Press Release Details

United Natural Foods Reports Record Sales in Fiscal 2002 Second Quarter

March 5, 2002

Reports $0.27 Net Income Per Share Before Special Items

Net sales for the second quarter of fiscal 2002 totaled $285.5 million, a 16.8% increase over the $244.4 million reported in the second quarter of fiscal 2001, above the Company's guidance of 10 - 14% sales growth. This increase was primarily due to increased sales throughout all the Company's divisions and included double digit growth in the super natural, independent and mass market distribution channels. Sales in the second quarter included a full quarter of sales for Boulder Fruit Express, an organic produce and perishables distributor acquired by the Company in November 2001, and a full quarter of sales for a Florida retail store opened by the Company in October 2001. Sales growth excluding acquisition and new store sales would have been 15.3%. Net sales for the six months ended January 31, 2001 were $565.8 million, a 15.8% increase over the comparable prior year period.

Net income for the second quarter of fiscal 2002, excluding the effect of special items, was $5.2 million, or $0.27 per diluted share, compared to net income of $2.6 million, or $0.14 per diluted share for the second quarter of fiscal 2001. There were no special items recorded during the second quarter of fiscal 2001. The special items consisted of non-cash income of $1.4 million ($0.8 million, net of tax), or $0.04 per diluted share, related to the change in fair value of interest rate swaps and related option agreements, and restructuring, asset impairment and other costs of $(1.3) million ($(0.8) million, net of tax), or $(0.04) per diluted share, related to the relocation of our Atlanta facility. Net income including these items totaled $5.2 million, or $0.27 per diluted share.

The FAS 133 income of approximately $1.4 million ($0.8 million, net of tax), or $0.04 per diluted share, on interest rate swap agreements resulted from favorable changes in yield curves during the quarter. The Atlanta relocation costs of $(1.3) million ($(0.8) million, net of tax), or $(0.04) per diluted share, consisted of incremental and redundant costs incurred during the transition from the Company's former warehouse and outside storage facility into its new larger facility. A portion of these costs are reflected in "Restructuring and asset impairment" on the consolidated statements of income, with the remainder reflected as part of "Operating expenses." The Company adopted Statement of Financial Accounting Standards No. 142 (FAS No. 142), "Goodwill and Other Intangible Assets" on August 1, 2001. The result of adopting FAS No. 142 was a reduction in amortization of intangibles of approximately $0.2 million.

Comments from Management

Commenting on the second quarter results, Michael Funk, Chief Executive Officer, said, "We are extremely pleased by the strength of our 2002 second quarter operating results which we believe reflect the effectiveness of our business plan. During the quarter we achieved higher than expected sales as we achieved double-digit growth in both our eastern and western regions. Additionally, sales growth exceeded 25% in our supernatural distribution channel and approached 20% in our mass market distribution channel. Further, operating metrics continue to track at efficient levels with customer service rates continuing to perform at near optimum levels." Mr. Funk added, "Looking forward, we believe our sales growth for fiscal 2002 will continue in the 12% - 14% range. We are raising our net income expectations for fiscal 2002 to approximately $1.08 - $1.12 per diluted share and net income for the fiscal 2002 third quarter to be approximately $0.27 - $0.29 per diluted share. Our guidance for both fiscal 2002 and the third quarter excludes special income or charges for FAS 133 income or expense and relocation expenses related to the new distribution facilities in Atlanta and southern California."

Conference Call

Management will conduct a conference call and audio webcast at 11:00 a.m. ET on March 5, 2002 to review the Company's quarterly results, market trends and future outlook. The conference call dial-in number is 703-871-3795. The audio webcast will be available, on a listen only basis, via the Internet at http://www.viavid.com or at www.unfi.com . Please allow extra time prior to the webcast to visit the webcast site and download any software required to listen to the Internet broadcast. The online archive of the webcast will be available for 30 days.

About United Natural Foods

United Natural Foods, Inc. carries and distributes over 30,000 products to more than 7,000 customers nationwide. The Company serves a wide variety of retail formats including conventional supermarket chains, natural product superstores and independent retail operators.

For more information on United Natural Foods, Inc., visit the Company's web site at www.unfi.com .

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding United Natural's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, including but not limited to general business conditions, the impact of competition and our dependence on principal customers, see "Risk Factors" in the Company's annual report on Form 10-K filed with the Commission on October 23, 2001, and its other filings under the Securities Exchange Act of 1934, as amended. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. United Natural Foods, Inc. is not undertaking to update any information in the foregoing reports until the effective date of its future reports required by applicable laws.

                 UNITED NATURAL FOODS, INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)

                                   QUARTER ENDED           SIX MONTHS ENDED
    (In thousands, except per       JANUARY 31,               JANUARY 31,
       share data)              2002         2001        2002        2001

    Net sales                 $285,461    $244,422     $565,776    $488,564

    Cost of sales              228,949     196,632      454,263     392,723

      Gross profit              56,512      47,790      111,513      95,841

    Operating expenses          47,258      41,373       92,282      82,155

    Restructuring and asset
      impairment charges           424           -          424           -

    Amortization of intangibles     13         261           77         524

      Total operating expenses  47,695      41,634       92,783      82,679

      Operating income           8,817       6,156       18,730      13,162

    Other expense (income):
      Interest expense           1,643       1,822        3,389       3,600
      Change in value of
       financial instruments    (1,358)          -        2,429           -
      Other, net                  (158)        (11)        (114)       (225)

        Total other expense        127       1,811        5,704       3,375

        Income before income
         taxes                   8,690       4,345       13,026       9,787

    Income taxes                 3,476       1,738        5,210       3,915

       Net income               $5,214      $2,607       $7,816      $5,872

    Per share data (basic):

       Net income                $0.28       $0.14        $0.42       $0.32

    Weighted average basic
      shares of common stock    18,915      18,414       18,790      18,367

    Per share data (diluted):

       Net income                $0.27       $0.14        $0.41       $0.31

    Weighted average diluted
      shares of common stock    19,371      18,784       19,217      18,710



                 UNITED NATURAL FOODS, INC. AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEETS


    (In thousands)                                    JANUARY 31,    JULY, 31
                                                         2002          2001
                                                      (UNAUDITED)
    ASSETS
    Current assets:
      Cash                                              $4,779        $6,393
      Accounts receivable, net                          91,477        81,559
      Notes receivable, trade                              748           685
      Inventories                                      126,706       110,653
      Prepaid expenses                                   5,720         5,394
      Deferred income taxes                              4,118         3,513
      Refundable income taxes                              792           366
       Total current assets                            234,340       208,563

    Property & equipment, net                           79,677        62,186

    Other assets:
      Notes receivable, trade, net                       1,169         1,050
      Goodwill, net                                     31,517        27,500
      Covenants not to compete, net                        129           180
      Other, net                                         2,395           965

        Total assets                                  $349,227      $300,444

    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
      Notes payable - line of credit                  $100,017       $68,056
      Current installments of long-term debt             1,048        19,625
      Current installment of obligations under capital
       leases                                              861         1,120
      Accounts payable                                  67,564        53,169
      Accrued expenses                                  22,399        13,242
       Total current liabilities                       191,889       155,212

    Long-term debt, excluding current installments       5,970         7,805
      Obligations under capital leases, excluding
      current installments                               1,829         1,484
       Total liabilities                               199,688       164,501

    Stockholders' equity:
    Preferred stock, $.01 par value, authorized 5,000
     shares; none issued and outstanding
    Common stock, $.01 par value, authorized 50,000
     shares; issued and outstanding 19,004 at
     January 31, 2002; issued and outstanding 18,653
     at July 31, 2001                                      191           187
       Additional paid-in capital                       78,337        72,644
       Unallocated shares of ESOP                       (2,176)       (2,258)
       Retained earnings                                73,187        65,370
         Total stockholders' equity                    149,539       135,943

    Total liabilities and stockholders' equity        $349,227      $300,444



                 UNITED NATURAL FOODS, INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)

                                                           SIX MONTHS ENDED
                                                              JANUARY 31,
                                                           2002        2001
    (In thousands)
    CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                            $7,816      $5,872
      Adjustments to reconcile net income to net cash
       provided by operating activities:
      Depreciation and amortization                        3,783       3,759
      Change in fair value of financial instruments        2,429           -
      Loss on disposals of property & equipment              296          85
      Deferred income tax (benefit) expense                 (605)        202
      Provision for doubtful accounts                      1,045       1,043
      Changes in assets and liabilities, net of
        acquired companies:
    Accounts receivable                                  (10,280)    (13,786)
    Inventory                                            (15,864)     (2,921)
    Prepaid expenses                                        (307)         11
    Refundable income taxes                                 (426)      1,918
    Other assets                                          (1,348)        201
    Notes receivable, trade                                 (182)      (426)
    Accounts payable                                      14,083      14,572
    Accrued expenses                                       5,842           1
      Net cash provided by operating activities            6,282      10,531

    CASH FLOWS FROM INVESTING ACTIVITIES:
      Net cash acquired from purchase of subsidiaries         65           -
      Proceeds from disposals of property and equipment       21          38
      Capital expenditures                               (20,437)    (11,902)
       Net cash used in investing activities             (20,351)    (11,864)

    CASH FLOWS FROM FINANCING ACTIVITIES:
      Net borrowings under note payable                   31,961       1,495
      Repayments on long-term debt                       (20,411)     (1,381)
      Proceeds from long-term debt                             -          39
      Principal payments of capital lease obligations       (543)       (551)
      Proceeds from exercise of stock options              1,448       2,579
       Net cash used in financing activities              12,455       2,181

    NET (DECREASE) INCREASE IN CASH                       (1,614)        848
    Cash at beginning of period                            6,393       1,943
    Cash at end of period                                 $4,779      $2,791

    Supplemental disclosures of cash flow information:
    Cash paid during the period for:
      Interest                                            $3,299      $3,339
      Income taxes, net of refunds                        $7,095      $1,746

    In the quarters ended January 31, 2001 and 2000, the Company incurred
    $628 and $639, respectively, of capital lease obligations.
    The fair value of common stock issued for the acquisition of subsidiary
    was $4,250.


                 UNITED NATURAL FOODS, INC. AND SUBSIDIARIES
                         SPECIAL ITEMS RECONCILIATION


    (In thousands, except       QUARTER ENDED          SIX MONTHS ENDED
    per share data)             JANUARY 31, 2002      JANUARY 31, 2002
                        Pre-tax    Net     Per     Pre-tax     Net     Per
                       (income)/    of   diluted  (income)/    of    diluted
                        expense    tax    share    expense     tax    share

    Net income including
      special items      $8,690  $5,214   $0.27  $13,026    $7,816    $0.41

    Interest rate swap
      agreement (income)
      expense            (1,358)  (815)   (0.04)   2,429     1,457     0.08

    Atlanta relocation:

    Restructuring and
      asset impairment      424     254    0.01      424       254     0.01

    Transition expenses
      (operating
      expenses)             911     547    0.03      968       581     0.03

    Net income excluding
      special items      $8,667  $5,200   $0.27  $16,847   $10,108    $0.53

CONTACT:          Thomas Simone, Chairman of the Board of United Natural Foods,
                  Inc., +1-707-537-9872, or General, Joseph Calabrese, +1-212-445-8434, Analyst,
                  Vanessa Schwartz, +1-212-445-8433, or Media, Judith Sylk-Siegel,
                  +1-212-445-8431, all of FRB Weber Shandwick