<PAGE> 1
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED COMMISSION FILE NUMBER
NOVEMBER 2, 1997 1-3822
[CAMPBELL SOUP COMPANY LOGO]
NEW JERSEY 21-0419870
STATE OF INCORPORATION I.R.S. EMPLOYER IDENTIFICATION NO.
CAMPBELL PLACE
CAMDEN, NEW JERSEY 08103-1799
PRINCIPAL EXECUTIVE OFFICES
TELEPHONE NUMBER: (609) 342-4800
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 [ ].
THERE WERE 456,453,499 SHARES OF CAPITAL STOCK OUTSTANDING AS OF
DECEMBER 3, 1997.
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<PAGE> 2
PART I. FINANCIAL INFORMATION
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF EARNINGS
(unaudited)
(millions, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
------------------
NOVEMBER October
2, 1997 27, 1996
-------- --------
<S> <C> <C>
Net sales $2,120 $2,052
------ ------
Costs and expenses
Cost of products sold 1,104 1,112
Marketing and selling expenses 426 396
Administrative expenses 96 83
Research and development expenses 19 18
Other expense 24 38
Restructuring charge - 216
------ ------
Total costs and expenses 1,669 1,863
------ ------
Earnings before interest and taxes 451 189
Interest, net 43 29
------ ------
Earnings before taxes 408 160
Taxes on earnings 141 72
------ ------
Net earnings $ 267 $ 88
====== ======
Per share
Net earnings $ .58 $ .18
====== ======
Dividends $ .193 $ .173
====== ======
Weighted average shares outstanding 458 493
====== ======
</TABLE>
See Notes To Financial Statements
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<PAGE> 3
CAMPBELL SOUP COMPANY CONSOLIDATED
BALANCE SHEETS
(millions)
<TABLE>
<CAPTION>
NOVEMBER August
2, 1997 3, 1997
(unaudited)
------- -------
<S> <C> <C>
Current assets
Cash and cash equivalents $ 56 $ 26
Accounts receivable 924 633
Inventories 826 762
Other current assets 158 162
------- -------
Total current assets 1,964 1,583
------- -------
Plant assets, net of depreciation 2,532 2,560
Intangible assets, net of amortization 1,785 1,793
Other assets 539 523
------- -------
Total assets $ 6,820 $ 6,459
======= =======
Current liabilities
Notes payable $ 1,767 $ 1,506
Payable to suppliers and others 541 608
Accrued liabilities 717 642
Dividend payable - 88
Accrued income taxes 251 137
------- -------
Total current liabilities 3,276 2,981
------- -------
Long-term debt 1,152 1,153
Nonpension postretirement benefits 442 442
Other liabilities, including deferred
income taxe of $246 and $251 445 463
------- -------
Total liabilities 5,315 5,039
------- -------
Shareowners' equity
Preferred stock; authorized 40 shares;
none issued - -
Capital stock, $.0375 par value; authorized
560 shares; issued 542 shares 20 20
Capital surplus 355 338
Earnings retained in the business 3,751 3,571
Capital stock in treasury, at cost (2,570) (2,459)
Cumulative translation adjustments (51) (50)
------- -------
Total shareowners' equity 1,505 1,420
------- -------
Total liabilities and shareowners' equity $ 6,820 $ 6,459
======= =======
</TABLE>
See Notes to Financial Statements
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<PAGE> 4
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF CASH FLOWS
(unaudited)
(millions)
<TABLE>
<CAPTION>
Three Months Ended
-------------------
NOVEMBER October
2, 1997 27, 1996
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 267 $ 88
Non-cash charges to net earnings
Restructuring charge - 216
Depreciation and amortization 80 79
Deferred taxes (5) (61)
Other, net 13 46
Changes in working capital
Accounts receivable (283) (237)
Inventories (61) (79)
Other current assets and liabilities 84 115
----- -------
Net cash provided by operating activities 95 167
----- -------
Cash flows from investing activities:
Purchases of plant assets (55) (69)
Sales of plant assets 6 16
Businesses acquired - (227)
Sales of businesses - 73
Other, net (4) (1)
----- -------
Net cash used in investing activities (53) (208)
----- -------
Cash flows from financing activities:
Long-term borrowings - 300
Repayments of long-term borrowings (4) (3)
Short-term borrowings 312 979
Repayments of short-term borrowings (54) (19)
Dividends paid (176) (86)
Treasury stock purchased (119) (1,101)
Treasury stock issued 31 1
Other, net - (4)
----- -------
Net cash (used in) provided by financing activities (10) 67
----- -------
Effect of exchange rate changes on cash (2) (8)
----- -------
Net change in cash and cash equivalents 30 18
Cash and cash equivalents - beginning of period 26 34
----- -------
Cash and cash equivalents - end of period $ 56 $ 52
===== =======
</TABLE>
See Notes to Financial Statements
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<PAGE> 5
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF SHAREOWNERS' EQUITY
(unaudited)
(millions, except per share amounts)
<TABLE>
<CAPTION>
Capital Stock
---------------------------------------------
Issued In Treasury Earnings
------------------ -------------------- retained Cumulative Total
Capital in the translation shareowners'
Shares Amount Shares Amount surplus business adjustments equity
------ ------- ------ ------- ------- -------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at July 28, 1996 542 $ 20 (48) $( 779) $228 $3,211 $ 62 $2,742
Net earnings 88 88
Dividends ($.173 per share) (86) (86)
Treasury stock purchased (28) (1,101) (1,101)
Treasury stock issued under
Management incentive and
Stock option plans 1 1 7 8
Translation adjustments (3) (3)
---- ------- ------ ------- ---- ------ ---- ------
Balance at October 27, 1996 542 $ 20 (75) $(1,879) $235 $3,213 $ 59 $1,648
==== ======= ====== ======= ==== ====== ==== ======
Balance at August 3, 1997 542 $ 20 (84) $(2,459) $338 $3,571 $(50) $1,420
Net earnings 267 267
Dividends ($.193 per share) (87) (87)
Treasury stock purchased (2) (119) (119)
Treasury stock issued under
Management incentive and
Stock option plans 1 8 17 25
Translation adjustments (1) (1)
---- ------- ------ ------- ---- ------ ---- ------
Balance at November 2, 1997 542 $ 20 (85) $(2,570) $355 $3,751 $(51) $1,505
==== ======= ====== ======= ==== ====== ==== ======
</TABLE>
See Notes to Financial Statements
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<PAGE> 6
CAMPBELL SOUP COMPANY CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(millions, except per share amounts)
(a) The financial statements reflect all adjustments which are, in the
opinion of management, necessary for a fair presentation of the results
for the indicated periods. All such adjustments are of a normal
recurring nature.
(b) Segment Information
The company operates in four business segments: Soup and Sauces,
Biscuits and Confectionery, Foodservice, and Specialty Foods. The
segments are managed as strategic units due to their distinct
manufacturing processes, marketing strategies and distribution channels.
The Soup and Sauces segment includes the worldwide soup businesses,
Prego spaghetti sauces, Pace Mexican sauces, Franco-American pasta,
Swanson broths, and the V8 beverage businesses. The Biscuits and
Confectionery segment includes the Godiva Chocolatier, Pepperidge Farm,
Arnotts Limited and Delacre businesses. Foodservice represents the
distribution of products, including Campbell's Soups and Campbell's
Specialty Kitchen entrees, to the food service and meal replacement
markets. The Specialty Foods segment is comprised of Swanson frozen
foods, Vlasic pickles and certain European and Argentine specialty foods
businesses. On September 9, 1997, the company announced its intention to
spin off the Specialty Foods segment.
Accounting policies for measuring segment assets and earnings before
interest and taxes are substantially consistent with those described
in the summary of significant accounting policies included in the
fiscal 1997 Annual Report. The company evaluates segment performance
based on earnings before interest and taxes, excluding certain
non-recurring charges. Foodservice products are principally produced
by the tangible assets of the company's other segments. Accordingly,
tangible assets have not been allocated to the Foodservice segment.
Depreciation and amortization is allocated to Foodservice based on
budgeted production hours. Transfers between segments are recorded at
cost plus mark-up or at market.
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<PAGE> 7
November 2, 1997
<TABLE>
<CAPTION>
Corporate
Soup and Biscuits and Food- Specialty and
Sauces Confectionery service Foods Other(1) Eliminations(2) Total
------ ------------- ------- ----- ------ --------------- ------
<S> <C> <C> <C> <C> <C> <C> <C>
Net sales $1,214 408 107 323 102 (34) $2,120
Earnings before $ 370 58 16 27 1 (21) $ 451
Interest and Taxes
Depreciation and $ 36 22 3 11 4 4 $ 80
Amortization
Capital Expenditures $ 20 17 - 11 5 2 $ 55
Segment Assets $3,268 1,565 95 942 388 562 $6,820
</TABLE>
October 27, 1996
<TABLE>
<CAPTION>
Corporate
Soup and Biscuits and Food- Specialty and
Sauces Confectionery service Foods Other(1) Eliminations(2) Total
------ ------------- ------- ----- -------- --------------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Net sales $1,105 402 105 335 $ 136 (31) $2,052
Earnings before $ 197 (1) 14 15 (14) (22) $ 189
Interest and Taxes(3)
Depreciation and $ 33 23 2 10 6 5 $ 79
Amortization
Capital Expenditures $ 18 25 - 16 3 7 $ 69
Segment Assets(4) $3,013 1,523 78 888 392 565 $6,459
</TABLE>
- --------
(1) Represents financial information of certain prepared convenience
food businesses not categorized as reportable segments.
(2) Represents elimination of intersegment sales, unallocated corporate
expenses, and unallocated assets, including corporate offices, deferred taxes
and pension accounts.
(3) Contributions to earnings before interest and taxes by segment include the
effects of a first quarter fiscal 1997 restructuring charge of $216 as follows:
Soup and Sauces - $134, Biscuits and Confectionery - $53, Specialty Foods - $13
and Other - $16.
(4) Segment assets reported as of the fiscal year ended August 3, 1997.
-7-
<PAGE> 8
(c) Net earnings per share are based on the weighted average shares
outstanding during the applicable periods. The potential dilution from
the exercise of stock options is not material.
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No.128 (SFAS 128) --
"Earnings per Share." The standard requires new earnings per share
calculations and dual presentation of "basic" and "diluted" earnings per
share. The company will adopt SFAS 128 in the second quarter of 1998.
Basic earnings per share will approximate earnings per share as
currently reported and diluted earnings per share will give effect to
the issuance of stock options. The adoption of SFAS 128 is not expected
to have material effect on the company's earnings per share.
(d) Inventories
<TABLE>
<CAPTION>
NOVEMBER August
2, 1997 3, 1997
---- ----
<S> <C> <C>
Raw materials, containers and supplies $289 $300
Finished products 545 471
---- ----
834 771
Less - Adjustment of certain inventories
to LIFO basis 8 9
---- ----
$826 $762
==== ====
</TABLE>
(e) Restructuring Program
A special charge of $216 ($160 after tax or $.32 per share) was recorded
in the first quarter of fiscal 1997 to cover the costs of a
restructuring program. The restructuring program was designed to improve
operational efficiency by reconfiguring or closing various plants,
reducing approximately 2,100 administrative and operational positions
from the worldwide workforce and divesting non-strategic businesses with
sales of approximately $275.
The restructuring charge included approximately $113 in cash charges
primarily related to severance and employee benefit costs. The balance
of the restructuring charge related to non-cash charges for the
write-down of plant assets and estimated losses on the disposition of
plant assets and business divestitures. The program is now substantially
completed.
Since the program was approved, certain modifications were made to the
components which resulted in revision to the activity. The overall
expected cost of the restructuring program has not changed and there
have been no material adjustments to the liability. A summary of the
original reserves and activity through November 2, 1997 follows:
-8-
<PAGE> 9
<TABLE>
<CAPTION>
Balance BALANCE
Original August NOVEMBER
Reserves Activity 3, 1997 Activity 2, 1997
-------- -------- ------- -------- -------
<S> <C> <C> <C> <C> <C>
Loss on asset dispositions and
divestitures $108 $ (35) $ 73 $(58) $15
Severance and benefits 93 (58) 35 (24) 11
Other 15 (7) 8 (1) 7
---- ----- ---- ---- ---
Total $216 $(100) $116 $(83) $33
==== ===== ==== ==== ===
</TABLE>
(f) In September 1997, the company announced its intention to spin off its
Specialty Foods segment to its shareowners as an independent
publicly-held company. The new company will include Swanson frozen
foods, Vlasic pickles, and certain European and Argentine specialty
foods businesses. The company expects to complete the spinoff in the
third quarter of fiscal 1998, subject to various regulatory approvals,
the receipt of a ruling from the Internal Revenue Service that the
spinoff will be a tax-free transaction to shareowners, and final
approval from the company's Board of Directors.
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<PAGE> 10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
CAMPBELL SOUP COMPANY
RESULTS OF OPERATIONS
OVERVIEW
Campbell achieved record net sales and earnings for the first quarter ended
November 2, 1997. Comparability in net earnings and earnings per share with last
year is impacted by the first quarter fiscal 1997 special charge of $216 million
($160 million after-tax or $.32 per share) to cover the costs of a restructuring
program. Excluding the special charge, net earnings increased 8% and earnings
per share increased 16% compared to last year.
SALES
Sales in the quarter increased 3% to $2.12 billion from $2.05 billion last year.
The growth was due to a 3% increase from volume and new products, 2% from higher
selling prices, 2% from acquisitions, offset by a 4% decline due to currency and
divestitures. Overall, net sales from ongoing businesses increased 5% in the
quarter.
An analysis of net sales by segment follows:
<TABLE>
<CAPTION>
(millions) 1998 1997 % CHANGE
------- ------- ---
<S> <C> <C> <C>
Soup and Sauces $ 1,214 $ 1,105 10%
Biscuits and Confectionery 408 402 2
Foodservice 107 105 2
------- ------- ---
Subtotal 1,729 1,612 7
Specialty Foods 323 335 (4)
Other 102 136 (25)
Interdivision (34) (31) -
------- ------- ---
$ 2,120 $ 2,052 3%
======= ======= ===
</TABLE>
Soup and Sauces sales were up significantly due to worldwide wet soup unit
volume growth of 6%. U.S. soup unit volume increased 2% led by double-digit
sales growth in ready-to-serve soups including Home Cookin' soups, Joseph A.
Campbell premium soups in glass jars and Campbell's Chunky soups. In addition,
strong volume gains were achieved in Canada, Germany, Japan and the United
Kingdom. In beverages, the new V8 Splash juices, introduced in May, continued to
build on their early success.
-10-
<PAGE> 11
Biscuits and Confectionery posted a moderate increase in sales compared to first
quarter 1997. This increase was led by Pepperidge Farm Goldfish crackers, Milano
cookies and Swirl breads. Godiva Chocolatier contributed double-digit sales
growth through continued gains in existing retail and department stores. Arnotts
Limited and Delacre sales lagged versus last year.
The increase in Foodservice sales was driven by Prego frozen entrees and a
strong performance in Canada.
Specialty Foods sales declined due to continued competitive difficulties in the
German specialty foods distribution business and softness in the pickle
category.
GROSS MARGIN
Gross margin, defined as net sales less cost of products sold, increased $76
million in the quarter. As a percent of sales, gross margin was 47.9% compared
to 45.8% last year. The improvement was primarily due to continued productivity
gains in manufacturing facilities and higher selling prices.
MARKETING AND SELLING EXPENSES
Marketing and selling expenses as a percent of sales increased to 20.1% from
19.3% last year. The increase is attributable to a 20% increase in advertising
spending including a 30% increase in worldwide wet soup advertising.
ADMINISTRATIVE EXPENSES
Administrative expenses increased as a percent of sales to 4.5% from 4.0% last
year. The increase is attributable to external consulting services in
connection with the company's strategic growth plan and information technology
costs incurred to address the Year 2000 issue.
Other expenses declined as compared to last year. In the first quarter fiscal
1997, a significant increase in the Campbell's share price resulted in
recognition of additional expense under the company's long-term incentive plan
obligations.
OPERATING EARNINGS
The increase in operating earnings from the prior year is due in part to the
first quarter fiscal 1997 special charge of $216 million. Excluding the special
charge, operating earnings increased 11% compared to last year.
An analysis of operating earnings by segment follows:
-11-
<PAGE> 12
<TABLE>
<CAPTION>
(millions) 1998 1997
----- -----
<S> <C> <C>
Soup and Sauces $ 370 $ 197
Biscuits and Confectionery 58 (1)
Foodservice 16 14
----- -----
Subtotal 444 210
Specialty Foods 27 15
Other 1 (14)
----- -----
$ 472 $ 211
Corporate (21) (22)
----- -----
$ 451 $ 189
===== =====
</TABLE>
Contributions to earnings by segment included the effect of a first
quarter fiscal 1997 restructuring charge as follows: Soup and Sauces
$134 million, Biscuits and Confectionery $53, Specialty Foods $13
million and Other $16 million.
Soup and Sauces earnings, excluding the special charge, were up 12% due to sales
growth and volume increases in Campbell's ready-to-serve soups including Home
Cookin', Joseph A. Campbell and Chunky soups. In addition, Swanson broths
reported double-digit earnings growth and our core businesses in the United
Kingdom, Germany and Mexico delivered strong earnings performances.
Biscuits and Confectionery earnings, excluding the special charge, increased 12%
led by double-digit earnings growth at Pepperidge Farm and Godiva. Pepperidge
Farm's Swirl and frozen breads delivered outstanding earnings performance and
Godiva posted record earnings as a result of strong performance by existing
retail businesses.
Foodservice earnings, excluding the special charge, increased 9% due to strong
Prego frozen entree sales in traditional U.S. food service channels.
Specialty Foods earnings, excluding the special charge, declined 4% due to
higher cattle prices in Argentina and continued competitive difficulties in the
German specialty foods distribution business.
-12-
<PAGE> 13
NONOPERATING ITEMS
Interest expense increased 48.3% primarily due to financing costs associated
with the company's share repurchase program.
The effective tax rate was 34.5% compared to 45% last year. Excluding the
special charge, the effective tax rate in the first quarter of fiscal 1997 was
34%.
SPECIAL CHARGE
A special charge of $216 million ($160 million after-tax or $.32 per share) was
recorded in the first quarter of fiscal 1997 to cover the costs of a
restructuring program. The restructuring program was designed to improve
operational efficiency by reconfiguring or closing various plants, reducing
administrative and operational staff functions and divesting non-strategic,
under-performing businesses with sales of approximately $275 million. The
program included the elimination of approximately 2,100 administrative and
operational positions from the company's worldwide workforce.
The restructuring charge included approximately $113 million in cash charges
primarily related to severance and employee benefits. The balance of the charge
related to non-cash charges for estimated losses on the disposition of assets
and business divestitures. The program is now substantially completed. The
restructuring program is expected to generate approximately $200 million in
savings from reductions in employee salaries and benefits, plant overhead,
depreciation and amortization. See Note (e) of the Notes to Financial
Statements for further discussion of the restructuring program and the related
activity analysis.
LIQUIDITY AND CAPITAL RESOURCES
The company generated cash from operations of $95 million compared to $167
million last year. The decrease is principally due to changes in working
capital, including an increase in accounts receivable due to the increase in net
sales, and a reduction in accrued liabilities due to spending on the
restructuring program.
Capital expenditures were $55 million, a decline from $69 million last year. The
company continues to aggressively manage its capital outlays and expects total
expenditures to approximate $375 million in fiscal 1998.
The company repurchased 2.4 million shares in the quarter versus 27.6 million
last year. The first quarter fiscal 1997 included a "Dutch auction" tender offer
in which the company repurchased 27 million shares at a cost of approximately
$1.1 billion.
-13-
<PAGE> 14
RECENT DEVELOPMENTS
In September 1997, the company agreed to finance a proposal by Arnotts Limited
to acquire its outstanding ordinary shares held by minority shareholders. The
company has secured all shareholder and regulatory approvals and expects to
complete the transaction in December 1997. The estimated costs of the
transaction are expected to be approximately $300 million.
On December 2, 1997, the company issued $300 million 6.15% notes due December 1,
2002. This issuance was the second drawdown on the company's $1 billion shelf
registration. At December 2, 1997, $400 million remains available under the
shelf registration.
In December 1997, the company acquired the Liebig soup business in France from
Danone S.A. for approximately $170 million. With this acquisition, the company
now has growth platforms in the four leading commercial soup markets outside the
U.S.
In the second quarter of fiscal 1998, the company will adopt the provisions of
Emerging Issues Task Force Bulletin 97-13 (EITF 97-13) - Accounting for Costs
Incurred in Connection with a Consulting Contract That Combines Business Process
Reengineering and Information Technology Transformation. The provisions of EITF
97-13 require that companies that previously capitalized business process
reengineering costs incurred in connection with an overall information
technology project write-off the unamortized balance of the costs as a
cumulative effect of a change in accounting principle. The company is in the
process of analyzing the impact of the provisions EITF 97-13.
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 130 (SFAS 130), "Reporting Comprehensive
Income." This statement establishes standards for the reporting and display of
comprehensive income. The provisions of the statement are effective for fiscal
years beginning after December 15, 1997.
FORWARD LOOKING INFORMATION
From time to time, in written reports, including the fiscal 1997 Annual Report,
and oral statements, we discuss our expectations regarding future performance
of the company. These "forward-looking statements" are based on currently
available competitive, financial and economic data and our operating plans.
They are inherently uncertain, and investors must recognize that actual results
could differ materially from those expressed or implied in the forward-looking
statements. In addition, as discussed in the Management's Discussion and
Analysis:
o The forecasted savings related to the company's restructuring program
assumed that facilities are vacated and employees are terminated within the
time frames used to develop the estimates.
o The completion of the company's divestiture program in fiscal 1998 depends
on our ability to find buyers to purchase these businesses at prices we
consider appropriate.
-14-
<PAGE> 15
PART II
ITEM 1. LEGAL PROCEEDINGS
In management's opinion, there are no pending claims or litigation, the outcome
of which would have a material effect on the consolidated financial position of
the company.
As previously reported, in October 1995, the United States of America filed a
complaint against the company at the request of the Environmental Protection
Agency ("EPA") in the United States Court for the Eastern District of
California for alleged violations of the Clean Air Act relating to the
company's can-making operations at its Sacramento, CA facility. In August 1997,
the United States of America, at the request of the EPA, filed a second
complaint in the same jurisdiction for alleged violations of the Clean Air Act
also relating to the company's can-making operations at its Sacramento, CA
facility. Both suits seek monetary and injunctive relief. The company is
disputing these alleged violations.
Also, the Sacramento Metropolitan Air Quality Management District (District)
issued Notices of Violations, between June 1996 and March 1997, alleging
violations of the District rules relating to air emissions from the can-making
facility at the Sacramento plant. In October 1997, the company settled this
matter, without admitting liability.
As previously reported, the company also received a complaint from the EPA
relating to wastewater discharge from the company's can-making operations at
its Sacramento, CA facility. The company has accepted the EPA's proposal to
settle these administrative claims, without admitting liability.
The company has also been named as a potentially responsible party in a number
of proceedings brought under the Comprehensive Environmental Response,
Compensation and Liability Act, commonly known as Superfund. Although the impact
of these proceedings cannot be predicted at this time due to the large number of
other potentially responsible parties and the speculative nature of clean-up
cost estimates, the ultimate disposition is not expected to have a material
effect on the company's consolidated financial position or results of
operations.
ITEM 5. CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
This report contains certain forward-looking statements which are based on
management's current views and assumptions regarding future events and financial
performance. These statements are qualified by reference to the section
"Cautionary Statement on Forward-Looking Statements" in Item 1 of the
registrant's Annual Report on Form 10-K for the fiscal year ended August 3,
1997. See Item 1 for a description of important factors that could impact the
company's strategic growth plan goals and cause actual results to differ
materially from those expressed or implied in the forward-looking statements.
-15-
<PAGE> 16
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
No.
3(ii)Campbell Soup Company's By-Laws, effective November 21, 1996.
4 There is no instrument with respect to long-term debt of the company
that involves indebtedness or securities authorized thereunder
exceeding 10 percent of the total assets of the company and its
subsidiaries on a consolidated basis. The company agrees to file a
copy of any instrument or agreement defining the rights of holders of
long-term debt of the company upon request of the Securities and
Exchange Commission (the "SEC").
27 Financial Data Schedule.
b. Reports on Form 8-K
(1) A Form 8-K containing a copy of the press releases announcing the
company's intention to spin-off its Specialty Foods segment was filed
with the SEC on September 9, 1997.
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.
CAMPBELL SOUP COMPANY
Date: December 17, 1997 By: /s/BASIL ANDERSON
------------------
Basil Anderson
Executive Vice President and
Chief Financial Officer
-16-
<PAGE> 17
INDEX TO EXHIBITS
Exhibit Number
27 Financial Data Schedule
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-02-1998
<PERIOD-START> AUG-04-1997
<PERIOD-END> NOV-02-1997
<CASH> 56
<SECURITIES> 0
<RECEIVABLES> 970
<ALLOWANCES> 46
<INVENTORY> 826
<CURRENT-ASSETS> 1,964
<PP&E> 4,479
<DEPRECIATION> 1,947
<TOTAL-ASSETS> 6,820
<CURRENT-LIABILITIES> 3,276
<BONDS> 1,152
0
0
<COMMON> 20
<OTHER-SE> 1,485
<TOTAL-LIABILITY-AND-EQUITY> 6,820
<SALES> 2,120
<TOTAL-REVENUES> 2,120
<CGS> 1,104
<TOTAL-COSTS> 1,104
<OTHER-EXPENSES> 445
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 46
<INCOME-PRETAX> 408
<INCOME-TAX> 141
<INCOME-CONTINUING> 267
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 267
<EPS-PRIMARY> .58
<EPS-DILUTED> .58
</TABLE>
