Exhibit 10


     Separation  and Release Agreement, dated  as  July
     14,  2000, by and between Michael Larkin  and  The
     Great  Atlantic & Pacific Tea Company,  Inc.  (the
     "Agreement")


     This  will  confirm our understandings with respect  to
your  resignation from employment with The Great Atlantic  &
Pacific Tea Company, Inc., which is effective July 14, 2000.
As  of that date, all rights, privileges and entitlements as
an  active  employee cease, subject only to  the  provisions
hereinafter  set  forth.  Your resignation  from  employment
includes your resignation as an officer and director of  the
Company  and  all  of its subsidiaries, effective  the  same
date, and is an integral part of this Agreement.

      In  consideration of your general release which is set
forth  below, the Company agrees to provide you with  salary
continuation  at  your current salary  through  January  13,
2002,  and  to  provide to you and covered members  of  your
family  Company Executive Medical Health benefits  currently
enjoyed  by  you  (including the non-executive  prescription
drug  coverage) through the earlier of January 13,  2002  or
the date you obtain employment; provided, however, that such
salary  continuation, medical benefit coverage  continuation
and  all  other enhanced benefits provided to  you  in  this
Agreement  shall cease immediately should you:  breach  your
fiduciary duty as a present and soon to be former member  of
senior  management  of the Company to  hold  all  non-public
Company   information confidential; and/or obtain employment
with  a  company that owns or operates supermarkets  in  any
geographic  area in which the Company operates,  or  if  you
take  actions  or  provide  services  which  reasonably  and
proximately may become to the competitive detriment  of  the
Company.   The  time period during which all vested  options
(including but not limited to stock appreciation rights, non-
qualified   stock  options  and  incentive  stock   options,
collectively,  "Options")  currently  held  by  you  can  be
exercised  is  hereby extended for the period of  21  months
immediately following the date of this Agreement at the  end
of which period all of your Options shall terminate.  Except
as  otherwise amended herein, all other terms governing  the
grant  and  exercise of your Options shall  remain  in  full
force  and  effect.   Your participation  in  the  Company's
Management Incentive Plan shall cease immediately as of  the
date  of this Agreement, provided, however, should the Board
of  Directors  of the Company award any bonuses  under  that
Plan for fiscal 2000, you will be paid a bonus pro rated  to
the  date of this Agreement.  The Company agrees to  pay  to
you  when  due,  as  per the terms of  that  certain  letter
agreement between the Company and you dated May 7, 1997, the
SERP  benefit  contained  in  paragraph  5  of  that  letter
agreement.  The  provisions of this  Agreement  contain  the
entire  agreement  between  the parties  hereto  as  to  the
subject matters discussed herein.

     The  foregoing consideration, together with the further
release from the Company recited herein, is given in  return
for  your  discharge and release of all claims, obligations,
and  demands which you have, ever had, or in the future  may
have against The Great Atlantic & Pacific Tea Company, Inc.,
any  of its parents, subsidiaries or affiliated entities and
any  of its or their officers, directors, employees, agents,
predecessors  or  successors (collectively,  the  "Company")
arising  out  of  or  related to your  employment  with  and
separation from the Company, including, but not limited  to,
any  and all claims under Title VII of the Civil Rights  Act
of   1964,   the   Civil  Rights  Act  of  1991,   the   Age
Discrimination in Employment Act ("ADEA"), the Older Workers
Benefit Protection Act, the Americans with Disabilities Act,
the  Employment Retirement Income Security Act of 1974,  the
Family  and Medical Leave Act, the Equal Pay Act,  the  Fair
Labor Standards Act, each and every state or local variation
of  these federal laws including without limitation the  New
York  State  Human  Rights Law, the New  York  Whistleblower
Protection Law, the New York City Human Rights Law, the  New
Jersey  Law  Against Discrimination, the New  Jersey  Family
Leave  Act, the New Jersey Conscientious Employee Protection
Act,  and  any and all other applicable federal, state,  and
local   fair   employment  practices  laws,  individual   or
constitutional rights, wage or discrimination laws, and  any
and  all  claims for breach of contract or implied contract,
constructive  or  wrongful  discharge,  or  for  negligence,
retaliation  and  all  torts, and any  and  all  claims  for
attorneys' fees.

     As to any claims against you for matters arising out of
and  within  the scope of your employment, the Company  will
release,  defend, indemnify and hold you harmless  from  and
against any loss, cost, claim, damage, judgment and expense;
provided,  however, that you provide reasonable  cooperation
in the defense thereof and give prompt notice to the Company
of any such claims brought by a third party.

     The  foregoing releases shall not affect any subsequent
acts  giving rise to claims thereafter.  Excluded  from  the
foregoing  releases are any claims which by  law  cannot  be
waived; provided, however, while you cannot waive your right
to  file  a  charge with or participate in an  investigation
conducted  by certain government agencies, you  are  waiving
and  releasing your claim or right to any monetary  recovery
should  any agency (such as the Equal Employment Opportunity
Commission) pursue any claims on your behalf.

     This  Agreement contains and constitutes the  full  and
complete  understanding and agreement between  you  and  the
Company.  The Company and you each understand and agree that
by entering into this Agreement, neither the Company nor you
admit violating any legal right, duty or entitlement.   This
Agreement  shall  not  be amended or modified  except  by  a
writing  subscribed by the parties hereto.   This  Agreement
will  be governed by and interpreted in accordance with  the
laws of the State of New Jersey.

      The  Company advises you to consult with  an  attorney
prior  to  executing  this  Agreement.   By  executing  this
Agreement,  you acknowledge that (a) you have been  provided
an  opportunity to consult with an attorney or other advisor
of  your  choice regarding the terms of this Agreement,  (b)
this  is  a  final offer and you have been given  twenty-one
(21)  days  in which to consider whether you wish  to  enter
into  this  Agreement, (c) you have elected  to  enter  this
Agreement  knowingly and voluntarily and (d) if  you  do  so
within fewer than 21 days from receipt of the final document
you  have  knowingly  and voluntarily waived  the  remaining
time.   The Company reserves the right reasonably to  change
or revoke this Agreement prior to your execution hereof.

     This  Separation and Release Agreement shall  be  fully
effective  and  binding upon all parties hereto  immediately
upon  execution  by you and the Company; provided,  however,
you  have  seven (7) days following your execution  of  this
Agreement to change your mind.  You may revoke the Agreement
during those seven days by mailing or delivering a letter of
revocation  to  the  Law Department,  attention  William  P.
Costantini, Esq., The Great Atlantic & Pacific Tea  Company,
Inc.,  2 Paragon Drive, Montvale, New Jersey 07645.  Such  a
letter must be signed and received, or postmarked, no  later
than the seventh day after the date on which you signed  the
Separation and Release Agreement.

      You  further covenant not to contest the  validity  of
this  release after the expiration of the revocation period.
Therefore,  you agree that if you nonetheless should  pursue
litigation against the Company involving any matter  covered
and/or  released  hereby,  you first  will  restore  to  the
Company  the  full  value  of  all  consideration  you  have
received  and  waive  any to which you  are  still  entitled
hereunder  and  you shall be liable for the Company's  costs
and  attorneys'  fees  incidental to  defending  such  legal
action.  Finally, should any provision of this Agreement  be
found   by   a  court  of  competent  jurisdiction   to   be
unenforceable  in  whole or in part, the remainder  of  this
Agreement shall not be affected thereby and shall remain  in
full force and effect.

      If  this  is in accordance with our understanding  and
agreement,  please sign, have notarized  and  return  to  my
attention  the  enclosed  copy,  which  shall  evidence  our
binding agreement.



THE GREAT ATLANTIC & PACIFIC       Agreed and Accepted:
TEA COMPANY, INC.



By: ________________________       ________________________
  LAURANE MAGLIARI                 MICHAEL LARKIN
  Sr. Vice President,
  People Resources & Services      Sworn to before me this
                                   _____ day of
                                   _____________, 2000.

Dated: ___________________         __________________
                                        Notary Public