CONAGRA FOODS FILES THIRD-QUARTER 10-Q

     OMAHA, Neb., April 13, 2005 -- ConAgra Foods Inc. (NYSE: CAG), one of North
America's  leading packaged food companies,  today filed its third quarter 10-Q,
and in it restated  historical results to correct errors in previously  reported
amounts relating to income tax matters.

     The quarterly filing shows diluted earnings per share (EPS) for the quarter
ended February 27, 2005 of $0.32. The company previously  announced  preliminary
third  quarter  diluted  earnings  per share of $0.31.  The change  reflects the
impact of final adjustments to the company's tax expense for the third quarter.

     In its news release of March 24, the company estimated the increased income
tax  expense to be in the range of $150  million - $200  million  in  aggregate,
principally in fiscal years 2003-2004.  However, the 10-Q filed today quantifies
the net  increased  expense  related to tax matters from fiscal 2002 through the
first half of fiscal 2005 at  approximately  $105 million.  The most significant
errors  that  led  to the  restatement  were  in  the  areas  of  capital  loss
carry-forwards and foreign tax credits. Details including adjustments related to
periods  prior to fiscal 2002 are contained in the third quarter 10-Q filed with
the Securities and Exchange Commission today.

     The  company  expects  to file  restated  10-Qs for the  first  and  second
quarters  of  fiscal  2005 as soon  as  possible  -  those  10-Qs  will  provide
comparable prior-year  information.  The company also expects to file a restated
fiscal 2004 10-K as soon as possible,  which will contain  quarterly EPS amounts
for fiscal 2004 as well as fiscal 2003.

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