HUDSON FOODS INC
8-K, 1997-09-08
POULTRY SLAUGHTERING AND PROCESSING
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

- -------------------------------------------------------------------------------


                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15 (D) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)            September 5, 1997

                               Hudson Foods, Inc.
             (Exact name of registrant as specified in its charter)

              DELAWARE                1-9050                71-0427616
    (State of other jurisdiction   (Commission             (IRS Employer
          of incorporation)        File Number)          Identification No.)

                    1225 Hudson Road, Rogers, Arkansas 72756
                    (Address of principal executive offices)

        Registrant's telephone number, including area code (501)636-1100

                                 Not Applicable
         (Former name or former address, if changed since last report.)

<PAGE>

Form 8-K

Item 5.  Other events.

See attached joint press release issued by Tyson Foods, Inc. and Hudson Foods,
Inc. on September 4, 1997.

<PAGE>

                               Joint Statement of
                    Tyson Foods, Inc. and Hudson Foods, Inc.

                            TYSON AND HUDSON TO MERGE

Springdale/Rogers, AR (September 4, 1997)--Leland Tollett, Chairman of the Board
and CEO of Tyson Foods, Inc.  (NASDAQ:TYSNA) and James "Red" Hudson, Chairman of
the  Board  of  Hudson  Foods,  Inc.  (NYSE:HFI)  announced  today  that the two
companies  have signed a definitive  agreement  under which the companies  would
merge in a cash and stock transaction.

Pursuant to the  agreement,  each share of Hudson common stock will be exchanged
for $8.40 in cash and 6/10 of a share of Tyson Foods, Inc. common stock.

"The decision to sell was not an easy one, or one that was made precipitously, "
said Mr. Hudson. "Tyson Foods has been our neighbor and friend for 25 years now.
They have made us a very  good  offer,  and the  Hudson  Foods  Board and I have
decided that it is in the best interest of our shareholders, associates, growers
and  customers to accept.  I look forward to a smooth  transition,  and a strong
company  resulting  from the merger that will be able to better serve our people
and customers."

"Hudson  Foods and Tyson are a perfect  fit if there  ever was one,"  said Mr.
Tollett.  "I have had great  respect  for Red Hudson and his  management  team
over  the  years.  I am  convinced  that  the  combined  strength  of our  two
companies  will  enable us to meet the  demands  and  expectations  of all our
customers,  shareholders,  growers and team members.  All these groups will be
the ultimate beneficiaries of this merger."

The transaction is subject to certain  conditions,  including the receipt of the
applicable regulatory  approvals,  as well as approval of the Hudson Foods, Inc.
shareholders.

For further  information,  contact Archie Schaffer  (501/290/7232)  or Mary Rush
(501/290-4351)  at Tyson  Foods,  and Becky  Triplett  (501/631-5274),  or David
Siemens, Analyst Contact (501/631-5123) at Hudson Foods.


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