Q1 FY05 Question & Answer
September 22, 2004


1.       What were some examples of major brands in the Retail Products segment
         posting sales growth for the quarter?

         ACT II
         Armour
         Banquet
         Blue Bonnet
         Butterball
         Chef Boyardee
         Cook's
         DAVID
         Eckrich
         Egg Beaters
         Hebrew National
         Hunt's
         Kid Cuisine
         Manwich
         Marie Callender's
         PAM
         Parkay
         Peter Pan
         Reddi-wip
         Swiss Miss
         Wesson


2.       What were some examples of major brands in the Retail Products segment
         posting sales declines for the quarter?

         Healthy Choice
         Slim Jim
         Snack Pack


3.       What were unit volume changes for the quarter in the Retail and
         Foodservice segments?

         Retail volume increased 8%.

         Foodservice volume was flat; excluding volume in last year's results
         from businesses that have since been divested, foodservice volume
         increased approximately 1% year-over-year.

4.       Does the company have any estimate for the impact of increased input
         costs during the quarter?

         The company estimates that within its Retail Products segment,
         operating profit reflects approximately $45 million of increased
         product costs - principally input costs - which were not recovered with
         price increases.


5.       How much was total Depreciation and Amortization (all types) from
         continuing operations for the quarter?

         Approximately $89 million (vs. $85 million in Q1 2004).

                  $88 million of depreciation (vs. $84 million in Q1 2004)
                  $1 million of other amort. (vs. $1 million in Q1 2004)


6.       How much were Capital Expenditures from continuing operations for the
         quarter?

         Approximately $105 million (vs. $71 million in Q1 2004), reflecting
         increased investment in information systems.


7.       What was the net interest expense for the quarter?

         $73 million.


8.       What is included in the company's net debt at the end of the quarter
         (in millions)?

                                          Q1 FY05          Q1 FY04
         Total Debt*                      $5,677           $6,114
         Less: Cash On Hand               $  370           $  722
                                          -------          --------
                           Total          $5,307           $5,392

         * Total debt = short-term debt, long-term debt, and subordinated debt
         (includes preferred securities in the prior year total).


9.       What was Corporate Expense for the quarter?

         Approximately $67 million (vs. approximately $92 million in Q1 2004).
         The main factor in the reduction in corporate expense is a $22 million
         legal settlement in the prior year amounts.


10.      How much did the company pay in dividends during the quarter?

         $135 million.


11.      What was the weighted average number of diluted shares outstanding for
         the quarter?

         521 million shares.


12.      What was the approximate effective tax rate for the first quarter
         (rounded)?

         38%.


13.      What were the gross margins and operating margins this quarter ($
         amounts in millions, rounded)?

         Gross Margin = Gross Profit* divided by Net Sales
         Gross Margin = $688/$3,496 = 19.7%

         Operating Margin = Segment Operating Profit** divided by Net Sales
         Operating Margin = $341/$3,496 = 9.7%

         * Gross Profit = Net Sales minus Costs of Goods Sold
         ($3,496 - $2,807 = $688)

         **See first quarter segment operating results for a reconciliation of
         operating profit to income from continuing operations. Income from
         continuing operations before income taxes and cumulative effect of
         changes in accounting divided by Net Sales = $214/$3,496 = 6.1%.


14.      Why are accounts receivable higher than last year?

         Last year the company sold through securitization programs
         approximately $420 million of accounts receivable. With the company's
         strong cash position, the company has elected not to draw from its
         asset securitization program, and as a result, the accounts receivable
         balance is currently higher than it was last year.


15.      What was the trade working capital position at quarter end, excluding
         amounts for discontinued operations?

         Trade working capital is defined as the net position of Accounts
         Receivable plus Inventory less Current Operating Liabilities (Accounts
         Payable, Accrued Expenses, and Advances on Sales).

                                          Q1 FY05           Q1 FY04
         Accounts Receivable*              $1,350            $  808
         Inventory                         $2,640            $2,543
         Less: Accounts Payable            $  874            $  849
         Less: Accrued Expenses            $1,423            $1,559
         Less: Advances on Sales           $  103            $  113
                                          --------          -------
                  Net Position             $1,590            $  830

         * Please note question 14 regarding higher accounts receivable balance.


16.      What is the preliminary estimate of the effective tax rate for fiscal
         2005?

         Approximately 38%.


17.      What are projected Capital Expenditures for fiscal 2005?

         Approximately $475 million, reflecting increased investment in
         information systems and the logistics network.


18.      What is the expected net interest expense for fiscal 2005?

         Approximately $315 million.


19.      The first quarter of fiscal 2005 reflected $0.02 per share of expense
         related to implementing cost savings initiatives. Does the company have
         any additional comments on the initiatives?

          o    The company expects $0.01 per share of additional  expense in the
               second  quarter  resulting  in a total of $0.03 per share for the
               full fiscal year of 2005.
          o    As part of efforts  to  improve  the  company's  cost  structure,
               margins,  and  competitive  position,  the  company is  currently
               implementing a series of  initiatives  that will better align and
               utilize the company's collective resources.
          o    The  initiatives  were  started in the  second  quarter of fiscal
               2004,  and have  continued  into fiscal 2005.  These  initiatives
               include:
               >>   Elimination of duplicative costs and overhead;
               >>   Consolidation of selected plants and support functions;
               >>   Efforts to streamline and improve our ability to do business
                    with our customers, distributors and brokers; and
               >>   Realignment of business organizations.
          o    These  initiatives  are  expected  to be more than offset by cost
               savings in the future.


20.      During the quarter, did the company receive any proceeds related to
         the previous divestitures?

         During the quarter, the company collected approximately $60 million of
         receivables related to the divestiture of United Agri Products; no gain
         or loss resulted from this collection.


21.      What does the company plan to do with the $300 million of 7.4%
         subordinated debt due September 2004?

         The company repaid the debt on September 15th.