7.2%)    69         201  (23.3%)    262
Other Europe           (20)   97.8%  (889)        (13)   98.6%   (916)
                     ------         ------     -------         -------
Total                   44   105.4%  (820)        188   128.7%   (654)
-------------------- ------ ------- ------ - - ------- ------- -------

Full Year 2003: Competitive pressure in most markets

Net sales in the Europe retail operations increased 0.9% compared to 2002. Excluding currency impact in Central Europe, the increase of the net sales in the Europe retail operations would have been 1.7%.

Net sales at Albert Heijn in 2003 declined by 1.7% compared to 2002. Identical sales at Albert Heijn in 2003 declined by 2.7% primarily due to lower consumer spending and a negative market sentiment towards Albert Heijn. As a result, Albert Heijn introduced its price repositioning strategy in October 2003 and regained market share in the fourth quarter.

Net sales at other Europe retail trade operations in 2003 increased by 2.9% compared to 2002, primarily due to strong net sales growth at Schuitema and an increase in net sales in Central Europe and Spain. The increase in net sales was marginally offset by the divestments of Ahold's specialty stores (Jamin and De Tuinen) in The Netherlands, which were completed in the second quarter of 2003. In Central Europe and Spain, net sales increased due to the opening of new stores. Net sales in Central Europe, however, were negatively impacted by currency exchange rates, deflation and the sale of two hypermarkets in Poland.

Operating income before impairment and amortization of goodwill and exceptional items in the Europe retail trade operations decreased 28.4% primarily due to lower operating income at Albert Heijn. This was principally caused by lower net sales during the first three quarters, lower gross margins due to the price repositioning strategy and costs relating to its restructuring program.

Operating income before impairment and amortization of goodwill and exceptional items at other Europe retail trade operations in 2003 decreased compared to 2002 mainly as a result of increased costs related to new stores and lower real estate gains.

The operating income before impairment and amortization of goodwill and exceptional items in Spain was at the same level as in 2002.

Operating income returned from a loss of Euro 654 million in 2002 to a profit of Euro 188 million in 2003 because of the significant decrease in goodwill impairment charges in 2003 compared to 2002.

Fourth Quarter 2003: Albert Heijn price repositioning strategy leads to market share gains

Net sales in the fourth quarter of 2003 slightly decreased by 0.5% and 0.7% if excluding currency impact. Albert Heijn recovered market share but reported lower net sales. Identical sales fell 1.5% in the fourth quarter in 2003.

The lower net sales at other Europe retail trade operations were the result of lower net sales in Spain.

Operating income before impairment and amortization of goodwill and exceptional items decreased in 2003 by 32.9% compared to 2002.

Operating income before impairment and amortization of goodwill and exceptional items at Albert Heijn in the fourth quarter of 2003 decreased compared to the same period in 2002. The decrease was primarily due to lower net sales and gross margins partially offset by lower operating expenses. The price repositioning strategy resulted in Albert Heijn regaining market share in the fourth quarter.

Operating income before impairment and amortization of goodwill and exceptional items at other Europe retail trade operations decreased in the fourth quarter of 2003, compared to the fourth quarter of 2002. This decrease was primarily due to an operating loss at Schuitema as a result of, amongst others, fixed asset impairments.

In Central Europe, the company reported operating income before impairment amortization of goodwill and exceptional items turning to a positive result, since no further impairment on long-lived assets was needed. Spain reported a lower operating loss before impairment and goodwill amortization of goodwill and exceptional items in the fourth quarter of 2003 primarily due to lower impairments on long-lived assets.

Operating income in the fourth quarter of 2003 increased from a loss of Euro 820 million to a profit of Euro 44 million primarily because of the significant decline of goodwill impairment charges in 2003 compared to 2002.

Foodservice 

                           4th Quarter               Full Year
x 1 million                 Change                     Change
                      2003    in %   2002        2003    in %    2002
-------------------- ------ ------- ------ - - ------- ------- -------
Net sales:
U.S. Foodservice USD 4,152     6.0% 3,917      17,837     2.3% 17,435
U.S. Foodservice EUR 3,487  (10.8%) 3,911      15,790  (14.7%) 18,508
Europe           EUR
 Foodservice           197   (5.3%)   208         839   (3.8%)    872
                     ------         ------     -------         -------
Total            EUR 3,684  (10.6%) 4,119      16,629  (14.2%) 19,380

Operating income
 (loss) before
 impairment and
 amortization of
 goodwill and
 exceptional items:
U.S. Foodservice USD    21             (4)        (74)            292
U.S. Foodservice EUR    18             (3)        (72)            314
Europe           EUR
 Foodservice             3             (4)          6  (25.0%)      8
                     ------         ------     -------         -------
Total            EUR    21             (7)        (66)            322

As % of net sales      0.6%         (0.1%)      (0.4%)            1.7%

Operating income
 (loss):
U.S. Foodservice USD   (11)   60.7%   (28)       (218)            148
U.S. Foodservice EUR    (8)   70.3%   (27)       (200)            160
Europe           EUR
 Foodservice             3             (4)          6  (25.0%)      8
                     ------         ------     -------         -------
Total            EUR    (5)   83.9%   (31)       (194)            168
---------------- --- ------ ------- ------ - - ------- ------- -------

Foodservice - United States

Full Year 2003: Sharp loss of profitability at U.S. Foodservice

Net sales at U.S. Foodservice increased by USD 402 million, or 2.3%, in 2003 compared to net sales in 2002. The acquisition of Allen Foods in December 2002, and certain assets of Lady Baltimore in September 2002, contributed approximately 1.3% of the net sales growth. Excluding acquisitions and the increase in food price inflation as estimated by the company, net sales would have slightly declined in 2003.

An operating loss before impairment and amortization of goodwill and exceptional items of USD 74 million was incurred in 2003 compared to income of USD 292 million in 2002. This was primarily due to U.S. Foodservice experiencing a weakening of its procurement leverage as vendors raised prices and shortened payment terms, largely related to irregularities announced and investigations conducted in 2003. U.S. Foodservice also experienced higher operating costs.

Operating loss was in line with the operating loss before impairment and amortization of goodwill and exceptional items since the goodwill amortization was at the same level in 2003 as in 2002.

Foodservice - Europe: Economic pressures

Net sales at the Deli XL food service operations, located in The Netherlands and Belgium, in 2003 decreased by 3.8% compared to 2002. This decrease was primarily due to continuing unfavorable market conditions. As a result operating income at the European food service operations in 2003 decreased by 25.0% compared to 2002.

Fourth Quarter 2003: strong sales

Net sales of U.S. Foodservice in U.S. Dollars in the fourth quarter increased by 6.0%.

Operating income before impairment and amortization of goodwill and exceptional items of U.S. Foodservice in the fourth quarter of 2003 benefited significantly from the release of previously, in 2003, accrued employee benefits.

Other Business Areas: Divestment program underway

                           4th Quarter               Full Year
x 1 million Euro            Change                    Change
                      2003    in %   2002       2003    in %     2002
--------------------- ----- -------- ----- - - ------ -------- -------
Net sales:
- South America        518   (19.8%)  646      2,218      3.5%  2,143
- Asia                  85   (28.6%)  119        364   (20.5%)    458
- Other activities      12    (7.7%)   13         57     18.8%     48
                      -----          -----     ------          -------
Total                  615   (21.0%)  778      2,639    (0.4%)  2,649

Operating income
 (loss) before
 impairment and
 amortization of
 goodwill and
 exceptional items:
- South America         (6)    86.4%  (44)       (31) (416.7%)     (6)
- Asia                  19            (13)       (16)    48.4%    (31)
- Other activities    (126) (404.0%)  (25)      (193)              12
                      -----          -----     ------          -------
Total                 (113)  (37.8%)  (82)      (240) (860.0%)    (25)

Operating income
 (loss):
- South America        (55)    75.0% (220)      (166)    41.8%   (285)
- Asia                   2            (15)       (62)  (87.9%)    (33)
- Other activities    (127) (408.0%)  (25)      (194)    46.1%   (360)
                      -----          -----     ------          -------
Total                 (180)    30.8% (260)      (422)    37.8%   (678)
--------------------- ----- -------- ----- - - ------ -------- -------

Retail Trade - South America

Net sales in the South America retail trade operations in 2003 increased by 3.5% compared to 2002. This increase was mainly due to the full-year consolidation in 2003 of Disco, which began to be consolidated in the second quarter of 2002. This increase was partially offset by the impact of the divestment of Santa Isabel's Chilean and, to a lesser extent, Paraguayan and Peruvian operations in July, September and December 2003, respectively.

The operating loss before impairment and amortization of goodwill and exceptional items in 2003 was the result of the general economic depression in South America and vendors' reaction to the announcements of Ahold's divestments in the region.

Retail Trade - Asia Pacific

Net sales in the Asia Pacific retail trade operations in 2003 amounted to Euro 364 million, a decrease of 20.5% compared to 2002. This decrease was primarily due to the divestment of our operations in Malaysia and Indonesia completed in September 2003 and a decline in net sales in Thailand of 6.9% fully due to a currency exchange rate impact of the Thai Baht compared to the Euro.

Operating loss before impairment and amortization of goodwill and exceptional items in the Asia Pacific retail trade operations in 2003 amounted to Euro 16 million, compared to an operating loss of Euro 31 million in full year 2002. This was primarily due to the divestment of operations in Malaysia and Indonesia, as well as performance improvement in Thailand.

Other Activities

Other activities mainly include operations of three real estate companies which acquire, develop and manage store locations in Europe and the United States and corporate overhead costs of the Ahold parent company.

The operating loss before impairment and amortization of goodwill and exceptional items in 2003 partially reflected corporate costs of Euro 263 million compared to Euro 33 million in 2002. The higher corporate costs in 2003 were mainly caused by the significant costs incurred in connection with the forensic accounting and legal investigations, ongoing litigation, ongoing government and regulatory investigations and higher audit fees in connection with the audit of the 2002 financial statements (approximately Euro 130 million). Furthermore, corporate costs increased as a result of an additional contribution to the loss reserve of the self insurance program in the U.S. (Euro 45 million).

Gains from the sale of real estate included in other activities were at the same level in 2003 compared to 2002.

Operating loss of the total other business areas decreased from a loss of Euro 678 million in 2002 to a loss of Euro 422 million in 2003. The exceptional items were reduced from Euro 372 million in 2002 to Euro 136 million in 2003. The exceptional loss in 2003 relates primarily to the losses of the Chilean and Malaysian divestments, with regards to the foreign currency translation adjustment and goodwill reversals which do not impact equity. Goodwill impairment reduced from Euro 271 million in 2002 to Euro 42 million in 2003.

Share in Income (Loss) of Joint Ventures and Equity Investees

                                         4th Quarter      Full Year
X 1 million Euro                       2003    2002      2003    2002
-------------------------------------- ----- - ----- - - ----- - -----
European joint ventures                  22      19       156      96
Paiz Ahold, South America                 3       4         9      10
DAIH, South America                      --      --        --    (126)
Others                                   (2)    (19)       (4)    (18)
                                       -----   -----     -----   -----
Total share in income (loss) of joint
 ventures and
equity investees                         23       4       161     (38)
-------------------------------------- ----- - ----- - - ----- - -----

The share in income of joint ventures and equity investees in 2003 amounted to Euro 161 million, compared to a loss of Euro 38 million in 2002. This was primarily caused by the inclusion in this line item for 2002 of a Euro 126 million loss at DAIH, until it began to be consolidated beginning in the third quarter of 2002. The share in income of ICA, included in European joint ventures, increased considerably in 2003 mainly as a result of a gain related to the sale and leaseback of several distribution centers.

The loss at DAIH reflected the losses incurred at Disco and Santa Isabel during the period that they were not consolidated in the financial statements. The loss at DAIH was mainly caused by the negative impact of the devaluation of the Argentine Peso on U.S. Dollar-denominated debt.

2004: A Year of Transition

General

2004 will be a year focused on continued efforts to strengthen the organization, and restructure and integrate the businesses in order to build a solid platform for future growth and profitability. Management will concentrate on achieving the previously announced Road to Recovery performance objectives for 2005 and beyond.

Ahold will continue to strengthen and improve its internal controls and corporate governance, as well as solidify compliance with the regulatory environment in 2004. All of these changes are important cornerstones of our Road to Recovery strategy. They will require considerable resources and effort from our operations and corporate support office in 2004.

Retail operations will continue to face increased competition and price pressure. On the other hand, Ahold expects healthy sales development in the foodservice sector.

US retail

Net sales growth in U.S. retail operations in 2004 is expected to be only modest as a result of continued competitive pressure. One of the key efforts in the U.S. for 2004 will be the integration of Stop & Shop and Giant-Landover, which will improve the long-term competitiveness and cost-effectiveness of these brands. This integration will require an initial investment during 2004, but will result in significant benefits in 2005 and beyond. At Tops we continue to focus on repositioning its 'go to market strategy' and improving its operational performance. The intended divestment in 2004 of BI-LO/Bruno's is expected to negatively impact net sales in 2004.

Europe retail

Ahold expects net sales in its Europe retail operations to increase in 2004 in a generally tough environment with weak economies, consumer focus on price, and increased competition. There will be a continued focus on efficiency and competitiveness in Europe. The planned divestment of our Spanish operations in 2004 will reduce European net sales.

Foodservice

Market conditions, in particular in the U.S., are expected to be favorable for the foodservice industry. However, increasing fuel costs and food commodity prices may have a negative effect on industry pricing and competitiveness. It is possible that net sales may experience a small reduction in 2004 at U.S. Foodservice, as a result of an effect of improved customer mix specifically related to certain national accounts. Operating income before impairment and amortization of goodwill and exceptional items is expected to be positive for 2004 and exceed the level of 2002, no later than 2006.

Capital expenditures and working capital

Capital expenditures will continue to be made strategically and will increase from the low levels of 2003 to approximately depreciation level. Investments will be focused on the growth of our food retail business. Initiatives to improve working capital started in 2003 and will be continued with expected further improvements in 2004. Net cash from operations is expected to improve.

Finance and Tax

Further reduction of net finance expense in 2004 is expected as a result of lower fees for our new credit facility and lower net interest expenses due to the continued reduction of net debt. Ahold expects its tax position to normalize during 2004, with a rate marginally above 30%.

Net Debt

The continued recovery and development of our operations together with the on-going divestment program is expected to lead to further reductions of net debt (excluding currency impact) in line with our objectives to reach investment grade profile by the end of 2005.

Divestments and Other Issues

The clearly improved financial position and liquidity gives us the platform to manage our divestment in an orderly fashion, i.e. no need for 'fire-sales'.

The company plans to have divested its remaining operations in South America and Spain, as well as BI-LO/Bruno's and the remaining convenience stores at Tops in the United States, by the end of 2004. As announced in March 2004, Ahold completed the divestment of its stake in CRC Ahold in Thailand, and thus its exit from the Asia Pacific region.

However, exceptional items are expected upon completion of the divestitures of certain South American operations as well as the divestment of BI-LO/Bruno's. The completion of these divestitures will lead to the recognition of accumulated foreign currency translation adjustments (CTA) in the statement of operations as well as in some cases the reversal of goodwill, both previously charged to shareholders' equity. The cumulative exchange rate differences charged to shareholders' equity for these operations at the

beginning of 2004 amounted to Euro 648 million. The aggregate amount of goodwill that would have been required to be reversed if these operations had been divested at the beginning of 2004 would have been Euro 309 million. The net consequence of this is a significant exceptional loss in our statement of operations with an identical positive adjustment to net equity. These likely exceptional items will have a significant impact on net income, but no net impact on equity and are non-cash items.

Operating expenses in 2004 will also be significantly impacted by a number of factors, in particular costs related to the ongoing legal proceedings and governmental and regulatory investigations, including possible fines or judgements that may be levied or awarded. Initiatives underway to enable the company to begin reporting under International Financial Reporting Standards, as required for 2005, and ongoing work to comply with the internal controls requirements of Section 404 of the U.S. Sarbanes-Oxley Act, required to be completed by the end of fiscal year 2005, will also have an impact.

In summary, 2004 will be a year of execution and transition for Ahold and has to be seen as an important step on its Road to Recovery, which is well on track for continued progress beyond 2004.

Annexes

ANNEX A Consolidated Statements of Operations

Consolidated Balance Sheets 

Consolidated Statements of Cashflows

ANNEX B Reconciliation of operating income (loss) to operating income (loss) before impairment and amortization of goodwill and exceptional items

ANNEX C US GAAP reconciliation

ANNEX D Accounting principles

ANNEX E Shareholders' Equity

ANNEX F Quarterly sales and trends per region

Definitions

-- Identical sales compare sales from exactly the same stores.

-- Comparable sales are identical sales plus sales from

replacement stores.

-- Currency impact is the impact of using different exchange

rates to translate the financial figures of subsidiaries to

Euros. For results presented excluding currency impact, the

financial figures of the previous year are adjusted using the

current year exchange rates.

-- Net debt / EBITDA: Net debt includes long- and short-term 

interest bearing debt as well as capitalized lease

commitments, netted with cash and cash investments (excluding

cash on hand), divided by EBITDA excluding exceptional items.

-- EBITDA / net interest: EBITDA excludes exceptional items. Net

interest excludes financing arrangement fees.

-- Net income (loss) after preferred dividends per common share--

is basically calculated as net income (loss) after preferred

dividends, divided by the weighted average number of common

shares outstanding during the applicable period.

Ahold Corporate Communications: +31.75.659.5720

Within the U.S.: [phone]

Certain statements in this press release are "forward-looking statements" within the meaning of U.S. federal securities laws. Ahold intends that these statements be covered by the safe harbors created under these laws. These forward-looking statements include, but are not limited to, statements regarding Ahold's performance objectives and restructuring plans for 2004 and beyond, including plans to strengthen internal controls and solidify regulatory compliance, expectations as to the level of future net sales growth in the foodservice and retail sectors and the impact thereof on Ahold's results of operations, including improvements in net cash from operations, statements regarding Ahold's intention to integrate certain retail chains and the expected impact of such integration, expectations regarding our growth and capital expenditures, statements as to the timing, scope and expected impact of certain divestments, expectations of potential reversal of goodwill charges and potential exceptional items resulting from divestments, expectations as to reductions in Ahold's net financing expense and net debt, expectations as to the tax rate and Ahold's tax position during 2004 and expectations as to the other factors that will impact operating expenses in 2004. These forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by the forward-looking statements. Important factors that could cause actual results to differ materially from the information set forth in these forward-looking statements include, but are not limited to, changes in general market, economic and political conditions, Ahold's ability to implement its strategy successfully, the diversion of management's attention, the integration of new members of management, and Ahold's ability to attract and retain key executives and associates, increases in the levels of competition in the markets in which Ahold and its subsidiaries and joint ventures operate, difficulties in the cooperation efforts among our subsidiaries and the implementation of new operational improvements, Ahold's liquidity needs being other than currently anticipated, the actions of government and law enforcement agencies, costs related to ongoing legal proceedings and investigations, including possible fines or judgments, difficulties in complying with new accounting pronouncements and regulatory requirements and other factors discussed in Ahold's public filings. Many of these factors are beyond Ahold's ability to control or predict. Given these uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements, which only speak as of the date of this press release. Ahold does not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events or circumstances, except as may be required under applicable securities laws. Outside The Netherlands, Koninklijke Ahold N.V., being its registered name, presents itself under the name of "Royal Ahold" or simply "Ahold."

ANNEX A

Consolidated Statements of Operations

                              4th Quarter
x 1 million Euro                  Change
(unless                            in %
 otherwise
 indicated)              2003                     2002
-----------------  -----------   --------   -----------

Net sales
 U.S. Retail            5,263     (15.2%)        6,204
 Europe Retail          3,177      (0.5%)        3,192
 Foodservice            3,684     (10.6%)        4,119
 Other business
  areas                   615     (21.0%)          778
                   -----------              -----------
    Total              12,739     (10.9%)       14,293
                   -----------              -----------
Operating income
 before
 impairment and
 amortization of
 goodwill and
 exceptional
 losses
 U.S. Retail              206     (34.6%)          315
 Europe Retail             53     (32.9%)           79
 Foodservice               21                       (7)
 Other business
  areas                  (113)    (37.8%)          (82)
                   -----------              -----------
    Total                 167     (45.2%)          305

Goodwill
 amortization             (35)      30.0%          (50)
Goodwill
 impairment               (45)                  (1,185)
Exceptional
 items:
    Exceptional
     loss                  --                       --
    Results of
     divestments          (26)                      --
                   -----------              -----------
Operating income           61      106.6%         (930)

Financial
 expense
 Net Interest            (199)       9.5%         (220)
 Gain (loss) on
  foreign
  exchange                 (2)                      35
 Other financial
  income and
  expense                   3                      (13)
                   -----------              -----------
    Net
     financial
     expense             (198)       0.0%         (198)
                   -----------              -----------

Income (loss)
 before income
 taxes                   (137)      87.9%       (1,128)
Income taxes              123                      (94)
                   -----------              -----------
Income (loss)
 after income
 taxes                    (14)      98.9%       (1,222)
Share in income
 (loss) of joint
 ventures and
 equity
 investees                 23                        4
Minority
 interest                   3                       (7)
                   -----------              -----------
Net income
 (loss)                    12                   (1,225)

Dividends on
 cumulative
 preferred
 financing
 shares                    (9)                      (9)
                   -----------              -----------
Net income
 (loss) after
 preferred
 dividends                  3                   (1,234)
                   ===========              ===========

Net income
 (loss) after
 preferred
 dividends per
 common share -
 basic (Euro)            0.00                    (1.23)
Weighted average
 number of
 common shares
 outstanding (x
 1,000) - basic (a)  1,084,593        7.8%    1,006,215

Net income
 (loss) after
 preferred
 dividends per
 common share -
 diluted (Euro)          0.00                    (1.23)
Weighted average
 number of
 common shares
 outstanding (x
 1,000) -
 diluted (a)         1,084,593        7.8%    1,006,215

Average USD
 Exchange rate
1 USD = Euro           0.8399     (15.9%)       0.9984
-----------------  -----------   --------   -----------



                                              Full year
x 1 million Euro                                 Change
(unless otherwise indicated)            2003      in %           2002
--------------------------------  -----------   --------   -----------

Net sales
 U.S. Retail                          23,872     (14.2%)       27,836
 Europe Retail                        12,928        0.9%       12,818
 Foodservice                          16,629     (14.2%)       19,380
 Other business areas                  2,639      (0.4%)        2,649
                               -  -----------              -----------
    Total                             56,068     (10.6%)       62,683
                               -  -----------              -----------
Operating income before
 impairment and amortization of
 goodwill and exceptional
 losses
 U.S. Retail                           1,159     (25.3%)        1,551
 Europe Retail                           212     (28.4%)          296
 Foodservice                             (66)   (120.5%)          322
 Other business areas                   (240)   (860.0%)          (25)
                               -  -----------              -----------
    Total                              1,065     (50.3%)        2,144

Goodwill amortization                   (166)      34.1%         (252)
Goodwill impairment                      (45)                  (1,281)
Exceptional items:
    Exceptional loss                      --                     (372)
    Results of divestments              (136)                      --
                               -  -----------              -----------
Operating income                         718      200.4%          239

Financial expense
 Net Interest                           (952)     (0.8%)         (944)
 Gain (loss) on foreign
  exchange                                14                      (50)
 Other financial income and
  expense                                 --                      (14)
                               -  -----------              -----------
    Net financial expense               (938)       6.9%       (1,008)
                               -  -----------              -----------

Income (loss) before income
 taxes                                  (220)      71.4%         (769)
Income taxes                              72                     (390)
                               -  -----------              -----------
Income (loss) after income
 taxes                                  (148)      87.2%       (1,159)
Share in income (loss) of joint
 ventures and equity investees           161                      (38)
Minority interest                        (14)                     (11)
                               -  -----------              -----------
Net income (loss)                         (1)                  (1,208)

Dividends on cumulative
 preferred financing shares              (38)                     (38)
                               -  -----------              -----------
Net income (loss) after
 preferred dividends                     (39)                  (1,246)
                               =  ===========              ===========

Net income (loss) after
 preferred dividends per common
 share - basic (Euro)                  (0.04)                   (1.24)
Weighted average number of
 common shares outstanding (x
 1,000) - basic (a)                 1,024,465        2.3%    1,001,347

Net income (loss) after
 preferred dividends per common
 share - diluted (Euro)                (0.04)                   (1.24)
Weighted average number of
 common shares outstanding (x
 1,000) - diluted (a)               1,024,465        2.3%    1,001,347

Average USD Exchange rate
1 USD = Euro                          0.8858     (16.5%)       1.0611
--------------------------------  -----------   --------   -----------

Note: (a) retroactively adjusted for the dilution from the rights issue discount

Consolidated Balance Sheets

x 1 million Euro                               December      December
                                                28, 2003      29, 2002
-------------------------------------------  -----------   -----------

ASSETS

Non-current assets:

Intangible assets
 Goodwill                                         2,431         3,053
 Other intangible assets                            671           814
                                                 -------          ----
   Total intangible assets                        3,102         3,867

Tangible fixed assets                             9,283        11,043

Financial assets
 Investments in joint ventures and equity
  investees                                         850           851
 Deferred tax assets                                507           457
 Other financial assets                             655           744
                                                 -------       -------
   Total financial assets                         2,012         2,052

Total non-current assets                         14,397        16,962


Current assets:

Inventory                                         3,100         4,235
Accounts receivable                               2,369         2,231
Other current assets                                193           308
Cash and cash equivalents                         3,340         1,002
                                                 -------       -------
   Total current assets                           9,002         7,776


TOTAL ASSETS                                     23,399        24,738
                                                 -------       -------

Consolidated Balance Sheets

x 1 million Euro                               December      December
                                                28, 2003      29, 2002
------------------------------------------   -----------   -----------

LIABILITIES AND SHAREHOLDERS' EQUITY

Shareholders' equity                              4,851         2,609

Minority interest                                    71            56

Provisions
 Pensions and other retirement benefits             665           756
 Deferred tax liability                             471           572
 Restructuring provisions                            82           136
 Other provisions                                   728           680
                                                 -------       -------
   Total provisions                               1,946         2,144

Non-current liabilities
 Loans                                            7,522         8,313
 Financial lease commitments                      2,166         2,224
 Other non-current liabilities                      196           348
                                                 -------       -------
   Total non-current liabilities                  9,884        10,885

Current liabilities
 Loans payable                                      808         2,370
 Accounts payable                                 3,914         4,480
 Other current liabilities                        1,925         2,194
                                                 -------       -------
   Total current liabilities                      6,647         9,044


TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY       23,399        24,738
                                                 -------       -------

USD Exchange rate                      1
 USD = Euro                                      0.8045        0.9580
                                                 -------       -------

Consolidated Statements of Cashflows

                                 4th Quarter             Full year
x 1 million Euro                 2003      2002        2003      2002
---------------------------- - ------- - ------- - - ------- - -------

CASH FLOWS FROM OPERATING
 ACTIVITIES:
Income (loss) before income
 taxes                           (137)   (1,128)       (220)     (769)

Adjustments for:
 Depreciation, amortization
  and impairments                 458     1,700       1,660     3,142
 Gain on disposal of
  tangible fixed assets           (10)      (23)        (60)      (69)
 Exceptional items:
     Exceptional loss              --        --          --       372
     Results of divestments        26        --         136        --
                               -------   -------     -------   -------

OPERATING CASH FLOW BEFORE
 CHANGES IN WORKING CAPITAL       337       549       1,516     2,676

Changes in working capital:
  Accounts receivables            (98)     (161)       (150)       35
  Other current assets             91       215          86       198
  Inventory                       (29)     (394)        470      (308)
  Accounts payable                499       599         (33)      161
  Current liabilities             158       (23)         73        21
                               -------   -------     -------   -------
TOTAL CHANGES IN WORKING
 CAPITAL                          621       236         446       107

 Change in other long term
  assets                          (29)        6          18        (7)
 Change in other provisions        60        (2)         53        33
 Corporate income taxes paid       85       (76)        (13)     (423)
 Change in other long term
  liabilities                     (36)       81        (111)      100
                               -------   -------     -------   -------
NET CASH FROM OPERATING
 ACTIVITIES                     1,038       794       1,909     2,486

CASH FLOWS FROM INVESTING
 ACTIVITIES:
Investments in intangible
 fixed assets                     (78)      (54)       (174)     (155)
Investments in tangible
 fixed assets                    (378)     (560)     (1,183)   (2,005)
Divestments of tangible
 fixed and intangible assets      100       272         555       590
Acquisitions of group
 companies                         11      (140)        (58)     (977)
Divestments of group
 companies                        203        --         284        --
Investments in joint
 ventures and equity
 investees                         (7)     (102)        (21)     (159)
Income from joint ventures
 and equity investees              11         2          94        63
Proceeds from sale of joint
 ventures and equity
 investees                          9         1          14        19
Change in loans receivable         (4)      115          41        31
                               -------   -------     -------   -------
NET CASH FROM INVESTING
 ACTIVITIES                      (133)     (466)       (448)   (2,593)

NET CASH BEFORE FINANCING
 ACTIVITIES:                      905       328       1,461      (107)
                               =======   =======     =======   =======

CASH FLOWS FROM FINANCING
 ACTIVITIES:
Change in long-term debt           23      (202)     (1,187)     (283)
Repayment of capital lease
 commitments                      (27)      (25)        (82)     (103)
Change in short-term debt      (1,307)      173        (591)      355
Net proceeds from issuance
 of shares                      2,941         2       2,942         5
Dividend paid                     (18)      (63)        (18)     (471)
Change in minority interest         6        (1)          1        (7)
                               -------   -------     -------   -------
NET CASH FROM FINANCING
 ACTIVITIES                     1,618      (116)      1,065      (504)
                               -------   -------     -------   -------

NET CHANGE IN CASH AND CASH
 EQUIVALENTS                    2,523       212       2,526      (611)

Cash and cash equivalents at
 beginning of  period             876       882       1,002     1,698
Cash acquired in business
 acquisitions                      --        (1)          1        46
Cash divested through sale
 of companies                      (8)       --         (10)       --
Effect of exchange rate
 differences on cash and
 cash equivalents                 (51)      (91)       (179)     (131)
                               -------   -------     -------   -------

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD                  3,340     1,002       3,340     1,002
                               -------   -------     -------   -------

ANNEX B

Operating income before impairment and amortization of goodwill and exceptional losses is a non-GAAP financial measure. Ahold believes that it is a relevant and useful measure as it provides a more meaningful comparison of Ahold's underlying operating performance between periods. It is also a measure used by Ahold management to assess the effectiveness of its operating strategies and to evaluate its operating performance trends in different periods. Operating income before impairment and amortization of goodwill and exceptional losses, as defined herein, may not be comparable to similarly titled measures reported by other companies. It should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with Dutch GAAP.

Reconciliation of operating income (loss) to operating income (loss) before impairment and amortization of goodwill and exceptional losses

Fourth Quarter of 2003

    Business                                                 Operating
     segments                                                   income
                 Operating                                      (loss)
x 1 million        income   Goodwill     Goodwill Exceptional   before
                    (loss) impairment amortization     losses  impair-
                                                              ment and
                                                          amortization
                                                           of goodwill
                                                                   and
                                                           exceptional
                                                                losses
------------- --------------------------------------------------------
Stop & Shop   USD     201         --           --         --       201
Giant-        USD
 Landover              60         --           --         --        60
U.S. Other    USD     (19)        --            1          3      (15)
                  -------- ---------- ------------ ----------  -------
U.S. Retail   USD     242         --            1          3       246
U.S. Retail   EUR     202         --            1          3       206

Albert Heijn  EUR      64         --            1         --        65
Europe Other  EUR     (20)         3            5         --      (12)
                  -------- ---------- ------------ ----------  -------
Europe Retail EUR      44          3            6         --        53

U.S.          USD
 Foodservice          (11)        --           32         --        21
U.S.          EUR
 Foodservice           (8)        --           26         --        18
Foodservice   EUR
 Europe                 3         --           --         --         3
                  -------- ---------- ------------ ----------  -------
Total         EUR
 Foodservice           (5)        --           26         --        21

South America EUR     (55)        42            1          6       (6)
Asia Pacific  EUR       2         --           --         17        19
Other         EUR
 activities          (127)        --            1         --     (126)
                  -------- ---------- ------------ ----------  -------
Total other
 business     EUR
 areas               (180)        42            2         23     (113)

Total Ahold   EUR      61         45           35         26       167
------------- --- -------- ---------- ------------ ----------- -------

Fourth Quarter of 2002

    Business                                                 Operating
     segments                                                   income
                Operating                                       (loss)
x 1 million       income   Goodwill     Goodwill Exceptional    before
                   (loss) impairment amortization     losses   impair-
                                                              ment and
                                                          amortization
                                                           of goodwill
                                                                   and
                                                           exceptional
                                                                losses
----------------------------------------------------------------------
Stop & Shop  USD     158         --            1         --        159
Giant-       USD
 Landover             88         --           --         --         88
U.S. Other   USD     (65)       128            5         --         68
                 -------- ---------- ------------ ---------- ---------
U.S. Retail  USD     181        128            6         --        315
U.S. Retail  EUR     181        128            6         --        315

Albert Heijn EUR      69         --            1         --         70
Europe Other EUR    (889)       882           16         --          9
                 -------- ---------- ------------ ---------- ---------
Europe RetailEUR    (820)       882           17         --         79

U.S.         USD
 Foodservice         (28)        --           24         --        (4)
U.S.         EUR
 Foodservice         (27)        --           24         --        (3)
Foodservice  EUR
 Europe               (4)        --           --         --        (4)
                 -------- ---------- ------------ ---------- ---------
Total        EUR
 Foodservice         (31)        --           24         --        (7)

South AmericaEUR    (220)       173            3         --       (44)
Asia Pacific EUR     (15)         2           --         --       (13)
Other        EUR
 activities          (25)        --           --         --       (25)
                 -------- ---------- ------------ ---------- ---------
Total other
 business    EUR
 areas              (260)       175            3         --       (82)

Total Ahold  EUR    (930)     1,185           50         --        305
----------------------------------------------------------------------

Full year 2003

    Business                                                 Operating
     segments                                                   income
                Operating                                       (loss)
x 1 million       income   Goodwill     Goodwill Exceptional    before
                   (loss) impairment amortization     losses  impair-
                                                              ment and
                                                          amortization
                                                           of goodwill
                                                                   and
                                                           exceptional
                                                                losses
----------------------------------------------------------------------
Stop & Shop  USD     860         --           --         --        860
Giant-       USD
 Landover            303         --           --         --        303
U.S. Other   USD     126         --           12          3        141
                 -------- ---------- ------------ ---------- ---------
U.S. Retail  USD   1,289         --           12          3      1,304
U.S. Retail  EUR   1,146         --           10          3      1,159

Albert Heijn EUR     201         --            4         --        205
Europe Other EUR     (13)         3           20         (3)         7
                 -------- ---------- ------------ ---------- ---------
Europe RetailEUR     188          3           24         (3)       212

U.S.         USD
 Foodservice        (218)        --          144         --       (74)
U.S.         EUR
 Foodservice        (200)        --          128         --       (72)
Foodservice  EUR
 Europe                6         --           --         --          6
                 -------- ---------- ------------ ---------- ---------
Total        EUR
 Foodservice        (194)        --          128         --       (66)

South AmericaEUR    (166)        42            3         90       (31)
Asia Pacific EUR     (62)        --           --         46       (16)
Other        EUR
 activities         (194)        --            1         --      (193)
                 -------- ---------- ------------ ---------- ---------
Total other
 business    EUR
 areas              (422)        42            4        136      (240)

Total Ahold  EUR     718         45          166        136      1,065
----------------------------------------------------------------------

Full year 2002

    Business                                                 Operating
     segments                                                   income
                Operating                                       (loss)
x 1 million       income   Goodwill     Goodwill Exceptional    before
                   (loss) impairment amortization     losses  impair-
                                                              ment and
                                                          amortization
                                                           of goodwill
                                                                   and
                                                           exceptional
                                                                losses
----------------------------------------------------------------------
Stop & Shop  USD     717         --            1         --        718
Giant-       USD
 Landover            384         --           --         --        384
U.S. Other   USD     213        128           18         --        359
                 -------- ---------- ------------ ---------- ---------
U.S. Retail  USD   1,314        128           19         --      1,461
U.S. Retail  EUR   1,403        128           20         --      1,551

Albert Heijn EUR     262         --            2         --       264
Europe Other EUR    (916)       882           66         --         32
                 -------- ---------- ------------ ---------- ---------
Europe RetailEUR    (654)       882           68         --        296

U.S.         USD
 Foodservice         148         --          144         --        292
U.S.         EUR
 Foodservice         160         --          154         --        314
Foodservice  EUR
 Europe                8         --           --         --          8
                 -------- ---------- ------------ ---------- ---------
Total        EUR
 Foodservice         168         --          154         --        322

South AmericaEUR    (285)       269           10         --        (6)
Asia Pacific EUR     (33)         2           --         --       (31)
Other        EUR
 activities         (360)        --           --        372         12
                 -------- ---------- ------------ ---------- ---------
Total other
 business    EUR
 areas              (678)       271           10        372       (25)

Total Ahold  EUR     239      1,281          252        372      2,144
----------------------------------------------------------------------

ANNEX C

US GAAP Reconciliation

x 1 million Euro                                      2003       2002
-------------------------------------------------- - ------ - --------
Net income (loss) in accordance with Dutch GAAP         (1)    (1,208)
Items increasing (decreasing) net income (loss):
   Recognition and amortization of goodwill            166        253
   Recognition and amortization of other
    intangible assets                                  (18)       (25)
   Impairment of:
       Goodwill and other intangible assets            (66)      (751)
       Other long-lived assets                          26          9
       Assets held for sale                           (506)        --
   Restructuring provisions                             14        (26)
   Sale and leaseback of property                      (38)       (36)
   Derivative instruments                              (35)       (30)
   Valuation of ICA Put Option                         (60)       (31)
   Divestments                                          (6)        --
   Other                                                11         (2)
   Income tax effects                                  (69)        30
   Share in income (loss) of joint ventures and
    equity investees,
net of tax                                             (25)       119
   Minority interest impact on reconciling items        (2)        --
   Dividend on cumulative preferred financing
    shares                                             (38)       (38)
                                                     ------   --------
Income (loss) in accordance with US GAAP before
 cumulative
effect of changes in accounting principles            (647)    (1,736)
Cumulative effect of changes in accounting
 principles for:
   Derivative financial instruments, net of income
    tax benefits of
EUR 4                                                   --         --
   Goodwill and other intangible assets including
    Euro 1,846
relating to USF, net of income tax benefit of Euro
 257                                                    --     (2,499)
   Goodwill in joint ventures and equity method
    investees                                           --        (93)
   Accounting by a customer of certain
    consideration received
from vendors, net of income tax expense of Euro 47    (100)        --
                                                     ------   --------

Net income (loss) in accordance with US GAAP          (747)    (4,328)

ANNEX D

Accounting Principles

In November 2002, the Emerging Issues Task Force ("EITF") of the Financial Accounting Standards Board in the United States reached consensus on Issue No. 02-16, Accounting for Consideration Received from a Vendor by a Customer (Including a Reseller of the Vendor's Products) ("EITF 02-16"). Under the consensus, cash considerations received from a vendor should be considered an adjustment to the price of the vendor's products or services and, therefore, characterized as a reduction of cost of sales when sold unless (1) the cash consideration represents a reimbursement of a specific, incremental, identifiable cost incurred in selling the vendor's products and therefore characterized as a reduction of those costs or (2) the cash consideration represents a payment for assets or services delivered to the vendor and therefore characterized as revenue.

The Company has adopted EITF 02-16 for Dutch GAAP in the fourth quarter of 2003. The positive impact for total year 2003 on Net Income equals Euro 28 million. The negative impact on the fourth quarter on Net income is Euro 1 million.

The cumulative impact of adopting EITF 02-16 is presented in the table below.

(x 1 million Euro)                         Full Year 2003
                                 1st        2nd        3rd        4th
                              Quarter    Quarter    Quarter    Quarter
                                  YTD        YTD        YTD        YTD
Income Statement
Cost of goods sold                58        100        124        141
  Selling expenses               (14)       (42)       (54)       (67)
  General & administrative
   expenses                       (9)       (21)       (29)       (35)
  Income tax expense / benefit    (8)       (10)       (12)       (11)
  Share of income in equity
   investees                      --         --         --         --
                                 ----   --------   --------   --------
Net income                        27         27         29         28

Ahold will adopt IFRS as per 2005 onwards 

We have to adopt "International Financial Reporting Standards" ("IFRS") in fiscal 2005, as required under EU regulations. We currently prepare our financial statements in accordance with Dutch GAAP and prepare a reconciliation of net income and shareholders' equity to US GAAP, as required by SEC regulations. Applying IFRS to our financial statements may have a considerable impact on a number of important areas. We are currently in the process of assessing the various differences between Dutch GAAP, IFRS and US GAAP in order to determine any necessary accounting changes, as well as to quantify the impact on our consolidated financial statements.

Ahold is listed on the NYSE and therefore subject to SEC requirements and legislation. Based on current proposals issued by the SEC foreign private issuers, like Ahold, would only be required to present one comparable year. As a result we expect to present our first IFRS financial statements for 2005 including comparable IFRS financial statements for 2004 only.

As Ahold has so far only performed an initial impact study, the Company is not yet able to provide a quantitative analysis on the impact of IFRS on this year's financial results and balance sheet.

ANNEX E

Shareholders' Equity

Shareholders' equity, expressed as a percentage of the balance sheet total, was 20.7% at the end of 2003 compared to 10.5% at year-end 2002.

Changes to shareholders' equity for 2002 and 2003 were as follows:

x 1 million Euro                               December      December
                                                28, 2003      29, 2002
--------------------------------------------   ---------   -----------
Shareholders' equity opening balance              2,609         5,496

Issuance of preferred shares                         75            --
Issuance of common shares                         2,866            --

Net income (loss)                                    (1)       (1,208)
Preferred dividend                                  (38)          (38)
Dividend paid on common shares                       --          (433)
EITF 02-16 opening balance sheet adjustment        (100)           --
Exercise of stock options                             1             5
Goodwill                                             49            32
Minimum pension liability                           (40)         (120)
Transfer cumulative translation difference
 of the divestments to the statement of
 operations                                          96            --
Exchange rate differences and other changes        (666)       (1,125)
Shareholders' equity closing balance              4,851         2,609
--------------------------------------------   ---------   -----------

ANNEX F

The following tables show Ahold's sales per region for the previous 4 quarters. Percentages show the change between this years' quarter and the same quarter in the previous year. Store numbers include owned stores, franchise stores, convenience stores and associated stores.

                                  Q4 -      Q3 -      Q2 -      Q1 -
                                   2003      2003      2003      2003
x 1 million                       (12       (12       (12       (16
                                  weeks)    weeks)    weeks)    weeks)
------------------   ---------   -------   -------   -------   -------

Royal Ahold          Euro
------------------   ---------   -------   -------   -------   -------

Sales                            12,739    13,045    12,953    17,331
Sales Growth (%)                 (10.9%)    (7.1%)   (12.4%)   (11.4%)
Number of Stores                  5,066     5,257     5,292     5,453
------------------   ---------   -------   -------   -------   -------

Retail US            USD
------------------   ---------   -------   -------   -------   -------

Sales                             6,265     6,172     6,229     8,285
Sales Growth (%)                    0.8%      3.3%      1.1%      4.8%
Number of Stores                  1,489     1,631     1,633     1,633

Stop & Shop          - Sales      2,366     2,309     2,324     3,052
                     - Change       4.5%      6.2%      4.3%      8.6%
                     - Number
                      of
                      stores        339       337       336       333

BI-LO                - Sales        748       825       832     1,119
                     - Change    (11.8%)    (0.7%)    (1.9%)      2.8%
                     - Number
                      of
                      stores        292       433       436       438

Giant-Carlisle       - Sales        722       677       669       915
                     - Change       7.1%      7.6%      3.9%     11.0%
                     - Number
                      of
                      stores        116       115       113       113

Giant-Landover       - Sales      1,262     1,211     1,221     1,646
                     - Change       1.8%      1.7%    (0.9%)      1.1%
                     - Number
                      of
                      stores        197       193       193       190

Tops Markets         - Sales        729       719       734       953
                     - Change     (0.4%)      1.4%    (0.9%)      1.7%
                     - Number
                      of
                      stores        365       366       369       373

Bruno's              - Sales        402       401       417       555
                     - Change     (5.6%)    (3.4%)    (5.6%)    (4.0%)
                     - Number
                      of
                      stores        180       187       186       186

Peapod               - Sales         36        30        32        45
                     - Change      24.1%     20.0%     18.5%     25.0%
------------------   ---------   -------   -------   -------   -------

USA Foodservice      USD
------------------   ---------   -------   -------   -------   -------

Sales                             4,152     4,259     4,130     5,296
Sales Growth (%)                    6.0%      5.9%      0.4%    (1.6%)
------------------   ---------   -------   -------   -------   -------


------------------   ---------   -------   -------   -------   -------
                                   Q4        Q3        Q2        Q1
                                  -2003     -2003     -2003     -2003
x 1 million                       (12       (12       (12       (16
                                  weeks)    weeks)    weeks)    weeks)
------------------   ---------   -------   -------   -------   -------

Europe Retail        Euro
------------------   ---------   -------   -------   -------   -------

Sales                             3,177     2,988     3,044     3,719
Sales Growth (%)                  (0.5%)      0.3%      0.8%      2.6%
Number of Stores                  3,144     3,156     3,146     3,209

The Netherlands      - Sales      2,198     2,062     2,139     2,875
                     - Change       0.1%    (0.7%)    (0.5%)      2.9%
                     - Number
                      of
                      stores      2,100     2,103     2,096     2,165

Central Europe       - Sales        449       384       399       348
                     - Change       0.1%      3.2%      6.4%    (3.0%)
                     - Number
                      of
                      stores        428       425       421       413

Spain                - Sales        530       542       506       496
                     - Change     (2.9%)      1.9%      2.0%      5.1%
                     - Number
                      of
                      stores        616       628       629       631
------------------   ---------   -------   -------   -------   -------


Europe Foodservice   Euro
------------------   ---------   -------   -------   -------   -------

Sales                               197       189       196       257
Sales Growth (%)                  (5.3%)    (2.8%)    (5.3%)    (2.0%)
------------------   ---------   -------   -------   -------   -------


South America        Euro
------------------   ---------   -------   -------   -------   -------

Sales                               518       510       609       581
Sales Growth (%)                 (19.8%)   (13.0%)     20.6%     42.8%
Number of Stores                    386       423       433       505

Brazil               - Sales        299       264       267       241
(Bompreco, G
 Barbosa)            - Change       7.9%    (1.9%)   (20.1%)   (40.3%)
                     - Number
                      of
                      stores        150       150       150       150

Argentina            - Sales        174       177       182       175
(Disco)              - Change     (4.4%)     10.6%      7.7%       --
                     - Number
                      of
                      stores        236       237       237       236

Chile, Peru,         - Sales
 Paraguay                            45        69       160       165
(Santa Isabel)       - Change    (75.9%)   (56.9%)       --        --
                     - Number
                      of
                      stores          0        36        46       119
------------------   ---------   -------   -------   -------   -------


-------------------  ---------   -------   -------   -------   -------
                                   Q4        Q3        Q2        Q1
                                  -2003     -2003     -2003     -2003
x 1 million                       (12       (12       (12       (16
                                  weeks)    weeks)    weeks)    weeks)
-------------------  ---------   -------   -------   -------   -------

Asia Pacific         Euro
-------------------  ---------   -------   -------   -------   -------

Sales                                85        78        92       109
Sales Growth (%)                 (28.8%)   (28.4%)   (16.4%)    (9.2%)
Number of Stores                     47        47        80       106
-------------------  ---------   -------   -------   -------   -------


Other                Euro
-------------------  ---------   -------   -------   -------   -------

Sales                                12        18        13        14
Sales Growth (%)                  (7.7%)     63.7%     18.2%      7.7%
-------------------  ---------   -------   -------   -------   -------


Unconsolidated       Euro
-------------------  ---------   -------   -------   -------   -------

Scandinavia          - Sales      2,104     1,928     2,008     1,852
(JV with ICA Group)  - Change     (0.9%)      0.4%      5.3%      3.5%
                     - Number
                      of
                      stores      2,793     2,858     2,891     2,901

Portugal             - Sales        440       410       388       360
(JV with JMR)        - Change       0.9%      2.5%      8.0%      4.3%
                     - Number
                      of
                      stores        217       201       203       203

CARHCO               - Sales        443       399       389       382
(JV with La Fragua
 and CSU)            - Change       4.3%      7.3%      1.9%    (8.1%)
                     - Number
                      of
                      stores        332       335       329       321
-------------------  ---------   -------   -------   -------   -------