<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 28, 1996
OR
( ) 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 0-3400
TYSON FOODS, INC.
(Exact name of registrant as specified in its charter)
Delaware 71-0225165
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2210 West Oaklawn Drive, Springdale, Arkansas 72762-6999
(Address of principal executive offices and zip code)
(501) 290-4000
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding December 28, 1996
Class A Common Stock, $.10 Par Value 76,526,111 Shares
Class B Common Stock, $.10 Par Value 68,446,742 Shares
Page 1
<PAGE>
TYSON FOODS, INC.
INDEX
PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Condensed Balance Sheets
December 28, 1996 and September 28, 1996 3-4
Consolidated Condensed Statements of Income
for the Three Months Ended December 28, 1996
and December 30, 1995 5
Consolidated Condensed Statements of Cash Flows
for the Three Months Ended December 28, 1996
and December 30, 1995 6
Notes to Consolidated Condensed Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10-11
Item 2. Changes in Securities 11
Item 3. Defaults Upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12-13
SIGNATURES 14
2
<PAGE>
TYSON FOODS, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
TYSON FOODS, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In millions)
(Unaudited)
December 28, September 28,
ASSETS 1996 1996
_______________________________________ ___________ ____________
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 116.4 $ 36.6
Accounts receivable 495.1 547.1
Inventories:
Finished and work-in-process 480.4 481.1
Live poultry and hogs 337.9 362.2
Seafood related products 41.6 51.4
Hatchery eggs and feed 58.1 63.8
Supplies 70.5 68.9
_______ _______
Total inventories 988.5 1,027.4
Assets held for sale 17.8 155.5
Other current assets 26.3 43.7
_______ _______
Total Current Assets 1,644.1 1,810.3
Net Property, Plant, and Equipment 1,856.5 1,869.2
Excess of Investments over
Net Assets Acquired 725.7 731.5
Investments and Other Assets 137.8 133.1
________ ________
Total Assets $4,364.1 $4,544.1
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
TYSON FOODS, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In millions except per share data)
(Unaudited)
December 28, September 28,
LIABILITIES AND SHAREHOLDERS' EQUITY 1996 1996
_________________________________________ __________ ____________
<S> <C> <C>
Current Liabilities:
Notes payable $ 5.2 $ 39.5
Current portion of long-term debt 34.7 129.2
Trade accounts payable 236.6 269.7
Other accrued liabilities 294.8 247.4
_______ _______
Total Current Liabilities 571.3 685.8
Long-Term Debt 1,699.4 1,806.4
Deferred Income Taxes 495.5 495.6
Other Liabilities 14.5 14.6
Shareholders' Equity:
Common stock ($.10 par value):
Class A-Authorized 900 shares;
issued 79.7 shares at
12-28-96 and 9-28-96 8.0 8.0
Class B-Authorized 900 shares;
issued 68.4 shares at 12-28-96
and 68.5 shares at 9-28-96 6.8 6.8
Capital in excess of par value 375.3 375.4
Retained earnings 1,272.7 1,232.4
Currency translation adjustment (1.9) (2.8)
_______ _______
1,660.9 1,619.8
Less treasury stock, at cost-
3.2 shares at 12-28-96 and 9-28-96 74.9 75.4
Less unamortized deferred compensation 2.6 2.7
________ ________
Total Shareholders' Equity 1,583.4 1,541.7
________ ________
Total Liabilities and Shareholders' Equity $4,364.1 $4,544.1
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
TYSON FOODS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(In millions except per share data)
(Unaudited)
Three Months Ended
__________________
December 28, December 30,
1996 1995
____________ ____________
<S> <C> <C>
Sales $1,527.9 $1,546.8
Cost of Sales 1,279.5 1,279.7
________ ________
Gross Profit 248.4 267.1
Expenses:
Selling 125.1 129.2
General and administrative 23.5 25.6
Amortization 6.8 6.9
_______ _______
Operating Income 93.0 105.4
Other Expense (Income):
Interest 28.9 35.0
Foreign currency exchange 10.7
Other (41.5) (3.1)
_______ _______
Income Before Taxes on Income
and Minority Interest 105.6 62.8
Provision for Income Taxes 61.0 23.2
Minority Interest in Net Loss
of Consolidated Subsidiary 3.7
_______ _______
Net Income $ 44.6 $ 43.3
======= =======
Average Shares Outstanding 146.2 145.4
======= =======
Earnings Per Share $0.31 $0.30
======= =======
Cash Dividends Per Share:
Class A $0.030 $0.030
======= =======
Class B $0.027 $0.027
======= =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
TYSON FOODS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
Three Months Ended
__________________
December 28, December 30,
1996 1995
___________ ___________
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 44.6 $ 43.3
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation 51.1 51.4
Amortization 6.8 6.9
Deferred income taxes (0.1) (0.2)
Foreign currency exchange loss 10.7
Minority interest (3.7)
(Gain)Loss on dispositions of
property and equipment (41.4) 1.0
Decrease in accounts receivable 52.0 2.9
(Increase)decrease in inventories 38.9 (70.9)
Decrease in trade accounts payable (33.1) (4.5)
Net change in other current assets
and liabilities 63.8 2.3
______ ______
Cash Provided by Operating Activities 182.6 39.2
Cash Flows from Investing Activities:
Additions to property, plant and equipment (44.6) (69.9)
Proceeds from sale of property, plant and equipment 186.5 1.1
Net change in other assets and liabilities (5.5) 2.0
______ ______
Cash Provided by (Used for) Investing Activities 136.4 (66.8)
Cash Flows from Financing Activities:
Net change in notes payable (34.3) (15.3)
Proceeds from long-term debt 19.4 334.0
Repayments of long-term debt (221.1) (295.0)
Purchase of treasury shares (1.2)
Other (2.9) (2.2)
______ ______
Cash Provided by (Used for) Financing Activities (238.9) 20.3
Effect of Exchange Rate Change on Cash (0.3) (1.6)
______ ______
Increase (Decrease) in Cash and Cash Equivalents 79.8 (8.9)
Cash and Cash Equivalents at Beginning of Period 36.6 33.1
______ ______
Cash and Cash Equivalents at End of Period $116.4 $24.2
====== ======
Supplemental Cash Flow Information
Cash paid during the period for:
Interest $25.2 $28.1
Income taxes $1.3 $2.5
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
TYSON FOODS, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. Accounting Policies
The consolidated condensed financial statements have been prepared by Tyson
Foods, Inc. (the "Company"), without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain information
and accounting policies and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations. Although the management of the Company believes that the
disclosures are adequate to make the information presented not misleading,
these consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's latest annual report for the fiscal year ended
September 28, 1996. The preparation of consolidated condensed financial
statements requires management to make estimates and assumptions. These
estimates and assumptions affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date
of the consolidated financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could
differ from those estimates. In the opinion of the management of the
Company, the accompanying consolidated condensed financial statements
contain all adjustments, consisting of normal recurring accruals necessary
to present fairly the financial position as of December 28, 1996 and
September 28, 1996 and the results of operations and cash flows for the
three months ended December 28, 1996 and December 30, 1995. The results of
operations and cash flows for the three months ended December 28, 1996 and
December 30, 1995, are not necessarily indicative of the results to be
expected for the full year.
The Notes to Consolidated Financial Statements for the year ended
September 28, 1996, reflect the significant accounting policies, debt
provisions, borrowing arrangements, dividend restrictions, contingencies
and commitments of the Company. There were no material changes in such
items during the three months ended December 28, 1996, except as disclosed
below.
2. Disposition of Assets
During 1996 the Company announced its intention to sell its beef and pork
further-processing operations in its effort to return to its core business.
On November 25, 1996, the Company sold its beef further-processing
operations, known as Gorges/Quik-to-Fix Foods, resulting in a pre-tax gain
of $41.0 million which has been recorded in other income. The Company is
still in the process of selling its pork further-processing plant in
Holland, Michigan and anticipates that this plant will be sold in fiscal
1997.
7
<PAGE>
TYSON FOODS, INC.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
FINANCIAL CONDITION
For the three months ended December 28, 1996, net cash totaling
$182.6 million was provided by all operating activities. Operations
provided $61.0 million in cash and $121.6 million was provided by net
changes in receivables, inventories, payables and other items.
Additionally, the Company used funds generated from operations and
proceeds from the sale of the beef division assets to pay down debt by
$235.8 million. The Company primarily used funds generated from operations
to fund $44.6 million of property, plant and equipment additions. The
expenditures for property, plant and equipment were related to acquiring
new equipment and upgrading facilities in order to maintain competitive
standing and position the Company for future opportunities.
At December 28, 1996, working capital was $1,072.8 million compared to
$1,124.5 million at 1996 fiscal year-end, a decrease of $51.7 million. The
current ratio at December 28, 1996 was 2.9 to 1 compared to 2.6 to 1 at
September 28, 1996. Working capital has decreased since year-end primarily
due to decreases in inventories and assets held for sale offset somewhat by
decreases in the current portion of long-term debt and trade and notes
payable. The Company's foreseeable cash needs for operations and capital
expenditures will continue to be met through cash flows from operations and
borrowings supported by existing credit facilities as well as additional
credit facilities which the Company believes are available. Long-term debt
has decreased $107.0 million while total debt has decreased $235.8 million
since September 28, 1996. At December 28, 1996, long-term debt was 51.8% of
total capitalization compared to 54.0% at September 28, 1996.
The Company has two unsecured revolving credit agreements totaling
$1.5 billion which support the Company's commercial paper program. The $1
billion facility expires in May 2001. At December 28, 1996, $893.6 million
was outstanding under the $1 billion facility consisting of $778.6 million
in commercial paper and $115.0 million drawn under the revolver. The $500
million facility expires in May 1997. At December 28, 1996, all of the
$500 million facility was available. Additional outstanding long-term debt
at December 28, 1996 consisted of $348.5 million of public debt, $259.6
million of institutional notes, $141.0 million in leveraged equipment loans
and $56.7 million of other indebtedness.
RESULTS OF OPERATIONS
Sales for the first quarter of fiscal 1997 decreased 1.2% over the same
quarter of fiscal 1996. This decrease is largely attributable to the sale
of the Company's beef and pork further-processing operations during the
quarter and the discontinuance of consolidation of Trasgo, the Company's
Mexican joint venture, at the end of the second quarter of fiscal 1996.
Excluding sales related to these operations, total sales for the first
quarter of fiscal 1997 increased 6.6% over last year's comparable sales for
the same quarter. Consumer poultry sales increased fiscal 1997 first
quarter total sales by 3.3% compared to the same quarter of fiscal 1996.
This increase was mainly due to an 8.8% increase in average sales prices
offset by a 4.2% decrease in tonnage.
8
<PAGE>
TYSON FOODS, INC.
Sales of Mexican Original products and prepared foods as a group decreased
fiscal 1997 first quarter total sales by 0.4%. This decrease was primarily
due to a 5.2% decrease in tonnage and a 1.9% decrease in average sales
prices. Seafood sales increased fiscal 1997 first quarter total sales 0.1%
due to a 14.5% increase in tonnage offset by a 9.4% decrease in average
sales prices. The seafood operations continue to be affected by the
availability of some species of fish as well as reduced pricing on some
products and other regulations which limit its source of supply. First
quarter sales of live swine, animal foods, by-products, and other as a
group increased fiscal 1997 first quarter total sales by 1.5% compared to
the same quarter of fiscal 1996.
Cost of goods sold for the first quarter of fiscal 1997 was comparable to
the same quarter of fiscal 1996, which in part is attributable to the sale
of the Company's beef and pork further-processing operations and the
discontinuance of consolidation of Trasgo. Excluding cost of sales related
to these operations, total cost of sales for the first quarter of fiscal
1997 increased 8.2% over last year's comparable cost of sales for the same
quarter. Increases in the cost of ingredients used in feed for poultry
and swine and the ingredients used in Mexican Original operations were
significant during the first quarter of fiscal 1997. However, management
anticipates that ingredient costs will be more favorable than last
year for the balance of fiscal 1997. As a percent of sales, cost of sales
was 83.7% for the first quarter of fiscal 1997 compared to 82.7% in the
first quarter of fiscal 1996.
Operating expenses decreased 3.9% for the first quarter of fiscal 1997 over
the same quarter of fiscal 1996. Selling expense, as a percent of sales,
decreased to 8.2% for the first quarter of fiscal 1997 as compared to 8.4%
for the first quarter of fiscal 1996. General and administrative expense,
as a percent of sales, was 1.5% in the first quarter of fiscal 1997
compared to 1.7% in the same period last year. Amortization expense, as a
percent of sales, was 0.4% in the first quarter of fiscal 1997 and 1996.
Interest expense decreased 17.4% for the first quarter of fiscal 1997
compared to the same quarter of fiscal 1996. The Company had a lower level
of borrowing which decreased the Company's average indebtedness by 6.0%
over the same period last year due to paying down debt with funds generated
from operations and proceeds from the sale of the beef division assets. The
Company's short-term interest rates were approximately 12.7% lower than the
same period last year, which lowered the weighted average interest rate of
all Company debt to 6.7% compared to 7.5% for the same period last year.
Other income includes the $41.0 million pre-tax gain from the sale of the
beef division assets.
The effective income tax rate for the first quarter of fiscal 1997 was
57.8% compared to 37.0% for the first quarter of fiscal 1996. The current
period effective tax rate was impacted by the taxes on the gain from the
sale of the beef division assets. Certain costs were allocated to the beef
division which are not deductible for tax purposes, resulting in a higher
effective tax rate. The 1996 effective tax rate included reduced state
income taxes, and the tax rate was impacted by an adjustment to the
liability for deferred income taxes to reflect the Company's current
assessment of tax contingencies provided for in prior years.
9
<PAGE>
TYSON FOODS, INC.
ENVIRONMENTAL MATTERS
The Company has a strong financial commitment to environmental matters.
During the first quarter of fiscal 1997 the Company invested approximately
$8.5 million in water quality facilities, including capital outlays to
build and upgrade facilities and day-to-day operations of waste-water
facilities.
CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE
PURPOSE OF "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995
The Company and its representatives may from time to time make written or
oral forward-looking statements with respect to their current views and
estimates of future economic circumstances, industry conditions, company
performance and financial results. These forward-looking statements are
subject to a number of factors and uncertainties which could cause the
Company's actual results and experiences to differ materially from the
anticipated results and expectations expressed in such forward-looking
statements. The Company wishes to caution readers not to place undue
reliance on any forward-looking statements, which speak only as of the date
made.
Among the factors that may affect the operating results of the Company are
the following: (i) fluctuations in the cost and availability of raw
materials, such as feed grain costs in relation to historical levels; (ii)
changes in the availability and relative costs of labor, including contract
growers; (iii) market conditions for finished products, including the
supply and pricing of alternative proteins, all of which may impact the
Company's pricing power; (iv) effectiveness of advertising and marketing
programs; (v) the ability of the Company to make effective acquisitions and
successfully integrate newly acquired businesses into existing operations;
(vi) risks associated with leverage, including cost increases due to rising
interest rates; (vii) changes in regulations and laws, including changes in
accounting standards, environmental laws, occupational, health and safety
laws, and laws regulating fishing and seafood processing activities; (viii)
access to foreign markets together with foreign economic conditions,
including currency fluctuations; and (ix) the effect of, or changes in,
general economic conditions.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On April 13, 1995, a purported shareholder's derivative action (the
"Action") was filed by a single shareholder on the Company's behalf in the
Court of Chancery of Delaware against the directors and principal
shareholders of the Company. The Action alleges that such persons breached
their fiduciary duties to the Company as a result of their approval and/or
participation in certain transactions in fiscal year 1994 between the
Company and various officers and directors or their affiliates, including
certain lease, poultry supply, poultry grow-out, wastewater treatment and
research and development service arrangements (such transactions being more
fully described under the caption "Certain Transactions" in the Company's
10
<PAGE>
TYSON FOODS, INC.
Proxy Statement for its 1995 Annual Meeting). Additionally, the Action
alleges that the compensation and expense reimbursements paid to the
Company's Senior Chairman in fiscal year 1994, and the expense
reimbursements paid to him in fiscal year 1993, were excessive. The Action
seeks various remedies, including (i) voiding of the challenged
transactions and an accounting of profits derived therefrom, (ii) damages
resulting from the challenged transactions, and (iii) costs, expenses and
attorney fees. The Company is named as a nominal defendant in the Action,
but no claim has been asserted against it.
On May 10, 1995, the defendants filed a Motion to Dismiss the Action
claiming failure by the plaintiff to (i) make a pre-suit demand for action
by the directors of the Company, (ii) obtain personal jurisdiction over
certain shareholder defendants, and (iii) state a claim upon which relief
can be granted. On July 6, 1995, the Court of Chancery entered a
stipulated order dismissing the Action without prejudice as to certain of
the non-director defendants. The Motion to Dismiss as to the remaining
defendants is currently pending before the Court of Chancery. By
Stipulation Order of said Court dated October 18, 1995, and pursuant to
agreement of the parties, said Motion to Dismiss is being held in abeyance
while settlement discussions occur. These settlement discussions have
culminated in the parties executing a Stipulation and Agreement of
Compromise, Settlement and Release dated February 5, 1997 (the
"Settlement") which proposes to settle the Action. The Settlement is
subject to the approval by said Court after the shareholders of the Company
have received notice of said Settlement and have been given an opportunity
to be heard concerning the Settlement's fairness at a hearing which the
Company expects will be held later this year.
Since the Action purports to be a shareholder's derivative suit, any
recovery (except attorneys' fees or other costs and expenses, if allowed)
would not be paid to the plaintiff, but rather would be paid directly to
the Company. The Company has undertaken to advance certain expenses of the
director defendants and, if applicable, may be required to satisfy certain
indemnification obligations with respect to such individuals. However,
Management does not believe that the Action, the Settlement, or such
indemnification obligations will have a material adverse effect on the
Company's financial position or results of operations.
Item 2. Changes in Securities
Not Applicable
Item 3. Defaults Upon Senior Securities
Not Applicable
11
<PAGE>
TYSON FOODS, INC.
Item 4. Submission of Matters to a Vote of Security Holders
The following directors were elected at the annual meeting of shareholders
held January 10, 1997:
<TABLE>
DIRECTORS VOTES FOR VOTES WITHHELD
_________ _________ ______________
<S> <C> <C>
Neely Cassady 746,716,651 985,804
Lloyd V. Hackley 746,708,529 993,926
Gerald M. Johnston 745,709,487 1,992,968
Shelby Massey 746,714,722 987,733
Joe F. Starr 746,711,300 991,155
Leland Tollett 746,710,444 992,011
Barbara Tyson 746,637,065 1,065,390
Don Tyson 746,706,874 995,581
John Tyson 746,628,210 1,074,245
Fred S. Vorsanger 746,716,353 986,102
Donald E. Wray 746,709,960 992,495
</TABLE>
Also, the shareholders voted to approve an amendment to the Company's
Amended and Restated Non-Statutory Stock Option Plan which increased the
Class A Common Stock authorized for issuance thereunder by 4,000,000
shares. There were 731,042,506 votes for this amendment, 3,700,644 votes
against and 414,065 votes abstained.
No other items were voted on at the annual meeting of shareholders or
during the quarter ended December 28, 1996.
Item 5. Other Information
The Board of Directors announced a 3-for-2 stock split in the form of a
stock dividend effective February 15, 1997 for shareholders of record on
February 1, 1997. Additionally, the Board of Directors increased the post-
split quarterly cash dividend to $.025 per share for Class A Common Stock
and $.0225 per share of Class B Common Stock, payable March 15, 1997 to
holders of record on March 1, 1997.
The Board of Directors announced the appointment of Director John Tyson,
son of Senior Chairman Don Tyson, to Vice Chairman of the Board.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
The exhibits filed with this report are listed in the exhibit index at the
end of this Item 6.
(b) Reports on Form 8-K:
There were no reports filed on Form 8-K during the quarter ended
December 28, 1996.
12
<PAGE>
TYSON FOODS, INC.
EXHIBIT INDEX
The following exhibits are filed with this report.
Exhibit No. Page
_________ ____
3(a) Certificate of Incorporation of the Company as amended
(previously filed as Exhibit 3(a) to the Company's
Registration Statement on Form S-4 filed with the
Commission on July 8, 1992, Commission File No. 33-49368,
and incorporated herein by reference).
3(b) Amended and Restated Bylaws of the Company (previously
filed as Exhibit 3.2 to the Company's Annual Report on
Form 10-K for the fiscal year ended September 28, 1996,
Commission File No. 0-3400, and incorporated herein by
reference).
11 Statement Regarding Computation of Per Share Earnings 15
27 Financial Data Schedule
13
<PAGE>
TYSON FOODS, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TYSON FOODS, INC.
Date: February 10, 1997 /s/ Wayne Britt
------------------------------
Wayne Britt
Executive Vice President and
Chief Financial Officer
Date: February 10, 1997 /s/ James G. Ennis
------------------------------
James G. Ennis
Vice President, Controller and
Chief Accounting Officer
14
<PAGE>
EXHIBIT 11
TYSON FOODS, INC.
COMPUTATION OF EARNINGS PER SHARE
(In millions except per share data)
December 28, December 30,
1996 1995
---------------------------
Primary:
Average common shares outstanding
during the period 145.0 144.9
Net effect of dilutive stock
options based on the treasury
stock method using average
market price 1.2 .5
----- -----
Total common and common equivalent
shares outstanding 146.2 145.4
===== =====
Net income $44.6 $43.3
===== =====
Earnings per share $0.31 $0.30
===== =====
Fully Diluted:
Average common shares outstanding
during the period 145.0 144.9
Net effect of dilutive stock
options based on the treasury
stock method using the quarter-
end market price, if higher
than average market price 1.6 .8
----- -----
Total common and common equivalent
shares outstanding 146.6 145.7
===== =====
Net income $44.6 $43.3
===== =====
Earnings per share $0.30 $0.30
===== =====
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE QUARTERLY FINANCIAL STATEMENTS FOR THE PERIOD ENDED DECEMBER 28, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000100493
<NAME> TYSON FOODS, INC.
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-27-1997
<PERIOD-END> DEC-28-1996
<CASH> 116
<SECURITIES> 0
<RECEIVABLES> 495
<ALLOWANCES> 0
<INVENTORY> 989
<CURRENT-ASSETS> 1,644
<PP&E> 3,001
<DEPRECIATION> 1,144
<TOTAL-ASSETS> 4,364
<CURRENT-LIABILITIES> 571
<BONDS> 1,699
0
0
<COMMON> 15
<OTHER-SE> 1,568
<TOTAL-LIABILITY-AND-EQUITY> 4,364
<SALES> 1,528
<TOTAL-REVENUES> 1,528
<CGS> 1,279
<TOTAL-COSTS> 1,279
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 29
<INCOME-PRETAX> 106
<INCOME-TAX> 61
<INCOME-CONTINUING> 45
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 45
<EPS-PRIMARY> .31
<EPS-DILUTED> .30
</TABLE>
