CONAGRA FOODS

Q4 FY05 Question & Answer
June 30, 2005


1.   What were the company's earnings in fiscal 2005, excluding major items that
     impact comparability?

     Diluted EPS of $1.23  included  net $0.12 of expense from items that impact
     comparability (detailed in question 23).

2.   What were some  examples  of major  brands in the Retail  Products  segment
     posting sales growth on a comparable basis for the quarter?

         ACT II
         Banquet
         Blue Bonnet
         Chef Boyardee
         Cook's
         Eckrich
         Healthy Choice
         Hunt's
         Kid Cuisine
         Marie Callender's
         PAM
         Parkay
         Reddi-wip
         Snack Pack
         Swiss Miss

3.   What were some  examples  of major  brands in the Retail  Products  segment
     posting sales declines on a comparable basis for the quarter?

         Armour
         Butterball
         David's
         Egg Beaters
         Hebrew National
         LaChoy
         Manwich
         Peter Pan
         Slim Jim
         Van Camp's
         Wesson

4.   What were unit volume changes for the quarter on a comparable  basis in the
     Retail Products and Foodservice Products segments?

     Retail  Products  volume  increased  2%  and  Foodservice  Products  volume
     decreased 2%.

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

     Approximately $90 million (versus $90 million in Q4 2004).

          $89 million of depreciation (versus $89 million in Q4 2004)
          $1 million of other amortization (versus $1 million in Q4 2004)

6.   How  much  was  total   Depreciation  and  Amortization  (all  types)  from
     continuing operations for the fiscal year?

     Approximately $351 million (versus $345 million for fiscal 2004).

          $349 million of depreciation (versus $342 million for fiscal 2004)
          $2 million of other amortization (versus $3 million for fiscal 2004)

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

     Approximately $102 million (versus $109 million in Q4 2004).

8.   How much were  Capital  Expenditures  from  continuing  operations  for the
     fiscal year?

     Approximately  $453 million  (versus $349 million last year).  The increase
     over  last  year is due  principally  to  additional  investment  to update
     strategic information systems for the future.

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

     $68 million.

10.  What was the net interest expense for the fiscal year?

     $295 million.

11.  What was Corporate Expense for the quarter?

     Approximately $131 million (versus  approximately $100 million in Q4 2004).
     The increase  reflects the impact of the headcount  reduction costs as well
     as increased self-insurance costs.

12.  How much did you pay in dividends during the quarter?

     $141 million.

13.  How much did you pay in dividends for the fiscal year?

     $550 million.

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

     521 million shares.

15.  What  was  the  approximate  effective  tax  rate  for the  fourth  quarter
     (rounded)?

     41%, reflecting a change in estimated effective state income tax rates.

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

         Gross Margin = Gross Profit* divided by Net Sales
         Gross Margin = $746/$3,706 = 20.1%

         Operating Margin = Segment Operating Profit** divided by Net Sales
         Operating Margin = $363/$3,706 = 9.8%

         * Gross Profit equals Net Sales - Costs of Goods Sold
           ($3,706 - $2,960 = $746)

         **See fourth-quarter segment operating results for a reconciliation of
         Operating Profit to Income from continuing operations before income
         taxes, equity method investment earnings and cumulative effect of
         changes in accounting. Income from continuing operations before income
         taxes, equity method investment earnings and cumulative effect of
         changes in accounting divided by Net Sales = $165/$3,706 = 4.4%.

17.  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).

                                                     Q4 FY05           Q4 FY04
         Accounts Receivable                          $1,292            $1,303
         Inventory                                    $2,615            $2,517
         Less: Accounts Payable                       $  818            $  925
         Less: Accrued Expenses                       $1,285            $1,345
         Less: Advances on Sales                      $  150            $  178
                                                      -------          --------
                  Net Position                        $1,654            $1,372

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

                                                     Q4 FY05          Q4 FY04
         Total Debt*                                  $4,475           $5,694
         Less: Cash On Hand                           $  208           $  609
                                                      -------        ---------
                           Total                      $4,267           $5,085

         * Total debt = short-term debt, long-term debt, and subordinated debt

19.  What is the preliminary  estimate of the effective tax rate for fiscal 2006
     (rounded)?

     Approximately 38%.

20.  What are the projected Capital Expenditures for fiscal 2006?

     Approximately $400 million.

21.  What is the expected net interest expense for fiscal 2006?

     Approximately $300 million.

22.  Can  the  company   comment  on  the   liquidation   of  the  Swift  Foods'
     cattle-feeding assets?

     During  the  quarter,  the  company  received  $70  million  related to the
     liquidation  of the  cattle-feeding  assets it received in connection  with
     financing it provided Swift Foods; the liquidation process is now complete.
     Those cattle-feeding assets were classified as discontinued operations.

23.  As reported in this release and prior releases,  what are the main items in
     fiscal 2005 EPS that will affect comparability with fiscal 2006 EPS?

     Summary of major items in fiscal 2005 EPS that will affect
     comparability with fiscal 2006 EPS

                                                                                                     
                                                                      First      Second Quarter   Third Quarter  Fourth Quarter
                                                                     Quarter

         Costs to implement efficiency initiatives                    -$0.02
         Loss on discontinued operations                                             -$0.01          -$0.03
         Gain on Pilgrim's Pride stock                                                                $0.22
         Impairment charge related to joint venture assets                                           -$0.13
         Other impairment charges & fire damage                                                      -$0.04
         Litigation expense, most of which is not tax deductible                                     -$0.04
         Benefit from favorable Retail litigation settlement                                          $0.02
         Expense due to early retirement of debt                                                     -$0.03
         Severance costs                                                                                             -$0.05
         Impact of higher than estimated tax rate                                                                    -$0.01


24.  What  are  the  revised  historical  segment  results  as a  result  of the
     classification change that took place this quarter?

 Please see the attached tables--one shows segment information, the
other shows the entire P/L information.







ConAgra Foods, Inc.
Segment Operating Results
($USD, in millions)

                                                                              
                                      --------------------------------------------  --------------------------------------------
                                                        FY 2004                                       FY 2005
                                      Q1 FY04  Q2 FY04  Q3 FY04  Q4 FY04   Total    Q1 FY05  Q2 FY05  Q3 FY05   Q4 FY05   Total
                                      ------- -------- -------- -------- -------    ------- -------- -------- ---------- --------
Segment Sales
 Retail Products                     $1,841.0 $2,271.6 $2,091.3  $2,230.2 $8,434.1  $2,014.2 $2,485.4 $2,076.8  $2,092.7   $8,669.1
 Foodservice Products                   772.4    842.7    776.6     882.4  3,274.1     792.2    832.4    783.9     818.8    3,227.3
 Food Ingredients                       508.1    577.0    558.0     730.5  2,373.6     576.8    691.3    607.5     794.9    2,670.5
                                      -------  ------- --------  -------- --------  -------- -------- --------  -------- ----------
      Total                           3,121.5  3,691.3  3,425.9   3,843.1 14,081.8   3,383.2  4,009.1  3,468.2   3,706.4   14,566.9
Segment Operating Profit
 Retail Products                        208.0    361.3    329.3     319.4  1,218.0     209.8    373.0    303.1     243.4    1,129.3
 Foodservice Products                    74.4     86.3     70.5      93.4    324.6      66.4     92.5     62.4      55.8      277.1
 Food Ingredients                        27.9     54.1     54.2      60.4    196.6      60.1     79.2     59.8      64.0      263.1
                                     --------  -------  -------   -------  -------    ------  -------  -------   -------   --------
      Total                             310.3    501.7    454.0     473.2  1,739.2     336.3    544.7    425.3     363.2    1,669.5

Reconciliation of total
 operating profit to
 income  from continuing
 operations before income
 taxes,  equity method
 investment earnings (loss)
 and cumulative effect of
 changes in accounting

Items excluded from segment
 operating profit:
 General and corporate expense         (90.3)   (82.6)   (79.2)   (99.8)   (351.9)     (63.6)   (72.3)   (135.5)  (130.8)    (402.2)

 Gain on sale of Pilgrim's Pride           -        -        -        -         -          -        -     185.7        -      185.7
 Corporation common stock
 Interest expense, net                 (65.5)   (68.2)   (61.8)   (79.4)   (274.9)     (73.4)   (85.8)    (68.1)   (67.7)    (295.0)
                                       ------   ------   ------   ------   -------     ------   ------    ------  -------    ------

Income from continuing operations
before income taxes, equity method
investment earnings (loss) and
cumulative effect of changes
in accounting                         $154.5   $350.9    $313.0   $294.0 $1,112.4     $199.3   $386.6    $407.4   $164.7   $1,158.0
                                     =======   =======   ======   ====== ========     ======   ======    ======   ======   ========



Segment  operating profit excludes general  corporate  expense,  gain on sale of
Pilgrim's Pride  Corporation  common stock,  equity method  investment  earnings
(loss) and net  interest  expense.  Management  believes  such  amounts  are not
directly associated with segment performance results for the period.  Management
believes the  presentation  of total operating  profit for segments  facilitates
period-to-period     comparison    of    results    of    segment    operations.


ConAgra Foods, Inc.
Income Statement for FY05, FY04
($USD, in millions)

                                                                                 
                                         --------------------------------------------- --------------------------------------------
                                                            FY 2004                                     FY 2005
                                            Q1        Q2       Q3        Q4
                                           FY04      FY04     FY04      FY04   Total   Q1 FY05  Q2 FY05  Q3 FY05  Q4 FY05   Total
                                         -------- -------- -------- -------- --------- -------- -------- -------- -------- --------
Net sales                                $3,121.5 $3,691.3 $3,425.9 $3,843.1 $14,081.8 $3,383.2 $4,009.1 $3,468.2 $3,706.4 $14,566.9
                                         -------- -------- -------- -------- --------- -------- -------- -------- -------- --------
Costs and expenses
 Costs of goods sold                      2,439.1  2,791.7  2,625.3  3,020.0  10,876.1  2,700.3  3,108.1  2,696.0  2,960.5  11,464.9
 SG&A expenses                              462.4     80.5    425.8    449.7   1,818.4    410.2    428.6    482.4    513.5   1,834.7
 Interest expenses, net                      65.5     68.2     61.8     79.4     274.9     73.4     85.8     68.1     67.7     295.0

Gain on sale of Pilgrim's
 Pride Corporation                              -        -        -        -         -        -        -    185.7        -     185.7
 common stock
                                           ------  -------  -------  -------  --------  -------  -------  -------  -------  --------
Income from continuing operations before    154.5    350.9    313.0    294.0   1,112.4    199.3    386.6    407.4    164.7   1,158.0
  income taxes, equity method investment
  earnings (loss) and cumulative effect of
  changes in accounting
Income tax expense                           36.4    130.3    110.6    151.5     428.8     81.0    156.1    161.0     71.9     470.0
Equity method investment earnings (loss)     11.2     16.3      1.9     14.1      43.5     14.1     15.1    (64.0)     9.9    (24.9)
                                           ------    -----   ------   ------    ------   ------   ------  -------  -------   -------
Income from continuing operations before    129.3    236.9    204.3    156.6     727.1    132.4    245.6    182.4    102.7     663.1
  cumulative effect of changes in accounting
Income (loss) from discontinued operations   40.3     31.9     12.4     12.7      97.3      2.3     (6.0)   (17.1)    (0.8)   (21.6)
                                           ------   ------   ------  -------   -------   ------   -------  -------  -------  -------
Income before cumulative effect of          169.6    268.8    216.7    169.3     824.4    134.7    239.6    165.3    101.9     641.5
  changes in accounting

Cumulative effect of changes in accounting  (11.7)       -     (1.4)       -     (13.1)       -        -        -        -        -
                                           ------  -------  -------- --------   -------  ------  -------  -------  -------  -------
Net income                                 $157.9   $268.8   $215.3   $169.3    $811.3   $134.7   $239.6   $165.3   $101.9    $641.5
                                          =======  =======  =======  =======  ========  =======  =======  =======  =======  ========







Note on Forward-Looking Statements:

This  document  contains  forward-looking  statements  within the meaning of the
Private Securities  Litigation Reform Act of 1995. These statements are based on
management's  current  views and  assumptions  of future  events  and  financial
performance and are subject to uncertainty and changes in circumstances. Readers
of this release should  understand  that these  statements are not guarantees of
performance or results. Many factors could affect the company's actual financial
results and cause them to vary materially from the expectations contained in the
forward-looking  statements.  These factors include,  among other things, future
economic circumstances,  industry conditions,  company performance and financial
results,  availability and prices of raw materials, product pricing, competitive
environment and related market  conditions,  operating  efficiencies,  access to
capital,  actions of governments and regulatory  factors affecting the company's
businesses  and other risks  described in the  company's  reports filed with the
Securities and Exchange  Commission.  The company  cautions readers not to place
undue  reliance on any  forward-looking  statements  included in this  document,
which speak only as of the date made.