CINCINNATI -- Shareholders of Kroger Co. and Fred Meyer Inc. have approved the proposed $8 billion merger of the supermarket companies, officials said Tuesday.

Kroger shareholders voted their approval Tuesday at a Cincinnati meeting, and Fred Meyer's shareholders supported the merger at a meeting Monday in Los Angeles. The deal, under which Kroger will buy Fred Meyer, still requires federal regulatory approval.The merged company will operate supermarkets from Virginia to Alaska, with substantial market presence in Los Angeles, Atlanta, Denver, Seattle, Portland, Houston, Phoenix and Salt Lake City.

The grocery powerhouse is designed to compete with the emergence of other giant retailers, including Wal-Mart, in the supermarket business. Cincinnati-based Kroger already is the nation's largest supermarket operator.

In 1998, Kroger and Fred Meyer combined had annual sales of $43 billion, more than 300,000 employees, 2,200 supermarkets, 800 convenience stores and 381 jewelry stores.

Fred Meyer's expertise at marketing imported items and seafood should help Kroger, and Kroger's experience in running combined supermarkets and drug stores should benefit Fred Meyer, company executives have said.

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Fred Meyer will keep its headquarters in Portland, Ore., retain its name and operate as a unit of Kroger.

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