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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D. C. 20549
 FORM 10-K/A
 (Amendment No. 1)
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 30, 2006
  o
    
    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 0-9904
 ARDEN GROUP, INC.
  Delaware
    
    95-3163136(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)
 2020 South Central Avenue, Compton, California
    
    90220(Address of principal executive offices)
    
    (Zip Code)
 (310) 638-2842
  Class A Common Stock
    
    NASDAQ Stock Market LLC(Title of class)
    
    Name of each exchange on which registered
  Title of each class
 o þ
 o þ
 þ o
 þ
  o þ o
 o þ




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TABLE OF CONTENTS  Item 11. Executive CompensationItem 15. Exhibits and Financial Statement SchedulesSIGNATUREEXHIBIT 31.1EXHIBIT 31.2    Table of Contents  Explanatory Note
   
 Item 11 Executive Compensation
 Compensation Discussion and Analysis
 The Companys Compensation Objectives
  Elements of the Companys Compensation Program for Executives
  Reasons for Including Each Element of Executive Compensation
   1




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Named Executive Officers Compensation
   2




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How Amounts and Formulas are Determined by the Company
  General
  Summary Compensation Table for 2006
 Non-EquityName and
    
    
    
    
    
    
    
    
    
    
    
    
    
    Option
    
    
    Incentive Plan
    
    
    All OtherPrincipal
    
    
    
    
    
    Salary
    
    
    Bonus
    
    
    Awards
    
    
    Compensation
    
    
    Compensation
    
    
    TotalPosition
    
    Year
    
    
    ($)
    
    
    ($)
    
    
    ($)(3)
    
    
    ($)
    
    
    ($) (4)
    
    
    ($)Bernard Briskin,
Chief Executive
Officer
    
    
    2006
    
    
    
    635,837
    
    
    
    (1
    )
    
    
    0
    
    
    
    1,398,088
    
    
    
    48,591
    
    
    
    2,082,516Laura J. Neumann (2)
    
    
    2006
    
    
    
    136,620
    
    
    
    25,000
    
    
    
    75,647
    
    
    
    0
    
    
    
    21,120
    
    
    
    258,387
 
 (1)
    
    The amount of Mr. Briskins bonus is determined under a formula based on the Companys
pre-tax profits and is shown under the Non-Equity Incentive Plan Compensation column of this
chart. Mr. Briskins Employment Agreement provides for an annual bonus equal to 21/2% of the
Companys first $2,000,000 of pre-tax profits (as defined in the Employment Agreement) plus
31/2% of pre-tax profits in excess of $2,000,000. 3




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(2)
    
    During the Companys 2006 fiscal year, it did not have a Chief Financial Officer and Ms.
Neumann, Senior Director of Financial Reporting and Compliance, acted in a similar capacity as
the Principal Financial Officer of the Company.(3)
    
    Option awards compensation represents the expense recognized for financial statement
reporting purposes with respect to fiscal 2006 for the fair value of SARs granted in previous
years in accordance with SFAS 123(R) (revised 2004), Shared-Based Payment. For information
regarding valuation assumptions used, see Note 1 of Notes to Consolidated Financial
Statements. This amount reflects the compensation expense recorderd in the Companys financial
statements for these awards as a result of an increase in the fair value of the SARs and
additional vesting during fiscal 2006, and does not necessarily correspond to the actual value
that will be recognized by the named executive officer.(4)
    
    The following table sets forth the components of All Other Compensation included in the
Summary Compensation Table for 2006: Medical
    
    
    
    
    
    
    
    
    
    
    Pay inExpense
    
    
    401(k)
    
    
    Auto
    
    
    Lieu ofReimbursement
    
    
    Plan (1)
    
    
    Allowance
    
    
    Vacation
    
    
    TotalBernard Briskin
    
    $
    24,010
    
    
    $
    17,600
    
    
    $
    6,981
    
    
    $
    0
    
    
    $
    48,591Laura J. Neumann
    
    
    0
    
    
    
    16,741
    
    
    
    0
    
    
    
    4,379
    
    
    
    21,120$
    24,010
    
    
    $
    34,341
    
    
    $
    6,981
    
    
    $
    4,379
    
    
    $
    69,711
 
 (1)
    
    Includes Company discretionary contributions to the 401(k) Plan. Employment Agreement and Payment Upon Termination
 1 2 1 2
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Stock Appreciation Rights
   Outstanding SAR Awards at Fiscal Year-End for 2006
 Number of Securities
    
    Number of SecuritiesUnderlying
    
    Underlying
    
    SARsUnexercised
    
    Unexercised
    
    Exercise
    
    SARsSARs (#)
    
    SARs (#)
    
    Price
    
    ExpirationName
    
    Exercisable
    
    Unexercisable
    
    ($)
    
    DateLaura J. Neumann (1)
    
    
    875
    
    
    875 (2)
    
    
    57.00
    
    
    12/5/08
 
 (1)
    
    Acting in a similar capacity as the Principal Financial Officer.(2)
    
    These SARs will vest on December 5, 2007. 5




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SAR Exercises 2006
 SAR AwardsNumber of Shares
    
    
    Value Realized onName
    
    Underlying SARs Exercised (#)
    
    
    Exercise ($)Laura J. Neumann (1)
    
    875
    
    
    43,258(2)
 
 (1)
    
    Acting in a similar capacity as the Principal Financial Officer.(2)
    
    Difference between the fair market value of a share of Class A on the date of exercise and
the fair market value on the date of grant. Remuneration of Directors
  Director Compensation for 2006
 OptionFees Earned or Paid in
    
    Awards
    
    TotalName
    
    Cash ($)
    
    ($)(1)
    
    ($)John G. Danhakl
    
    
    50,000
    
    
    
    337,330
    
    
    
    387,330Robert A. Davidow
    
    
    54,000
    
    
    
    337,330
    
    
    
    391,330Kenneth A. Goldman
    
    
    30,000
    
    
    
    359,858
    
    
    
    389,858Steven C. Gordon
    
    
    27,000
    
    
    
    0
    
    
    
    27,000Steven Romick
    
    
    58,000
    
    
    
    623,355
    
    
    
    681,355
 
 (1)
    
    As of December 30, 2006, each of the directors held SARs covering 10,000 shares of Class A,
except Mr. Romick who held SARs covering 17,500 shares of Class A. No SARs were granted to
directors during 2006. Option awards compensation represents the expense recognized for
financial statement reporting purposes with respect to fiscal 2006 for the fair value of SARs
granted in previous years in accordance with SFAS 123(R) (revised 2004), Shared-Based
Payment. For information regarding valuation assumptions used, see Note 1 of Notes to
Consolidated Financial Statements. These amounts reflect the compensation expense recorded in
the Companys financial statements for these awards as a result of an increase in the fair
value of the SARs and additional vesting during fiscal 2006, and do not necessarily correspond
to the actual value that will be recognized by the named directors.  6




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Compensation Committee Interlocks and Insider Participation
  John G. Danhakl, ChairmanRobert A. DavidowSteven C. Gordon (through June 28, 2006)
 Compensation Committee Report
  John G. Danhakl, ChairmanRobert A. DavidowMembers of the Compensation Committee
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Item 15. Exhibits and Financial Statement Schedules
 
 
 
 SIGNATURE
  ARDEN GROUP, INC.RegistrantDateBy:
    
    /s/ Bernard Briskin
    
    
    
    4/30/07Bernard Briskin(Chairman of the Board of Directors, President and Chief Executive Officer)
 8