UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended August 28, 1994
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 1-7275
___________________________________________
CONAGRA, INC.
__________________________________________________________________
(Exact name of registrant, as specified in charter)
Delaware 47-0248710
__________________________________________________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One ConAgra Drive, Omaha, Nebraska 68102-5001
__________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
(402) 595-4000
__________________________________________________________________
(Registrant's telephone number, including area code)
NA
__________________________________________________________________
(Former name, former address and former fiscal year, if changed
since last report.)
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
_______ _______
Number of shares outstanding of issuer's common stock, as of
September 25, 1994 was 248,093,176.
PART I - FINANCIAL INFORMATION
CONAGRA, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Millions)
AUG 28, MAY 29, AUG 29,
1994 1994 1993
__________ __________ __________
ASSETS
Current assets:
Cash and cash equivalents $ 42.1 $ 166.4 $ 76.8
Receivables, less allowance for
doubtful accounts of $67.0, $55.9
and $55.2 2,407.1 1,589.6 2,129.5
Margin deposits and segregated
funds 344.8 286.0 230.1
Inventory:
Hedged commodities 716.5 723.4 708.3
Other 2,465.2 2,161.0 2,286.8
__________ __________ __________
Total inventory 3,181.7 2,884.4 2,995.1
Prepaid expenses 239.3 216.9 199.1
__________ __________ __________
Total current assets 6,215.0 5,143.3 5,630.6
__________ __________ __________
Other assets:
Investments in affiliates 264.3 235.9 301.5
Sundry investments, deposits
and other noncurrent assets 134.6 129.9 132.0
__________ __________ __________
Total other assets 398.9 365.8 433.5
__________ __________ __________
Property, plant and equipment
at cost, less accumulated
depreciation of $1629.7, $1564.1
and $1387.7 2,695.7 2,586.3 2,374.8
Brands, trademarks and goodwill, at
cost less accumulated amortization 2,626.2 2,626.4 2,651.9
__________ __________ __________
$ 11,935.8 $ 10,721.8 $ 11,090.8
__________ __________ __________
__________ __________ __________
The accompanying notes are an integral part of the consolidated
financial statements.
CONAGRA, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Millions)
AUG 28, MAY 29, AUG 29,
1994 1994 1993
__________ __________ __________
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable $ 2,860.3 $ 419.0 $ 2,553.2
Current installments of
long-term debt 124.1 120.7 135.3
Accounts payable 1,031.4 1,610.5 946.3
Advances on sales 110.8 914.9 213.3
Payable to customers, clearing
associations, etc. 346.0 326.5 301.5
Other accrued liabilities 1,303.7 1,361.2 1,219.1
__________ __________ __________
Total current liabilities 5,776.3 4,752.8 5,368.7
__________ __________ __________
Senior long-term debt, excluding
current installments 1,423.9 1,440.8 1,381.0
Other noncurrent liabilities 1,065.1 1,079.7 1,140.0
Subordinated debt 766.0 766.0 766.0
Preferred securities of subsidiary
company 275.0 100.0 -
Preferred shares subject to
mandatory redemption 355.6 355.6 355.9
Common stockholders' equity:
Common stock of $5 par value,
authorized 1,200,000,000 shares,
issued 252,791,925, 252,726,783
and 252,373,488 1,264.0 1,263.6 1,261.9
Additional paid-in capital 426.7 338.0 251.1
Retained earnings 1,452.8 1,422.7 1,193.2
Foreign currency translation
adjustment (30.6) (33.1) (30.1)
Less treasury stock, at cost, common
shares 4,696,512, 4,531,676
and 676,588 (121.3) (117.2) (15.7)
__________ __________ __________
2,991.6 2,874.0 2,660.4
Less unearned restricted stock and
value of 21,544,551, 22,286,481 and
22,926,227 common shares held in EEF (717.7) (647.1) (581.2)
__________ __________ __________
Total common stockholders' equity 2,273.9 2,226.9 2,079.2
__________ __________ __________
$ 11,935.8 $ 10,721.8 $ 11,090.8
__________ __________ __________
__________ __________ __________
The accompanying notes are an integral part of the consolidated
financial statements.
CONAGRA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Dollars and shares in millions except per share amounts)
THIRTEEN WEEKS ENDED
AUG 28, AUG 29,
1994 1993
__________ __________
Net sales $ 6,245.9 $ 5,687.4
__________ __________
Costs and expenses:
Cost of goods sold 5,506.8 5,029.7
Selling, administrative and
general expenses 545.1 489.7
Interest expense, net 68.7 62.4
__________ __________
6,120.6 5,581.8
__________ __________
Income before equity in earnings of
affiliates and income taxes 125.3 105.6
Equity in earnings of affiliates 2.7 5.1
__________ __________
Income before income taxes 128.0 110.7
Income taxes 51.2 43.1
__________ __________
Net income 76.8 67.6
Less preferred dividends 6.0 6.0
__________ __________
Net income available for common stock $ 70.8 $ 61.6
__________ __________
__________ __________
Earnings per common and common
equivalent share $ 0.31 $ 0.27
__________ __________
__________ __________
Weighted average number of common
and common equivalent shares
outstanding 228.6 230.1
__________ __________
__________ __________
Cash dividends declared per common
share $ 0.180 $ 0.155
__________ __________
__________ __________
The accompanying notes are an integral part of the
consolidated financial statements.
CONAGRA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Millions)
THIRTEEN WEEKS ENDED
AUG 28, AUG 29,
Decrease in Cash and Cash Equivalents 1994 1993
__________ __________
Cash flows from operating activities:
Net income $ 76.8 $ 67.6
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and other amortization 77.9 74.6
Goodwill amortization 17.1 18.1
Provision for losses on accounts receivable 12.0 9.4
Undistributed earnings of affiliates (2.7) (5.1)
Issuance of common stock in connection with
management incentive plans 7.6 2.6
Other noncash items, primarily interest 0.5 0.7
Change in assets and liabilities before
effects from business acquisitions:
Accounts receivable (930.1) (875.8)
Inventory (261.4) (555.9)
Prepaid expenses (15.0) (20.0)
Accounts payable and other liabilities (1,458.9) (941.6)
Interest and income taxes 13.8 58.9
__________ __________
Net cash flows from operating activities (2,462.4) (2,166.5)
__________ __________
Cash flows from investing activities:
Sale of property, plant and equipment 1.9 4.0
Additions to property, plant and equipment (76.6) (61.8)
(Increase)decrease in investment in affiliates (22.8) 1.8
Payment for business acquisitions (163.0) -
Decrease in notes receivable-Monfort Finance
Company 64.8 118.3
Other items (9.1) (4.7)
__________ __________
Net cash flows from investing activities (204.8) 57.6
__________ __________
Cash flows from financing activities:
Net short term borrowings 2,441.3 1,983.0
Proceeds from exercise of employee stock
options 5.4 2.0
Cash dividends paid (46.6) (41.3)
Repayment of long-term debt (14.0) (17.5)
Issuance of preferred securities of
a subsidiary company 175.0 -
Employee Equity Fund stock transactions 1.0 8.9
Other items, primarily reduction of other
noncurrent liabilities (19.2) (6.4)
__________ __________
Net cash flows from financing activities 2,542.9 1,928.7
__________ __________
Net decrease in cash & cash equivalents (124.3) (180.2)
Cash and cash equivalents at beginning of year 166.4 257.0
__________ __________
Cash and cash equivalents at end of period $ 42.1 $ 76.8
__________ __________
__________ __________
The accompanying notes are an integral part of the
consolidated financial statements.
CONAGRA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
AUGUST 28, 1994
(1) The information furnished herein relating to interim
periods has not been examined by independent Certified
Public Accountants. In the opinion of management, all
adjustments necessary for a fair statement of the
results for the periods covered have been included.
All such adjustments are of a normal recurring nature.
The accounting policies followed by the Company, and
additional footnotes, are set forth in the financial
statements included in the Company's 1994 annual
report, which report was incorporated by reference in
Form 10-K for the fiscal year ended May 29, 1994.
(2) The composition of inventories is as follows (in
millions):
AUG 28, MAY 29, AUG 29,
1994 1994 1993
________ ________ ________
Hedged commodities $ 716.5 $ 723.4 $ 708.3
Food products and livestock 1,386.0 1,260.7 1,276.2
Agricultural chemicals,
fertilizer and feed 499.8 322.6 422.1
Retail merchandise 176.0 176.0 172.5
Other, principally
ingredients and supplies 403.4 401.7 416.0
________ ________ ________
$ 3,181.7 $ 2,884.4 $ 2,995.1
________ ________ ________
________ ________ ________
(3) On August 1, 1994, the Company purchased the frozen
foods business of Universal Foods Corporation for
approximately $163 million in cash. Universal Foods
Frozen Foods Division, known in the marketplace as
Universal Frozen Foods, produces frozen potato products
for U.S. and international markets. Headquartered in
Boise, Idaho, the division operates processing
facilities in Idaho, Oregon and Washington, employing
about 2,000 people. Division sales in the September
1993 fiscal year were $268 million. The following
summary, prepared on a proforma basis, combines the
consolidated results of continuing operations for the
Company with those of Universal Frozen Foods noted above
as if it had been acquired as of the beginning of the
periods presented (in millions, except per share
amounts).
THIRTEEN
WEEKS ENDED
AUG 28, AUG 29,
1994 1993
________ ________
Net sales $ 6,295.6 $ 5,757.2
Net income 76.1 68.7
Earnings per common and common
equivalent share 0.31 0.27
Proforma information does not purport to be indicative
of the results that actually would have been obtained
if the combined operations had been conducted during
the periods presented and is not intended to be a
projection of future results.
(4) At August 28, 1994, the Company had equity interests
in Saprogal (100%), Sapropor (95%) and Trident Seafoods
Corporation (50%). Prior to the second quarter of
fiscal 1994, the Company's 50% interest in Australia
Meat Holdings Pty. Ltd. (AMH), an Australian beef
processor, was stated at equity. During the second
quarter of fiscal 1994, the ownership interest in AMH
was increased to approximately 91% and the accounts of
AMH have been consolidated.
The summary financial information of these companies and
certain other individually insignificant businesses, at
and for each of the periods presented, is set forth
below and includes amounts since date of acquisition of
each respective equity interest:
AUG 28, MAY 29, AUG 29,
1994 1994 1993
________ ________ ________
Current assets $ 579.5 $ 390.9 $ 682.2
Noncurrent assets 621.6 463.5 600.6
________ ________ ________
Total assets 1,201.1 854.4 1,282.8
________ ________ ________
Current liabilities 441.9 278.3 525.0
Noncurrent liabilities 233.5 197.3 266.2
________ ________ ________
Total liabilities 675.4 475.6 791.2
________ ________ ________
Net assets $ 525.7 $ 378.8 $ 491.6
________ ________ ________
________ ________ ________
ConAgra's investment $ 264.3 $ 235.9 $ 301.5
________ ________ ________
________ ________ ________
THIRTEEN
WEEKS ENDED
AUG 28, AUG 29,
1994 1993
________ ________
Net sales $ 553.6 $ 720.2
Net income 6.7 8.6
ConAgra's equity
in earnings 2.7 5.1
(5) Following is a condensed statement of common stockholders'
equity (in millions):
<TABLE>
<captions>
Unearned
Add'l Foreign Restricted
Common Paid-In Retained Curr Treasury & EEF
Stock Capital Earnings Trns Adj Stock Stock Total
_________ _________ _________ _________ _________ _________ _________
<S> <C> <C> <C> <C> <C> <C> <C>
Balance 5/29/94 $ 1,263.6 $ 338.0 $ 1,422.7 $ (33.1)$ (117.2)$ (647.1) $ 2,226.9
Shares issued in
connection with
employee stock
option and
incentive plans 0.3 (3.7) (4.1) 20.5 13.0
Shares issued in
connection with
acquisitions 0.1 0.3 0.4
Other share
activity
associated with
Employee Equity
Fund 92.1 (91.1) 1.0
Foreign currency
translation
adjustment 2.5 2.5
Cash dividends
declared (46.7) (46.7)
Net income 76.8 76.8
_________ _________ _________ _________ _________ _________ _________
Balance 8/28/94 $ 1,264.0 $ 426.7 $ 1,452.8 $ (30.6)$ (121.3)$ (717.7) $ 2,273.9
_________ _________ _________ _________ _________ _________ _________
_________ _________ _________ _________ _________ _________ _________
</TABLE>
(6) With respect to operations of the Company excluding
the transaction discussed below, there was no
litigation at August 28, 1994 which, in the opinion
of management, would have a material adverse effect on
the financial position of the Company.
On August 14, 1990, ConAgra acquired Beatrice Company.
The Beatrice businesses and its former subsidiaries
("Subsidiaries") are engaged in various litigation
proceedings incident to their respective businesses and
in various environmental and other matters. Beatrice
and various of its Subsidiaries have agreed to indemnify
divested businesses or the purchasers thereof for
various legal proceedings and tax matters. The federal
income tax returns of Beatrice and its predecessors for
the fiscal years ended 1985 through 1987 have been
audited by the Internal Revenue Service and a report has
been issued. The findings contained in the examining
agent's report have been timely protested and
negotiations with the Appellate Division of the Internal
Revenue Service are underway in an attempt to resolve
disputed items. Disputed items being negotiated with
the Appellate Division of the Internal Revenue Service
include proposed deficiencies relating to previously
filed carryback claims to fiscal years ended prior to
1985 (principally fiscal years ended 1982 through 1984).
Additionally, the federal income tax returns of Beatrice
and its consolidated Subsidiaries for the fiscal years
ended 1988 and 1989, have been audited by the Internal
Revenue Service and a report has been issued.
Management has timely protested the unagreed findings of
the examining agent's report and intends to negotiate
disputed items with the Appellate Division of the
Internal Revenue Service. Various state tax authorities
are also examining tax returns of Beatrice and its
predecessors for prior taxable years, including, in the
case of one state, years back to fiscal 1978. It is
expected that additional claims will be asserted for
additional taxes. It is not possible at this time to
determine the ultimate liabilities that may arise from
these matters which at any given point in time will be
at various stages of administrative and legal
proceedings and will aggregate hundreds of millions of
dollars. Substantial reserves for these matters have
been established and are reflected as liabilities on the
Subsidiaries' balance sheets. The liabilities include
accrued interest on the tax claims. After taking into
account liabilities that have been recorded and payments
made, management is of the opinion that the disposition
of the above matters will not have a material adverse
effect on ConAgra's financial condition, results of
operations or liquidity.
(7) Earnings per common and common equivalent share are
calculated on the basis of the weighted average
outstanding common shares and, when applicable, those
outstanding options which are dilutive and after giving
effect to the preferred stock dividend requirements.
Fully diluted earnings per share did not differ
significantly from primary earnings per share in any
period presented.
CONAGRA, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of
certain significant factors which have affected the
Company's financial condition and operating results for the
periods included in the accompanying consolidated condensed
financial statements. Results for the fiscal 1995 first
quarter are not necessarily indicative of results which may
be attained in the future.
FINANCIAL CONDITION
During the first quarter of fiscal 1995, the Company's
capital investment (working capital plus noncurrent
assets) increased $190.5 million. Working capital increased
$48.2 million and noncurrent assets increased $142.3 million.
The increase in working capital is primarily due to cash
flow from operations and the issuance of preferred
securities of a subsidiary company. The increase in
noncurrent assets is primarily due to the
acquisition of Universal Frozen Foods (See Note 3) and
normal additions to property, plant and equipment.
The Company's objective is that senior long-term debt
normally will not exceed 30 percent of total long-term
debt plus equity. At August 28, 1994, senior long-term
debt was 28 percent of total long-term debt plus equity
compared to 30 percent at May 29, 1994 and 30 percent at
August 29, 1993.
OPERATING RESULTS
A summary of the period to period increases(decreases) in
the principal components of operations is shown below
(dollars in millions, except per share amounts).
COMPARISON OF THE PERIODS ENDED
AUG. 28, 1994 & AUG. 29, 1993
THIRTEEN WEEKS
DOLLARS %
________________
Net sales 558.5 9.8
Cost of goods sold 477.1 9.5
Gross profit 81.4 12.4
Selling, administrative
and general expense 55.4 11.3
Interest expense, net 6.3 10.1
Income before equity in
earnings of affiliates and
income taxes 19.7 18.7
Equity in earnings of
affiliates (See Note 4) (2.4) (47.1)
Income before income taxes 17.3 15.6
Income taxes 8.1 18.8
Net income 9.2 13.6
Earnings per common and common
equivalent share 0.04 14.8
Approximately half of ConAgra's fiscal 1995 first quarter
net sales increase was accounted for by Australia Meat
Holdings (AMH). AMH was consolidated in ConAgra's results
for this year's first quarter, but was not consolidated when
ConAgra reported fiscal 1994 first quarter results a year
ago. Other sources of increased sales and expenses during
the first quarter included the crop protection chemical,
consumer frozen foods and potato products businesses.
In the Company's largest industry segment, Prepared Foods,
the meat products and branded grocery products businesses
contributed to an operating profit gain in fiscal 1995's
first quarter.
In Meat Products, operating improvements, good demand and
adequate raw material supplies generated better margins in
fresh beef and pork products. Branded packaged meat
earnings were about even with last year's first quarter
results, and earnings moved up in the cheese products
business. These gains were partially offset by AMH as the
beef industry in Australia is performing below a year ago.
In Grocery Products, the consumer frozen foods business
reported unit volume growth and an operating profit gain.
Unit volume growth also contributed to Hunt-Wesson's
operating profit gain in the first quarter.
Operating profit decreased in Diversified Products as
earnings growth in potato products and seafood was offset by
reduced earnings in other businesses. Operating profit was
down in chicken products, a business in the midst of
extensive restructuring to improve longer-term results.
The Company's Agri-Products and Trading and Processing
industry segments both registered operating profit increases
in the first quarter.
The Agri-Products profit gain reflects sales and earnings
growth in the crop protection chemicals and fertilizer
distribution business. In the Trading and Processing
segment, operating profit growth reflects gains in a
number of processing businesses, including specialty food
ingredients, the tortilla business and flour milling, as
well as feed ingredient merchandising. Earnings were down
in trading operations.
Operating profit is based on net sales less all
identifiable operating expenses and includes the related
equity in earnings of companies included on the basis of
the equity method of accounting. General corporate
expense, interest expense (except financial businesses)
and income taxes are excluded from segment operations.
For financial businesses, operating profit includes the
effect of interest, which is a large element of their
operating costs.
The Company increased its interest in AMH (see Note 4)
from 50 percent to approximately 91 percent at the end of
fiscal 1994's second quarter. Consolidating AMH's results
was the primary cause of the decrease in fiscal 1995's
first quarter equity in earnings of affiliates versus
fiscal 1994 when ConAgra's share of AMH's earnings was
included in equity in earnings of affiliates.
Lower equity in earnings of affiliates also was a cause of
the increase in ConAgra's first quarter effective tax rate
from 39 percent in fiscal 1994 to 40 percent in fiscal 1995.
Weighted average shares outstanding decreased in fiscal
1995's first quarter as a consequence of share repurchase
programs last year.
CONAGRA, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
ConAgra's annual meeting of stockholders was held on
September 22, 1994. The stockholders elected four directors to
serve three-year terms, ratified the appointment of Deloitte &
Touche to examine ConAgra's financial statements for the fiscal
year ending May 28, 1995, approved the ConAgra Executive Annual
Incentive Plan, and did not approve a stockholder proposal dealing
with executive compensation. Voting on these items was as follows:
1. ELECTION OF DIRECTORS.
FOR WITHHELD
Philip B. Fletcher 200,342,121 2,564,153
Robert A. Krane 200,244,201 2,662,073
Gerald Rauenhorst 198,593,751 4,312,523
Walter Scott, Jr. 200,338,777 2,567,497
2. RATIFICATION OF ACCOUNTANTS
FOR: 200,605,597
AGAINST: 929,867
ABSTAIN: 1,370,810
BROKER/NON-VOTES: -0-
3. APPROVAL OF EXECUTIVE ANNUAL INCENTIVE PLAN
FOR: 183,406,861
AGAINST: 15,763,730
ABSTAIN: 3,735,582
BROKER/NON-VOTES: 101
`4. STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION
FOR: 28,650,791
AGAINST: 151,202,477
ABSTAIN: 5,816,853
BROKER/NON-VOTES: 17,236,153
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(A) EXHIBITS.
12 - Statement regarding computation of ratio
of earnings to fixed charges, and ratio
of earnings to combined fixed charges and
preferred dividends.
27 - Financial Data Schedule.
(B) REPORTS ON FORM 8-K.
ConAgra did not file any reports on Form 8-K during
the fiscal quarter ended August 28, 1994.
CONAGRA, INC.
By: /s/ Stephen L. Key
________________________
Stephen L. Key
Executive Vice President and
Chief Financial Officer
By: /s/ Kenneth DiFonzo
_____________________________
Kenneth DiFonzo
Vice President, Controller
Dated this 11th day of October, 1994.<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE
12 - Statement regarding computation of ratio
of earnings to fixed charges, and ratio
of earnings to combined fixed charges
and preferred dividends.......................
EXHIBIT 12
CONAGRA, INC. AND SUBSIDIARIES
COMPUTATIONS OF RATIOS OF EARNINGS TO FIXED
CHARGES AND OF EARNINGS TO COMBINED FIXED
CHARGES & PREFERRED STOCK DIVIDENDS
($ IN MILLIONS)
Three
Months Ended
August 28,
1994
____________
Fixed charges:
Interest expense $ 75.2
Capitalized interest 0.5
Interest in cost of goods sold 2.8
One third of non-cancellable lease rent 10.7
------------
Total fixed charges (A) 89.2
Add preferred stock dividends of the company 9.8
------------
Total fixed charges and preferred stock
dividends (B) $ 99.0
============
Earnings:
Pretax income $ 128.0
Adjustment for unconsolidated subidiaries 1.3
------------
Pretax income of the Company as a whole 129.3
Add fixed charges 89.2
Less capitalized interest (0.5)
------------
Earnings and fixed charges (C) $ 218.0
============
Ratio of earnings to fixed charges (C/A) 2.4
Ratio of earnings to combined fixed charges
and preferred stock dividends (C/B) 2.2
EXHIBIT 12 (Continued)
For the purpose of computing the above ratio of earnings to fixed
charges, earnings consist of income before taxes and fixed charges.
Fixed charges, for the purpose of computing earnings are adjusted
to exclude interest capitalized. Fixed charges include interest on
both long and short term debt (whether said interest is expensed or
capitalized and including interest charged to cost of goods sold),
and a portion of noncancellable rental expense representative of the
interest factor. The ratio is computed using the amounts for ConAgr
as a whole, including its majority-owned subsidiaries, whether or
not consolidated, and its proportionate share of any 50% owned
subsidiaries, whether or not ConAgra guarantees obligations of
these subsidiaries.
For purposes of calculating the above ratio of earnings to
combined fixed charges and preferred dividends, preferred stock
dividend requirements (computed by increasing preferred stock
dividends to an amount representing the pre-tax earnings which
would be required to cover such dividend requirements) are
combined with fixed charges as described above, and the total is
divided into earnings as described above.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> may-28-1995
<PERIOD-END> aug-28-1994
<CASH> 42,100
<SECURITIES> 0
<RECEIVABLES> 2,474,100
<ALLOWANCES> 67,000
<INVENTORY> 3,181,700
<CURRENT-ASSETS> 6,215,000
<PP&E> 4,325,400
<DEPRECIATION> 1,629,700
<TOTAL-ASSETS> 11,935,800
<CURRENT-LIABILITIES> 5,776,300
<BONDS> 2,189,900
<COMMON> 1,264,000
355,600
275,000
<OTHER-SE> 1,009,900
<TOTAL-LIABILITY-AND-EQUITY> 11,935,800
<SALES> 6,245,900
<TOTAL-REVENUES> 6,245,900
<CGS> 5,506,800
<TOTAL-COSTS> 5,506,800
<OTHER-EXPENSES> 545,100
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 68,700
<INCOME-PRETAX> 128,000
<INCOME-TAX> 51,200
<INCOME-CONTINUING> 76,800
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 76,800
<EPS-PRIMARY> 0.31
<EPS-DILUTED> 0
</TABLE>
