FMR Corp · SC 13G/A · Great Atlantic & Pacific Tea Co Inc · On 2/14/94

Filed On 2/14/94   ·   SEC File 5-09783   ·   Accession Number 315066-94-919

Amendment to Statement of Beneficial Ownership   ·   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Schedule 13g - 2-14-94 - Great Atlantic & Pacific      6±    30K 
                          Tea Company Incorporated                               

Document Table of Contents

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SCHEDULE 13G                                                                    

Amendment No. 1                                                                 
Great Atlantic & Pacific Tea Company Incorporated                               
common stock                                                                    
Cusip # 390064103                                                               
Filing Fee: No                                                                  

Cusip # 390064103                                                               
Item 1:   Reporting Person - FMR Corp. - (Tax ID:  04-2507163)                  
Item 4:   Commonwealth of Massachusetts                                         
Item 5:   248,906                                                               
Item 6:   None                                                                  
Item 7:   3,971,900                                                             
Item 8:   None                                                                  
Item 9:   3,971,900                                                             
Item 11:  10.39%                                                                
Item 12:  HC                                                                    

Cusip # 390064103                                                               
Item 1:   Reporting Person - Edward C. Johnson 3d - (Tax ID:  029-24-9996)      
Item 4:   United States of America                                              
Item 5:   None                                                                  
Item 6:   None                                                                  
Item 7:   3,971,900                                                             
Item 8:   None                                                                  
Item 9:   3,971,900                                                             
Item 11:  10.39%                                                                
Item 12:  IN                                                                    

SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS                                     
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                                     

Item 1(a).    Name of Issuer:                                                   

Great Atlantic & Pacific Tea Company Incorporated             

Item 1(b).    Name of Issuer's Principal Executive Offices:                     

2 Paragon Drive                                               
Montvale, NJ  07645                                           

Item 2(a).    Name of Person Filing:                                            

FMR Corp.                                                     

Item 2(b).    Address or Principal Business Office or, if None, Residence:      

82 Devonshire Street, Boston, Massachusetts  02109            

Item 2(c).    Citizenship:                                                      

Not applicable                                                

Item 2(d).    Title of Class of Securities:                                     

Common Stock                                                  

Item 2(e).    CUSIP Number:                                                     

390064103                                                     

Item 3.  This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the  
person filing, FMR Corp., is a parent holding company in accordance             
with Section 240.13d-1(b)(ii)(G).  (Note:  See Item 7).                         

Item 4.  Ownership                                                              

(a)  Amount Beneficially Owned:    3,971,900                  

(b)  Percent of Class:   10.39%                               

(c)  Number of shares as to which such person has:            

     (i)   sole power to vote or to direct the vote:   248,906

  (ii)  shared power to vote or to direct the vote: None

        (iii) sole power to dispose or to direct the disposition of:
3,971,900                                                               

      (iv)  shared power to dispose or to direct the disposition
of: None                                                                        

Item 5.  Ownership of Five Percent or Less of a Class.                          

Not applicable.                                               

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.       

Various persons have the right to receive or the power to     
direct the receipt of dividends from, or the proceeds from                      
the sale of, the common stock of Great Atlantic & Pacific                       
Tea Company Incorporated.  No one person's interest in the                      
common stock of Great Atlantic & Pacific Tea Company                            
Incorporated is more than five percent of the total                             
outstanding common stock.                                                       

Item 7.  Identification and Classification of the Subsidiary Which Acquired     
the Security Being Reported on By the Parent Holding Company.                   

See attached Exhibit(s) A, B, and C.                          

Item 8.  Identification and Classification of Members of the Group.             

Not applicable, see attached Exhibit A.                       

Item 9.  Notice of Dissolution of Group.                                        

Not applicable.                                               

Item 10. Certification.                                                         

  By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the                   
ordinary course of business and were not acquired for the purpose               
of and do not have the effect of changing or influencing the                    
control of the issuer of such securities and were not acquired in               
connection with or as a participant in any transaction having such              
purpose or effect.                                                              

Signature                                                                       

After reasonable inquiry and to the best of my knowledge and  
belief, I certify that the information set forth in this statement              
is true, complete and correct.                                                  

February 11, 1994                                                       
Date                                                                            

/S/Arthur S. Loring                                                     
Signature                                                                       

Arthur S. Loring, Vice President                                        

Name/Title                                                                      

SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS                                     
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                                     

Pursuant to the instructions in Item 7 of Schedule 13G, Fidelity        
Management & Research Company ("Fidelity"), 82 Devonshire Street, Boston,       
Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and an              
investment adviser registered under Section 203 of the Investment Advisers      
Act of 1940, is the beneficial owner of 3,603,094 shares or 9.43% of the        
common stock outstanding of Great Atlantic & Pacific Tea Company                
Incorporated ("the Company") as a result of acting as investment adviser to     
several investment companies registered under Section 8 of the Investment       
Company Act of 1940.                                                            

Edward C. Johnson 3d, FMR Corp., through its control of Fidelity, and   
the Funds each has sole power to dispose of the 3,603,094 shares owned by       
the Funds.                                                                      

Neither FMR Corp. nor Edward C. Johnson 3d, Chairman of FMR Corp.,      
has the sole power to vote or direct the voting of the Shares owned             
directly by the Fidelity Funds, which power resides with the Funds' Boards      
of Trustees.  Fidelity carries out the voting of the Shares under written       
guidelines established by the Funds' Boards of Trustees.                        

Fidelity Management Trust Company, 82 Devonshire Street, Boston,        
Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and a bank as       
defined in Section 3(a)(6) of the Securities Exchange Act of 1934, is the       
beneficial owner of 367,906 shares or 0.96% of the common stock outstanding     
of the company as a result of its serving as investment manager of the          
institutional account(s).                                                       

FMR Corp., through its control of Fidelity Management Trust Company,    
has sole dispositive power over 367,906 Shares and sole power to vote or to     
direct the voting of 248,006 shares, and no power to vote or to direct the      
voting of 119,900 Shares of common stock owned by the institutional             
account(s) as reported above.                                                   

Edward C. Johnson 3d owns 34.0% of the outstanding voting common stock  
of FMR Corp.  Mr. Johnson 3d is Chairman of FMR Corp.  Various Johnson          
family members and trusts for the benefit of Johnson family members own FMR     
Corp. voting common stock.  These Johnson family members, through their         
ownership of voting common stock, form a controlling group with respect to      
FMR Corp.                                                                       

Fidelity International Limited, Pembroke Hall, 42 Crowlane, Hamilton,   
Bermuda, and various foreign-based subsidiaries provide investment advisory     
and management services to a number of non-U.S. investment companies (the       
"International Funds") and certain institutional investors.  Fidelity           
International Limited is the beneficial owner of 900 shares or 0.00% of the     
common stock outstanding of the company.  Additional information with           
respect to the beneficial ownership of Fidelity International Limited is        
shown on Exhibit B, page 10.                                                    

SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS                                     
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                                     

Pursuant to instructions in Item 7 of Schedule 13G, this Exhibit has    
been prepared  to identify Fidelity International Limited, Pembroke Hall,       
42 Crow Lane, Hamilton, Bermuda, a Bermudian joint stock company                
incorporated for an unlimited duration by private act of the Bermuda            
Legislature (FIL) and an investment adviser to various investment companies     
(the "International Funds") and certain institutional investors, as the         
beneficial owner of 900 shares or 0.00% of the common stock outstanding of      
Great Atlantic & Pacific Tea Company Incorporated.                              

Prior to June 30, 1980, FIL was a majority-owned subsidiary of          
Fidelity Management & Research Company (Fidelity), a wholly-owned               
subsidiary of FMR Corp.  On that date, the shares of FIL held by Fidelity       
were distributed, as a dividend,  to the shareholders of FMR Corp.  FIL         
currently operates as an entity independent of FMR Corp. and Fidelity.  The     
International Funds and FIL's other clients, with the exception of Fidelity     
and an affiliated company of Fidelity, are non-U.S. entities.                   

A partnership controlled by Edward C. Johnson 3d and members of his     
family owns shares of FIL voting stock with the right to cast approximately     
48.879% of the total votes which may be cast by all holders of FIL voting       
stock.  Mr. Johnson 3d is Chairman of FMR Corp. and FIL.  FMR Corp. and FIL     
are separate and independent corporate entities.  FMR Corp. and FIL are         
managed independently and their Boards of Directors are generally composed      
of different individuals.  Their investment decisions are made                  
independently, and their clients are different organizations.                   

FMR Corp. and FIL are of the view that they are not acting as a         
"group" for purposes of Section 13(d) under the Securities Exchange Act of      
1934 (the "1934" Act) and that they are not otherwise required to attribute     
to each other the "beneficial ownership" of securities "beneficially owned"     
by the other corporation within the meaning of Rule 13d-3 promulgated under     
the 1934 Act.  Therefore, they are of the view that the shares held by the      
other corporation need not be aggregated for purposes of Section 13(d).         
However, FMR Corp. is making this filing on a voluntary basis as if all of      
the shares are beneficially owned by FMR Corp. and FIL on a joint basis.        

FIL may continue to have the International Funds or other accounts      
purchase shares subject to a number of factors, including, among others,        
the availability of shares for sale at what FIL considers to be reasonable      
prices and other investment opportunities that may be available to the          
International Funds.                                                            

FIL intends to review continuously the equity position of the           
International Funds and other accounts in the Company.  Depending upon its      
future evaluations of the business and prospects of the Company and upon        
other developments, including, but not limited to, general economic and         
business conditions and money market and stock market conditions, FIL may       
determine to cease making additional purchases of shares or to increase or      
decrease the equity interest in the Company by acquiring additional shares,     
or by disposing of all or a portion of the shares.                              

FIL does not have a present plan or proposal which relates to or would  
result in (i) an extraordinary corporate transaction, such as a merger,         
reorganization, liquidation, or sale or transfer of a material amount of        
assets involving the Company or any of its subsidiaries, (ii) any change in     
the Company's present Board of Directors or management, (iii) any material      
changes in the Company's present capitalization or dividend policy or any       
other material change in the Company's business or corporate structure,         
(iv) any change in the Company's charter or by-laws, or (v) the Company's       
common stock becoming eligible for termination of its registration pursuant     
to Section 12(g)(4) of the 1934 Act.                                            

FIL has the sole power to vote and the sole power to dispose of the     
shares.                                                                         

SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS                                     
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                                     

RULE 13d-1(e)  AGREEMENT                                                        

The undersigned persons, on February 11, 1994, agree and consent to     
the joint filing on their behalf of this Schedule 13G in connection with        
their beneficial ownership of the common stock of Great Atlantic & Pacific      
Tea Company Incorporated at December 31, 1993.                                  

FMR Corp.                                                               
By   /S/Arthur S. Loring                                                
Arthur S. Loring                                                                
Vice President - Legal                                                          
Edward C. Johnson 3d                                          
By   /S/Arthur S. Loring                                                
Arthur S. Loring                                                                
Under Power of Attorney                                                         
dated 5/17/89                                                                   
On File with Schedule 13G                                                       
for                                                                             
Airborne Freight Corp.                                                          
9/10/91                                                                         
Fidelity Management & Research Company                                  
By   /S/Arthur S. Loring                                                
Arthur S. Loring                                                                
Sr. V.P. and General                                                            
Counsel                                                                         

Dates Referenced Herein   and   Documents Incorporated By Reference

This SC 13G/A Filing		Date		Other Filings
		12/31/93		13F-E
		2/11/94
Filed On / Filed As Of		2/14/94		SC 13G, SC 13G/A
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