DEL MONTE FOODS CO
8-K, 1998-07-29
CANNED, FRUITS, VEG, PRESERVES, JAMS & JELLIES
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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): July 27, 1998

                      DEL MONTE FOODS COMPANY
- --------------------------------------------------------------------------
        (Exact Name of Registrant as Specified in Charter)


          Delaware               33-36374-01         13-3542950
- --------------------------------------------------------------------------
(State or Other Jurisdiction     (Commission        (IRS employer
      of Incorporation)          File Number)     Identification No.)


One Market, San Francisco, California                     94105
- --------------------------------------------------------------------------
(Address of principal executive offices)                (Zip Code)




Registrant's telephone number, including area code: (415) 247-3000
                                                   ----------------

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


<PAGE>


Item 5. Other Events.

           On July 27, 1998, Del Monte Foods Company (the
"Company") reported its financial results for the three and 12
months ended June 30, 1998. A copy of the press release issued by
the Company on July 27, 1998 is attached hereto as Exhibit 99 and
is incorporated by reference herein.

Item 7.  Financial Statements, Pro Forma Financial Information
         and Exhibits.

(c)   Exhibits.


      99    Press release issued by Del Monte Foods Company on
            July 27, 1998.


<PAGE>


                            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 hereunto duly
authorized.

Date: July 29, 1998

                              DEL MONTE FOODS COMPANY
                              (Registrant)


                              By: /s/ RICHARD G. WOLFORD
                                 -------------------------
                              Name: Richard G. Wolford
                              Title: Chief Executive Officer


<PAGE>


                           EXHIBIT INDEX




     99   Press release issued by Del Monte Foods Company on
          July 27, 1998.






                                                         Exhibit 99

                      DEL MONTE FOODS REPORTS
                    FISCAL Q4 AND 1998 RESULTS

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

           SAN FRANCISCO, CA, July 27, 1998 - Del Monte Foods
Company today reported its financial results for the three and 12
months ended June 30, 1998. Net income for the fourth quarter was
$5 million compared to a loss of $77 million for the same quarter
of fiscal 1997. Net income for the year ended June 30, 1998 was
$5 million compared to a loss of $58 million in 1997. Net income
for both years is affected by certain unusual or one-time costs
and expenses which are shown on the table below.

           During the fourth quarter of fiscal 1998, revenue
increased by $64 million to $345 million as a result of higher
sales of the Company's principal fruit and vegetable products,
and product sales of Contadina, which was acquired in December,
1997.

           Interest expense for the fourth quarter of fiscal 1998
was $19 million, an increase of $4 million, or 27%, from the
comparable prior year period due to higher debt levels resulting
from the April 1997 recapitalization and the Contadina
acquisition.

           Revenues for the 1998 fiscal year of $1,313 million
reflect a 7.9% increase over fiscal 1997. This increase was
driven by strong sales of the Company's principal fruit and
vegetable products, the successful introduction of new products,
expanded distribution into club stores, and the Contadina
acquisition.

           Interest expense for fiscal 1998 was $77 million, an
increase of $25 million, or 48%, over fiscal 1997 due to higher
debt levels resulting from the recapitalization and the Contadina
acquisition.

           Del Monte Foods Company, a branded marketer of premium
quality, nutritious food products, is the largest producer and
distributor of canned fruits, vegetables and tomatoes in the
United States. Its principal brands include Del Monte and
Contadina. In the United States, the Company employs 2,550 full
time employees and 10,900 additional seasonal workers in 15
production facilities in California, the Midwest, Washington and
Texas, as well as six distribution centers. The Company is not an
affiliate of Fresh Del Monte Produce Inc.


<PAGE>


                      Del Monte Foods Company
                       (Dollars in Millions)

                   Three Months Ended         Twelve Months Ended
                        June 30,                    June 30,

                   1998          1997           1998          1997
                   ----          ----           ----          ----
Net sales          $345          $281         $1,313        $1,217
Operating income     25             4             82            71
Interest expense     19            15             77            52
Net income            5           (77)             5           (58)


Net income for both years is affected by certain unusual or
one-time costs and expenses which are shown below:

                               Fiscal 1998            Fiscal 1997
                               -----------            -----------
                              Q4      Annual         Q4      Annual
                              --      ------         --      ------
Contadina inventory
  step-up                      1          3         ---        ---
Contadina acquisition
  costs                      ---          7         ---        ---
Plant consolidation
  charges                      3          3         ---        ---
Severance                    ---          7         ---        ---
Recapitalization costs       ---        ---          85         85
                          ------     ------      ------     ------
Total                          4         20          85         85





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