UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K/A

                                (Amendment No. 1)

 (Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
                 For the fiscal year ended February 24, 2007

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
                      For the transition period from to

                        Commission file number 1-4141

                 THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
             (Exact name of registrant as specified in its charter)

     Maryland                                                  13-1890974
--------------------------------                        -----------------------
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)

                                 2 Paragon Drive
                           Montvale, New Jersey 07645
                    (Address of principal executive offices)

    Registrant's telephone number, including area code:   201-573-9700
                                            ---------------------------------
            Securities registered pursuant to Section 12 (b) of the Act:

<TABLE>
<CAPTION>
<S>                                                                    <C>


Title of each class                                                    Name of each exchange on which registered
-------------------                                                    -----------------------------------------
Common Stock - $1 par value                                            New York Stock Exchange
7.75% Notes, due April 15, 2007                                        New York Stock Exchange
9.125% Senior Notes, due December 15, 2011                             New York Stock Exchange
9.375% Notes, due August 1, 2039                                       New York Stock Exchange

                            Securities registered pursuant to Section 12 (g) of the Act: None
                                            ---------------------------------

</TABLE>


         Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined by Rule 405 of the Securities Act.  Yes [  ] No [X]

         Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 of Section 15(d) of the Act.  Yes [  ] No [X]

         Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [ X ] No [ ]

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

         Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, or a non-accelerated filer. See definition of
"accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange
Act. (Check one):

Large accelerated filer __  Accelerated filer   X     Non-accelerated filer ___
                                               ---

         Indicate by check mark whether the  registrant is a shell  company
(as defined in Exchange Act Rule 12b-2).  Yes [  ] No [X]

         The aggregate market value of the voting stock held by non-affiliates
of the Registrant as of the close of business on September 9, 2006, the
registrant's most recently completed second fiscal quarter, was $446,258,519.

         The number of shares of common stock outstanding as of the close of
business on April 23, 2007 was 41,796,066.

                       DOCUMENTS INCORPORATED BY REFERENCE
         The information required by Part I, Items 1 and 3, and Part II, Items
5, 6, 7, 7A, 8 and 9A are incorporated by reference from the Registrant's Fiscal
2006 Annual Report to Stockholders, as revised, with respect to Part II, Items
6, 7 and 8 by the Registrant's Current Report on Form 8-K, dated October 24,
2007. The information required by Part III, Items 10, 11, 12, 13, and 14 are
incorporated by reference from the Registrant's Proxy Statement for the 2007
Annual Meeting of Stockholders.



<PAGE>

                                EXPLANATORY NOTE

The Great Atlantic & Pacific Tea Company, Inc. ("the Company") is filing this
amendment to its Annual Report on Form 10-K for the year ended February 24,
2007, initially filed on April 25, 2007, to amend Exhibit 99.2 to such Annual
Report on Form 10-K to add the conformed signature of Ernst & Young LLP to its
report, dated November 3, 2006, except as to note 22 which is dated March 23,
2007, relating to the consolidated financial statements of METRO Inc. as at
September 30, 2006 and for the year then ended.

Except as described above, no other amendments are being made to the Annual
Report, filed on April 25, 2007. This Form 10-K/A does not reflect events
occurring after the April 25, 2007 filing of our Annual Report or modify or
update the disclosures contained in the Annual Report in any way other than as
required to include such conformed signature as described above.


ITEM 15 - Exhibits and Financial Statement Schedules

(a) Documents filed as part of this report:

      1)   Financial Statements: The following Consolidated Financial
           Statements, related Notes and Report of Independent Registered Public
           Accounting Firm are included in the Annual Report and are
           incorporated by reference to Exhibit 99.1 to the Company's Current
           Report on Form 8-K, dated October 24, 2007.

                  Consolidated Statements of Operations
                  Consolidated Statements of Stockholders' Equity and
                     Comprehensive Income (Loss)
                  Consolidated Balance Sheets
                  Consolidated Statements of Cash Flows
                  Notes to Consolidated Financial Statements
                  Report of Independent Registered Public Accounting Firm

2) Financial Statement Schedule:

           Schedule                 II Valuation and Qualifying Accounts and
                                    Reserves (incorporated herein by reference
                                    to the like-numbered financial statement
                                    schedule filed with the Company's Annual
                                    Report on Form 10-K filed on April 25, 2007)

           All other schedules are omitted because they are not required or do
           not apply, or the required information is included elsewhere in the
           Consolidated Financial Statements or Notes thereto.

3) Exhibits:

           The following are filed as Exhibits to this Report:

         EXHIBIT NO.           DESCRIPTION
           2.1                 Stock Purchase Agreement, dated as of July 19,
                               2005, by and among the Company, A&P
                               Luxembourg S.a.r.l., Metro Inc. and 4296711
                               Canada Inc. (incorporated herein by reference
                               to Exhibit 2.1 to Form 8-K filed on July 22,
                               2005)

           3.1                 Articles of Incorporation of The Great Atlantic
                               & Pacific Tea Company, Inc., as amended
                               through July 1987 (incorporated herein by
                               reference to Exhibit 3(a) to Form 10-K filed on
                               May 27, 1988)

           3.2                 By-Laws of The Great Atlantic & Pacific Tea
                               Company, Inc., as amended and restated
                               through October 6, 2005 (incorporated herein by
                               reference to Exhibit 3.1 to Form 8-K
                               filed on October 11, 2005)

           4.1                 Indenture, dated as of January 1, 1991 between
                               the Company and JPMorgan Chase Bank (formerly The
                               Chase Manhattan Bank as successor by merger to
                               Manufacturers Hanover Trust Company), as trustee
                               (the "Indenture") (incorporated herein by
                               reference to Exhibit 4.1 to Form 8-K)

           4.2                 First Supplemental Indenture, dated as of
                               December 4, 2001, to the Indenture, dated as of
                               January 1, 1991 between our Company and JPMorgan
                               Chase Bank, relating to the 7.70% Senior Notes
                               due 2004 (incorporated herein by reference to
                               Exhibit 4.1 to Form 8-K filed on December 4,
                               2001)

           4.3                 Second Supplemental Indenture, dated as of
                               December 20, 2001, to the Indenture between our
                               Company and JPMorgan Chase Bank, relating to the
                               9 (1)/8% Senior Notes due 2011 (incorporated
                               herein by reference to Exhibit 4.1 to Form 8-K
                               filed on December 20, 2001)

           4.4                 Successor Bond Trustee (incorporated herein by
                               reference to Exhibit 4.4 to Form 10-K
                               filed on May 9, 2003)

           4.5                 Third Supplemental Indenture, dated as of August
                               23, 2005, to the Indenture between the Company
                               and Wilmington Trust Company (as successor to
                               JPMorgan Chase Bank) (incorporated herein by
                               reference to Exhibit 4.1 to Form 8-K filed on
                               August 23, 2005)

           4.6                 Fourth Supplemental Indenture, dated as of August
                               23, 2005, to the Indenture between the
                               Company and Wilmington Trust Company (as
                               successor to JPMorgan Chase Bank) (incorporated
                               herein by reference to Exhibit 4.2 to Form 8-K
                               filed on August 23, 2005)

           4.7                 Credit Agreement dated as of November 15, 2005
                               between the Company and Bank of America, N.A. as
                               Administrative Agent and Collateral Agent,
                               JPMorgan Chase Bank, N.A. as Syndication Agent,
                               Wachovia Bank, National Association as
                               Documentation Agent and Banc of America
                               Securities LLC as Lead Arranger ("Credit
                               Agreement") (incorporated herein by reference to
                               Exhibit 4.1 to Form 8-K filed on November 18,
                               2005 and Item 8.01 to Form 8-K filed April 10,
                               2006)

           4.8                 First amendment to Credit Agreement dated March
                               13, 2006 (incorporated herein by reference to
                               Exhibit 4.8 to the Annual Report on Form 10-K
                               filed on April 25, 2007)

           4.9                 Second amendment to Credit Agreement dated
                               November 10, 2006 (incorporated herein by
                               reference to Exhibit 4.9 to the Annual Report on
                               Form 10-K filed on April 25, 2007)

            10.1               Executive Employment Agreement, made and entered
                               into as of the 15th day of August, 2005, by and
                               between the Company and Mr. Eric Claus
                               (incorporated herein by reference to Exhibit 10.1
                               to Form 8-K filed on September 9, 2005) and a
                               technical amendment (incorporated herein by
                               reference to Exhibit 10.1 to Form 10-K filed on
                               May 9, 2006)

           10.2                Employment Agreement, made and entered into as of
                               the 1st day of November, 2000, by and between the
                               Company and William P. Costantini ("Costantini
                               Agreement") (incorporated herein by reference to
                               Exhibit 10 to Form 10-Q filed on January 16,
                               2001)

           10.3                Amendment to Costantini Agreement dated April 30,
                               2002 (incorporated herein by reference
                               to Exhibit 10.7 to Form 10-K filed on July 5,
                               2002)

           10.4                Confidential Separation and Release Agreement by
                               and between William P. Costantini and The Great
                               Atlantic & Pacific Tea Company, Inc. dated
                               November 4, 2004 (incorporated herein by
                               reference to Exhibit 10.4 to Form 10-Q filed on
                               January 7, 2005)

           10.5                Employment Agreement, made and entered into as of
                               the 16th day of June, 2003, by and between our
                               Company and Brenda Galgano (incorporated herein
                               by reference to Exhibit 10.9 to Form 10-Q filed
                               on October 17, 2003)

           10.6                Employment Agreement, made and entered into as
                               of the 24th day of February, 2002, by and
                               between our Company and Mitchell P. Goldstein
                               (incorporated herein by reference to
                               Exhibit 10.8 to Form 10-K filed on July 5, 2002)

           10.7                Letter Agreement dated September 6, 2005, between
                               Mitchell P. Goldstein and our Company
                               (incorporated herein by reference to Exhibit 10.2
                               to Form 8-K filed on September 9, 2005)

           10.8                Employment Agreement, made and entered into as of
                               the 2nd day of October, 2002, by and
                               between our Company and Peter Jueptner ("Jueptner
                               Agreement") (incorporated herein by reference to
                               Exhibit 10.26 to Form 10-Q filed on October 22,
                               2002)

           10.9                Amendment to Jueptner Agreement dated November
                               10, 2004 (incorporated herein by reference
                               to Exhibit 10.8 to Form 10-K filed on May 10,
                               2005)

           10.10               Offer Letter dated the 18th day of September
                               2002, by and between our Company and Peter
                               Jueptner (incorporated herein by reference to
                               Exhibit 10.10 to Form 10-Q filed on January
                               10, 2003)

           10.11               Employment Agreement, made and entered into as of
                               the 14th day of May, 2001, by and between our
                               Company and John E. Metzger, as amended February
                               14, 2002 ("Metzger Agreement") (incorporated
                               herein by reference to Exhibit 10.13 to Form 10-K
                               filed on July 5, 2002)

           10.12               Amendment to John E. Metzger Agreement dated
                               October 25, 2004 (incorporated herein by
                               reference to Exhibit 10.12 to Form 10-K filed on
                               May 10, 2005)

           10.13               Employment Agreement, made and entered into as of
                               the 25th day of January, 2006, by and between our
                               Company and Jennifer MacLeod (incorporated herein
                               by reference to Exhibit 10.13 to Form 10-K filed
                              on May 9, 2006)

           10.14               Employment Agreement, made and entered into as of
                               the 1st day of March 2005, by and between our
                               Company and William J. Moss (incorporated herein
                               by reference to Exhibit 10.13 to Form 10-K filed
                               on May 10, 2005)

           10.15               Employment Agreement, made and entered into as of
                               the 11th day of December, 2006, by and between
                               our Company and Rebecca Philbert, and Offer
                               Letter dated the 11th day of December, 2006
                               (incorporated herein by reference to Exhibit
                               10.15 to the Annual Report on Form 10-K filed on
                               April 25, 2007)

           10.16               Employment Agreement, made and entered into as of
                               the 28th day of October, 2002, by and
                               between our Company and Brian Piwek, and Offer
                               Letter dated the 23rd day of October, 2002
                               ("Piwek Agreement") (incorporated herein by
                               reference to Exhibit 10.14 to Form 10-Q filed
                               on January 10, 2003)

           10.17               Amendment to Brian Piwek Agreement dated
                               February 4, 2005 (incorporated herein by
                               reference to Exhibit 10.15 to Form 10-K filed on
                               May 10, 2005)

           10.18               Employment Agreement, made and entered into as of
                               the 4th day of January 2006, by and between our
                               Company and Melissa E. Sungela (incorporated
                               herein by reference to Exhibit 10.17 to Form 10-Q
                               filed on January 6, 2006)

           10.19               Employment Agreement, made and entered into as of
                               the 12th day of September 2005, by and between
                               our Company and Paul Wiseman (incorporated herein
                               by reference to Exhibit 10.17 to Form 10-Q filed
                               on October 18, 2005)

           10.20               Employment Agreement, made and entered into as of
                               the 2nd day of December 2004, by and between our
                               Company and Allan Richards (incorporated herein
                               by reference to Exhibit 10.18 to Form 10-Q filed
                               on October 18, 2005)

           10.21               Employment Agreement, made and entered into as of
                               the 2nd day of December 2004, by and between our
                               Company and Stephen Slade (incorporated herein by
                               reference to Exhibit 10.19 to Form 10-Q filed on
                               October 18, 2005)

           10.22               Supplemental Executive Retirement Plan effective
                               as of September 1, 1997 (incorporated
                               herein by reference to Exhibit 10.B to Form 10-K
                               filed on May 27, 1998)

           10.23               Supplemental Retirement and Benefit Restoration
                               Plan effective as of January 1, 2001
                               (incorporated herein by reference to Exhibit
                               10(j) to Form 10-K filed on May 23, 2001)

           10.24               1994 Stock Option Plan (incorporated herein by
                               reference to Exhibit 10(e) to Form 10-K
                               filed on May 24, 1995)

            10.25              1998 Long Term Incentive and Share Award Plan
                               (incorporated herein by reference to Exhibit
                               10(k) to Form 10-K filed on May 19, 1999, to
                               Appendix B to the Proxy Statement dated May 27,
                               2005 and to Appendix B to the Proxy Statement
                               dated May 25, 2006)

           10.26               Form of Stock Option Grant (incorporated herein
                               by reference to Exhibit 10.20 to Form 10-K filed
                               on May 10, 2005)

           10.27               Description of 2005 Turnaround Incentive
                               Compensation Program (incorporated herein by
                               reference to Exhibit 10.21 to Form 10-K filed on
                               May 10, 2005)

           10.28               Form of Restricted Share Unit Award Agreement
                               (incorporated herein by reference to
                               Exhibit 10.22 to Form 10-K filed on May 10, 2005)

           10.29               Description of 2006 Long Term Incentive Plan
                               (incorporated herein by reference to Exhibit
                               10.28 to Form 10-Q filed on July 21, 2006)

           10.30               Form of 2006 Restricted Share Unit Award
                               Agreement (incorporated herein by reference to
                               Exhibit 10.29 to Form 10-Q filed on July 21,
                               2006)

           10.31               1994 Stock Option Plan for Non-Employee Directors
                               (incorporated herein by reference to
                               Exhibit 10(f) to Form 10-K filed on May 24, 1995)

           10.32               2004 Non-Employee Director Compensation effective
                               as of July 14, 2004 (incorporated herein by
                               reference to Exhibit 10.15 to Form 10-Q filed on
                               July 29, 2004 and to Appendix C to the Proxy
                               Statement dated May 25, 2006)

           10.33               Description of Management Incentive Plan
                               (incorporated herein by reference to Exhibit
                               10.30 to Form 10-K filed on May 9, 2006)

           10.34               Asset Purchase Agreement, dated as of June 27,
                               2005, by and between the Company, Ocean
                               Logistics LLC and C&S Wholesale Grocers, Inc.
                               (incorporated herein by reference to
                               Exhibit 10.38 to Form 10-Q filed on October 18,
                               2005)

           10.35               Supply Agreement, dated as of June 27, 2005, by
                               and between the Company and C&S Wholesale
                               Grocers, Inc. (incorporated herein by reference
                               to Exhibit 10.39 to Form 10-Q filed on
                               October 18, 2005)

           10.36               Information Technology Transition Services
                               Agreement by and between The Great Atlantic
                               and Pacific Tea Company, Limited ("A&P Canada")
                               and Metro, Inc. entered into on August
                               15, 2005 (incorporated herein by reference to
                               Exhibit 10.40 to Form 10-Q filed on October
                               18, 2005)

           10.37               Investor Agreement by and between A&P Luxembourg
                               S.a.r.l., a wholly owned subsidiary of
                               the Company, and Metro, Inc. entered into on
                               August 15, 2005 (incorporated herein by
                               reference to Exhibit 10.41 to Form 10-Q filed on
                               October 18, 2005)

           10.38               Letter of Credit Agreement, dated as of October
                               14, 2005 between the Company and Bank of
                               America, N.A., as Issuing Bank, ("Letter of
                               Credit Agreement") (incorporated herein by
                               reference to Exhibit 10.42 to Form 10-Q filed on
                               October 18, 2005)

           10.39               First amendment to Letter of Credit Agreement,
                               dated October 13, 2006 (incorporated
                               herein by reference to Exhibit 10.39 to the
                               Annual Report on Form 10-K filed on April 25,
                               2007)

           10.40               Second amendment to Letter of Credit Agreement,
                               dated November 10, 2006 (incorporated
                               herein by reference to Exhibit 10.40 to the
                               Annual Report on Form 10-K filed on April 25,
                               2007)

           10.41               Entry into a Material Definitive Agreement, dated
                               as of March 4, 2007, by and between the
                               Company and Pathmark Stores, Inc. (incorporated
                               herein by reference to Form 8-K and the
                               accompanying exhibits filed on March 6, 2007)

           13                  Fiscal 2006 Annual Report to Stockholders
                               (incorporated herein by reference to Exhibit
                               99 to the Current Report on Form 8-K dated
                               October 24, 2007)

           14                  Code of Business Conduct and Ethics (incorporated
                               herein by reference to Exhibit 14 to
                               the Annual Report on Form 10-K filed on April 25,
                               2007)

           16                  Letter on Change in Certifying Accountant
                               (incorporated herein by reference to Forms 8-K
                               filed on September 18, 2002 and September 24,
                               2002, and Form 8-K/A filed on September 24,
                               2002)

           18                  Preferability Letter Issued by
                               PricewaterhouseCoopers LLP (incorporated herein
                               by reference to Exhibit 18 to Form 10-Q filed on
                               July 29, 2004)

           21                  Subsidiaries of Registrant (incorporated herein
                               by reference to Exhibit 21 to the Annual
                               Report on Form 10-K filed on April 25, 2007)

           23.1                Consent of Independent Registered Public
                               Accounting Firm from PricewaterhouseCoopers LLP
                               (incorporated herein by reference to Exhibit 23.1
                               to the Current Report on Form 8-K dated
                               October 24, 2007)

           23.2 *              Consent of Independent Auditors from Ernst &
                               Young LLP, as filed herein

           31.1 *              Certification of the Chief Executive Officer
                               Pursuant to Section 302 of the
                               Sarbanes-Oxley Act of 2002 , as filed herein

           31.2*               Certification of the Chief Financial Officer
                               Pursuant to Section 302 of the
                               Sarbanes-Oxley Act of 2002, as filed herein



           99.2 *              Metro, Inc. September 30, 2006 Consolidated
                               Financial Statements, as filed herein
           ---------------

           * Filed with the Form 10-K/A, Amendment No. 1

SIGNATURES

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

 THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.



Dated:  April 10, 2008          By: /s/ Melissa E. Sungela
                                -----------------------------------------------
                                      Melissa E. Sungela, Vice President,
                                Corporate Controller (Chief Accounting Officer)