AMENDED AND RESTATED SUPPLY AGREEMENT

Exhibit 10.55

AMENDED AND RESTATED SUPPLY AGREEMENT

This Amended and Restated Supply Agreement (“Agreement”) is made and entered into as of the 15th day of March, 2005 by and between Unified Western Grocers, Inc., a California corporation (“Supplier”), and Smart & Final Oregon, Inc., an Oregon corporation and Smart & Final Stores Corporation, a California corporation (together “Company”).

RECITALS

A. In May 1998, Smart & Final Inc. (“SFI”) and United Grocers, Inc. (“United Grocers”) entered into an asset purchase agreement pursuant to which, among other things, SFI acquired certain stores and assets from United Grocers. In connection therewith, SFI and United Grocers also entered into a supply agreement (the “1998 Supply Agreement”) dated as of May 15, 1998, pursuant to which United Grocers supplied various food products, dry goods and support services to SFI. Supplier, as the successor to United Grocers, assumed and performed all of the obligations and duties, and obtained all of the benefits, of United Grocers under the 1998 Supply Agreement.

B. The 1998 Supply Agreement expired by its terms on May 15, 2003, and Smart & Final Oregon and Supplier entered into a successor supply agreement (the “2003 Supply Agreement”) pursuant to which Supplier continues to supply various food products, dry goods and support services to Company at certain of Company’s store properties (the “Properties”) located in Northern California, Idaho, Oregon and Washington, which are listed on Exhibit “A” attached hereto.

C. Supplier and Company now desire to enter into an amendment and restatement of the 2003 Supply Agreement, to modify and clarify certain elements and to extend the term. The 2003 Supply Agreement as amended and restated is herein titled the “2005 Supply Agreement” (hereinafter “Agreement”) and the Agreement shall replace in their entirety the earlier supply agreements. The parties hereto desire to extend the definition of “Market Area” to include any areas of the United States where Supplier currently operates, or to which Supplier extends its operations in the future through acquisition, merger, or other means. The parties also desire to maintain the definition of “Properties” to include those stores listed on Exhibit “A” and to additionally include any future stores operated by Company or its affiliates, which stores will be added to Exhibit “A” if Company designates the store to be primarily supplied by Supplier. Company reserves the right to remove stores from Exhibit “A” should it determine that a store will be closed or modified to a business format incompatible (in the sole judgment of Company) with continued supply by Supplier.

NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants set forth below, the parties agree as follows:

AGREEMENT

1. Products . Company will continue to use Supplier as its primary supplier of products (“Products”) for the Properties located in the Market Area; provided, however, that nothing herein shall prohibit Company from utilizing other suppliers for Properties so long as the Minimum Purchase Requirements (as defined below) are satisfied by Company. Any new stores opened by Company in the Market Area and for which the Company places orders for Products with Supplier shall automatically be added to Exhibit “A” and become subject to this Agreement. Regardless of the number of Properties operated by Company in the Market Area, the Company shall purchase from Supplier at least $* per each twelve (12) month period during the term of this Agreement, of which the greater of $*, or * percent (*%), will be total meat purchases, and the greater of $*, or * percent (*%), will be total produce purchases (the “Minimum Purchase Requirements”). Whether the Company is satisfying the Minimum Purchase Requirements shall be measured quarterly on a rolling 52 week basis. Products purchased by Company shall be classified and attributed to categories as mutually agreed by the Parties. Company shall place orders for Products (other than special orders) with Supplier by on-line transmission, according to existing schedules and protocols. Supplier shall make available for purchase by Company all products available for sale to its members and other customers.

2. Service Levels .

a. Supplier agrees that, during the term of this Agreement, the targeted Service Level for items designated by Company as advertised items (“Ad Items”) and ordered by Company during a specified period will be * percent (*%); for all other merchandise supplied by Supplier, the targeted Service Level will be * percent (*%) (herein the “Service Levels”). The weighted average of these amounts shall be the “Required Service Level”.

b. Supplier will provide Company, throughout the term of this Agreement, a weekly Service Level Reconciliation Report showing, with respect to all orders processed during that week, (a) the aggregate dollar amount, calculated by reference to “Supplier’s Defined Cost” for such Products determined in accordance with Exhibit “B” attached hereto, of the various orders of Product submitted by Company to Supplier during that week (the “Gross Order Amount”), (b) the total dollar amount (based upon “Supplier’s Defined Cost” as of the date of the corresponding orders) of all Products, during the agreed-upon pick-up or delivery windows, available for pick-up or delivery pursuant to orders submitted during that week (the “Actual Delivered Amount”), and (c) the total dollar amount reflected in the Gross Order Amount attributable to Products that have been discontinued, that were unauthorized, or that were unavailable or out-of-stock (including “vendor’s scratches”, vendor out-of-stock and vendor out-of-pack) (the “Order Reduction Amount”). As used herein, the “Service Level” for a given period shall be calculated as the ratio of (i) the Actual Delivered Amount to (ii) the Gross Ordered Amount less the Order Reduction Amount; the resulting difference between (i) and (ii) is herein referred to as the “Net Ordered Amount”.

c. In the event the Service Level calculated for any consecutive thirteen (13) week period within four (4) consecutive calendar quarters during the term hereof falls below the Required Service Level but remains above * percent (*%) (a “Minor Service Level Breach”), then without prejudice to any other rights or remedies available to Company, Supplier shall pay to Company a penalty equal to * percent (*%) of Supplier’s Defined Cost of the Products constituting the Minor Service Level Breach shortfall as provided in Section 19 below.

d. In the event that the Service Level, calculated for any thirteen (13) week period within four (4) consecutive calendar quarters during the term hereof; falls below * percent (*%) (a “Major Service Level Breach”), then without prejudice to any other rights or remedies available to Company, Company at its option, may inform Supplier of Company’s intent to seek an alternative source of supply for Products and may, without prejudice to any other rights or remedies available to Company, and upon no less than thirty (30) days prior written notice to Supplier, terminate this Agreement; provided however, in the event that Company fails to give notice of its intent to terminate this Agreement within ninety (90) days after Company has notified Supplier that it believes a Major Service Level Breach has occurred, then Company’s right to terminate for such Major Service Level Breach will be deemed waived. Supplier shall provide Company with a copy of its Service Level Reconciliation Report each week promptly following the date that it has data available to prepare such report in the ordinary course of business, and also will provide Company with copies of its monthly, quarterly and annual compilations of the Service Level Reconciliation Reports promptly following the dates that it has the data available to prepare such reports in the ordinary course of business.

e. Notwithstanding the foregoing provisions, Supplier will not be in breach hereof, and no Major or Minor Service Level Breach will be deemed to have occurred, if Supplier’s failure to maintain the requisite Service Level as provided herein is a result of (A) a material default by Company under this Agreement, (B) picketing or other labor disputes other than an Extended Labor Dispute as provided in Section 2(f) below, (C) an event of force majeure as described in Section 16 below, or (D) failure by Company to provide to Supplier on a timely basis, as appropriate, the Ad/Display Requirements and/or the New Product Projections as contemplated by this Agreement. In the event Company purchases Products from sources other than Supplier because of Supplier’s inability to provide Products because of a labor dispute at supplier’s facilities, then such purchases shall be considered purchases by Company for purposes of satisfying Company’s Minimum Purchase Requirements as set forth in section 1 of this Agreement.

f. Notwithstanding Section 2(e) above, in the event there exists picketing or other forms of labor dispute at Supplier’s facility or facilities that causes Supplier to be unable to achieve a * percent (*%) Service Level during any measurement period, and such condition shall continue for a period in excess of thirty (30) days, then Company may provide written notice to Supplier of Company’s intent to terminate this Agreement. Company shall have the right to

terminate this Agreement thirty (30) days after delivery of the notice, provided that the right to terminate pursuant to this Section shall not be effective if (i) the Extended Labor Dispute ceases within such notice period or (ii) Supplier is able to restore and maintain during the notice period a * percent (*%) Service Level within the notice period.

g. Each Party agrees to notify the other party promptly if it disputes the action of the other Party with respect to an actual or alleged Major or Minor Service Level Breach. The parties agree to use their best efforts to resolve any disputes through good faith negotiation within fifteen (15) days of such notice. If any such dispute is not so resolved within said fifteen (15) day period, the parties shall submit the dispute to binding arbitration as provided in Section 28. Notwithstanding the foregoing, Supplier agrees that, during the period following notice of a termination because of a Major Service Level Breach until the termination date, it will continue to service Company’s special order requirements at current levels of service. Supplier also shall continue to order, and Supplier shall continue to warehouse, all Products including, but not limited to, retail dry grocery, produce, fresh and smoked meats, deli and frozen meats and foods, on such basis as Supplier, in its discretion, determines is reasonably necessary to satisfy its obligations hereunder.

3. Pricing/Service Fee/Transportation .

a. Supplier’s invoice prices to Company shall reflect “Supplier’s Defined Cost” for Products as of the date of invoice as determined in accordance with Exhibit “B” attached hereto.

b. Company shall pay Supplier a service fee (“Service Fee”) equal to an applicable percentage for all orders invoiced during each week. The applicable percentage shall be based upon purchase levels during the applicable period, as set forth in the Service Fee Schedule attached hereto as Exhibit “C” commencing March 21, 2005. The applicable Service Fee percentage shall be recalculated on a calendar quarter basis, and shall apply to the next quarter based upon the actual purchases in the immediately preceding four (4) quarters. Within ten (10) days after the end of each quarter, or sooner if the data is available to determine the appropriate Service Fee, Supplier shall notify Company of the applicable Service Fee to be in effect for the then current quarter. Company shall pay the applicable Service Fee to Supplier in accordance with the payment terms described in Section 9. The Service Fee shall not be applicable to or include any charges for transportation activities.

c. Supplier shall invoice Company separately for all transportation services provided by Supplier to Company during the term of this Agreement. Supplier shall charge Company for transportation services provided to Company at a rate equal to the lowest published rate including fuel surcharges, if any, Supplier makes available to its other customers from its distribution center located in Milwaukie, Oregon. The parties agree that Company shall be responsible for all deliveries to all Properties in the State of Washington. Notwithstanding the

foregoing, Company shall have the option to utilize third party carriers for any and all deliveries, and in such event, at the request of Company, Supplier shall manage the services of such third party carriers in a manner which ensures the efficient and effective utilization of such third party carriers at no additional cost to Company.

d. During the term of this Agreement, Supplier shall pay to Company an annual transportation management allowance of $* paid at the rate of $* per month, provided , however , that such amount shall be reduced in direct proportion to the amount of product that is delivered from Supplier’s Stockton, California facility.

4. Services . Supplier shall continue to provide to Company all of the services listed on Exhibit “D” attached hereto for the amounts set forth therein (the “Optional Services”), and shall continue to provide other services provided as of the expiration date of the Original Supply Agreement without reduction in level of service for no additional cost to Company. Supplier shall have the option to provide the Optional Services with its own employees or by qualified third parties. The parties acknowledge that no payments shall be due with respect to any of the Optional Services not utilized by Company. Supplier agrees to coordinate all of the services provided to Company and to use reasonable efforts to adjust or revise such services to conform to Company’s reporting and accounting cycles, customs, practices, controls and policies. From time to time, Company and Supplier will meet to determine what, if any, changes to information systems are necessary to improve the reporting and operational information provided Company, and the cost of same. The parties will share the mutually agreed cost of such common information systems project designed to improve the parties mutual systems, and will commence work on such project at the earliest mutually convenient time. To the extent that Company requests any new or additional services or any conforming adjustments or revisions beyond either those historic levels of service or the currently existing levels (herein, a “Supplementary Service”), then the parties shall negotiate in good faith and first agree on the amount of consideration to be paid to Supplier to provide such Supplementary Service. If the parties, despite their best efforts and good faith negotiation, are unable to agree upon the amount of consideration to be paid for the Supplementary Service, then the parties will attempt to resolve the matter by a formal nonbinding mediation with an independent neutral mediator selected to by the parties. If following such mediation, the parties remain unable to agree upon the consideration to be paid for the Supplementary Service, then Supplier shall have no obligation to provide the Supplementary Service, and Company shall be free to contract with such third party or parties as Company, in its discretion, may determine to provide same; provided, however, that if Company engages a third party to provide such Supplementary Service, and, by either convenience or necessity, such third party complementarily thereto provides services that comprise part of the services, then and to the extent of Supplier’s resulting avoided costs in providing the services other than the Optional Services (but only if such avoided costs in each instance exceed $*), Company shall receive an appropriate credit against amounts otherwise payable to Supplier hereunder in an amount of

Supplier’s cost in providing the service. It is agreed that Company will be the sole and exclusive employer of employees at the Properties (“Company Employees”) and that by providing human resource services to Company, Supplier will not become an employer or a joint employer of any Company Employee. Nothing in this Agreement is intended to create a “joint employer” relationship between Company and Supplier with respect to employees of either Company or Supplier. During the term of this Agreement, representatives of Supplier shall meet quarterly with representatives of Company to ensure coordination of the services provided by Supplier to Company pursuant to the terms of this Agreement. In addition, Company shall have the right at Company’s expense and upon reasonable notice to audit Supplier’s books and records for the purpose of verifying costs and payment hereunder and Supplier shall provide Company and its representatives with access to such of Supplier’s systems, data, accounts, procedures, controls and personnel, and shall provide copies of such of Supplier’s reports, agreements, statements and other documents generated by, prepared for, or delivered to Supplier in connection with the Products and services provided by Supplier to Company under this Agreement for the limited and exclusive purpose of verifying amounts payable under Sections 3 and 4.

5. Ordering and Delivery . For those Properties which Company has so designated, Supplier will deliver Products in accordance with the Delivery Schedule attached hereto as Exhibit “E” . For those Properties which Company has designated as delivered by third party carriers, Supplier will furnish Products available for loading at its warehouse in accordance with the Loading Schedule attached hereto as Exhibit “E” . In addition, Company and Supplier will from time to time confer and agree to modify the delivery and loading time windows which shall also be used in calculating the Service Levels. Such time windows and frequencies shall be established to accommodate, to the maximum extent possible, both the ongoing need of Supplier to maximize operating/distribution efficiencies and Company’s ongoing desire to maintain optimal operations, with due consideration to the special requirements with respect to delivery of fresh produce and delivery to small sales volume stores. To the extent consistent with these parameters, the parties will endeavor to establish schedules as will enable Supplier, to the maximum extent practicable, to provide Products on the basis of full truck, combination loads. So long as Supplier receives reasonably sufficient lead time from the time that Company submits its order, Company reserves the right to cancel all or a portion of Products that are not delivered on the date or to the delivery location specified in the order. Any detention, storage, or delayed transportation charges levied against Company by reason of the actions or omissions of Supplier, its agents, employees, subcontractors or carriers (other than such actions or omissions taken at the direction or with the approval or acquiescence of Company, or actions or omissions caused in whole or in part by an event of force majeure) shall at Company’s option be billed back to Supplier. Additional deliveries requested or created through actions or omission of Company, its agents, employees or subcontractors shall create additional charges equal to the rates used in the calculation of freight for Company merchandise. Supplier agrees to remain liable for all damaged or non-conforming Products in accordance with normal return and credit policies practiced by Supplier. If designated by Company for delivery, delivery by Supplier at new stores opened over the term of this Agreement will be at schedules that are consistent with those historically provided for existing stores.

6. Title and Risk of Loss . Title to the Products shall remain with Supplier until Supplier’s tender of delivery thereof at Company’s designated delivery location of the Products. Risk of loss shall pass to Company upon tender of delivery at Company’s designated delivery location. Notwithstanding the foregoing, if Company (or Supplier acting as Company’s agent) engages a third party carrier to transport Products, title and risk of loss shall pass to Company upon delivery of the Products to Company’s carrier.

7. Term . The term of this Agreement shall become effective upon signature by both parties and shall continue in effect until November 30, 2008. The terms and conditions of this Agreement shall become effective upon signature by both parties; until then all terms and conditions of the 2003 Supply Agreement shall remain in force and effect. Provided that Company is not then in default under this Agreement, Company shall have one (1) two-year option to extend the term of this Agreement upon the same terms and conditions set forth herein with no change in the fees set forth in Exhibit “C” during the option period. To be effective, the option must be exercised by written notice to Supplier by June 30, 2008.

8. Authority . The relationship created between Supplier and Company is solely that of seller of products and provider of services and buyer of products and recipient of services, respectively.

9. Payment Terms . Supplier shall deliver weekly, on Monday, an aggregate invoice (with supporting detail) to Company for Products supplied during the preceding weekly period ending on Sunday, on Supplier’s standard invoices. Company shall pay for Products invoiced by electronic funds transfer by 12:00 p.m. Pacific time on Friday following the Monday invoice date. In the event of Supplier’s business holiday, invoice and payment dates will be extended by one business day. Company shall have the right to collect all applicable vendor allowances and rebates directly from its vendors without adjustment by Supplier, provided that Supplier, solely at the direction of Company, shall be entitled to offset all vendor allowances owed to Company against vendor invoices, or, at Company’s option exercised with seven (7) days notice to Supplier, may pay such sums to Company and collect the amounts directly from vendors. In the event Supplier prepays items to or for the benefit of Company, Company will indemnify Supplier against nonpayment by such vendors unless Supplier’s actions are the cause of such nonpayment by the vendor. Upon ten (10) days prior notice to Supplier, Company may set off against any amounts owing under any invoices the amount of any unpaid liquidated damages then due under Section 18 below; during said ten (10) day period, Company shall confer with Supplier to discuss the proposed set-off the basis for same, and Company and Supplier shall endeavor during that ten (10) day period to resolve any differences with respect thereto. Notwithstanding the provisions above, Company may elect to additionally utilize Supplier’s standard “inventory deferral program” for new stores, whereby Company may elect a *-week deferral of payment for initial “fill order” purchases for new stores, provided that Company will make ratable payments of * of the deferral amount over the period following the initial order (with no interest or service charge assessment). The billing will commence with the first invoice following the opening of the new store.

10. Insurance . Supplier shall maintain or cause to be maintained a policy of comprehensive general liability insurance (including a broad form of vendor’s endorsement) naming Company as an additional insured and additional loss payee for personal injury and property damage coverage, with limits of liability of not less than a combined single limit of Ten Million Dollars ($10,000,000). In addition, Supplier shall (if transporting shipments from Company’s warehouses or distribution centers), maintain automobile liability insurance, including non-owned and hired, with limits of not less than that required, above, for commercial general public liability coverage and shall maintain a policy of statutory workers’ compensation insurance on its agents, employees and contractors who enter upon Company’s premises in accordance with the laws of the states in which such premises are located. All insurance required shall be underwritten by a duly licensed, financially responsible insurance carrier with a current rating established by A.M. Best and shall be evidenced by Certificates of Insurance naming Company as an additional insured and additional loss payee, which Supplier shall promptly provide to Company confirming that the insurance required has been obtained and is in full force and effect, and requiring that Company be given at least thirty (30) days notice prior to any cancellation. Anything herein to the contrary notwithstanding, Supplier may provide the insurance coverages required pursuant to this Section from any insurance company affiliated with the Supplier with the written consent of Company, with such consent not to be otherwise unreasonably withheld by Company.

11. Indemnity . Each party (the “indemnitor”) agrees fully and forever to indemnify, defend and hold harmless the other party (the “indemnitee”) from and against any and all claims, demands, damages, losses, liabilities, actions, causes of actions, suits, judgments, costs and expenses (including litigation costs and reasonable attorneys’ fees) arising out of, relating to, or connected with, (i) any act or omission of the indemnitor taken (or omitted) in connection with indemnitor’s performance under this Agreement, (ii) any breach of any covenant or obligation on the part of indemnitor to be paid, performed or observed hereunder, or (iii) any breach of any warranty or representation made or given by indemnitor hereunder. Nothing in the preceding sentences gives Company any right or claim against Supplier arising out of relating to, or connected with Supplier’s performance or failure to perform any human resource administrative service or any human resource Supplementary Service at the direction of the Company under Section 4 above. In addition, Company shall similarly indemnify, defend and hold Supplier harmless from and against any demand, claim, suit, action, loss, damage, liability, judgment, costs and expenses (including litigation costs and reasonable attorneys’ fees) arising out of, relating to, or connected with Supplier’s performance or failure to perform any Basic Service or Supplementary Service. Nothing herein is in any way intended to abrogate or otherwise affect any right of Company to seek indemnity from Supplier for any product liability with respect to Products sold by Supplier to Company, whether such right arises at common law, by statute or otherwise.

12. Compliance . Supplier warrants only that the Products, when tendered for delivery, will conform to such quantity and other specifications as may be set forth on the corresponding order submitted by Company, and that such Products are merchantable, as such term is used and understood under the Oregon Uniform Commercial Code (ORS 72.3140) or by similar statutes in effect in those other states where Company has designated that such Products will be sold. In addition, Supplier shall assign to Company, to the extent assignable, all warranty rights Supplier may have from any vendor and/or manufacturer with respect to any Products sold

to Company hereunder. In all other respects, as to the Products sold or to be sold hereunder, SUPPLIER MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.

13. Office Space . Supplier shall provide Company during the term of this Agreement with the office space in Supplier’s Portland facility currently occupied by Company, and appurtenant parking spaces and service ways and areas. In the event that Company requires additional space in the future, it will be provided by Supplier if such space is reasonably available, provided that the cost of any tenant improvements shall be borne by Company. In connection with the occupancy of office space, Company shall bear responsibility for all telephone costs, and Supplier shall bear responsibility for all electricity or other non-telephone utility charges attributable to such office space. In occupying such office space, Company shall comply with all applicable laws (including, without limitation, employment laws and laws governing the procurement of worker’s compensation insurance with respect to those of Company’s employees who will be working in and/or occupying such office space), and shall maintain such types and levels insurance as is consistent with sound business practice.

14. Distribution Center . During the term of this Agreement, Supplier shall continue to provide warehouse slots for shipping and delivery of Products purchased pursuant to the terms of this Agreement at Supplier’s distribution center located at 6433 S.E. Lake Road, in Milwaukie, Oregon. Supplier will provide the following minimum slots based upon the terms of this Agreement:

Company and Supplier will from time to time meet to achieve mutually satisfactory timing for future slot needs, and to adopt a reasonable policy for removing discontinued items from then existing occupied warehouse slots. Supplier agrees to provide additional warehouse slots for shipping and delivery of Products purchased pursuant to the terms of this Agreement in numbers and at charges to be agreed upon by Supplier and Company.

Notwithstanding the foregoing, Supplier, in its sole discretion, may elect to provide the warehouse services contemplated by this Agreement at Supplier’s facilities other than the Milwaukie facility. In the event Supplier relocates any or all of its