Exhibit 99.2

DARLING
INTERNATIONAL INC.

251 O'Connor Ridge Boulevard
                   Suite 300
           Irving, TX  75038


                  December 20, 2005

                  A MESSAGE TO ALL DARLING EMPLOYEES:

                  I am pleased to inform you that today we announced that
                  Darling will be acquiring National By-Products (NBP), a
                  leading independent rendering company based in Des Moines,
                  Iowa. The acquisition of National By-Products is a major step
                  forward in our strategy to create value for our stockholders
                  and a bright future for our company by growing our sales,
                  diversifying our raw material supplies and solidifying our
                  customer relationships.

                  After the transaction is completed, which we expect to occur
                  in the first half of 2006, our combined company will have
                  annual sales in excess of $500 million, more than 1,900
                  employees and 86 facilities located across the United States.
                  The addition of NBP's 42 facilities, to our nationwide network
                  will significantly strengthen Darling's operational
                  capabilities. NBP's 14 large-scale production facilities will
                  compliment Darling's existing locations in the Midwest and
                  provide a solid platform for additional growth in our
                  Restaurant Services business.

                  Together, we will have the scale, industry expertise and
                  management talent to realize improved operating efficiencies
                  and pursue exciting new growth opportunities. Given the depth
                  and strength of NBP's management team, we also expect the
                  resulting management skills of our combined company to set a
                  new industry benchmark. In addition, as a result of our larger
                  size and scale, you will have greater opportunities for career
                  development and advancement.

                  For the time being, we intend to operate both companies in
                  parallel as we work to install a new operating system at all
                  NBP locations. Once this process is completed, we will
                  finalize our blueprint for the combined organization. In light
                  of the similarities between our operations and business
                  models, we expect the process of integrating our businesses to
                  be a smooth one. Although we do not anticipate significant
                  workforce reductions, there is likely to be some consolidation
                  of functions as we go forward. We will keep you informed as
                  our plans progress.


                  We hope you share our excitement about this strategic
                  combination and our enthusiasm for the bright prospects ahead
                  for our company. On behalf of our entire management team,
                  thank you for your continued dedication and support.


                  Sincerely,


                  Randall Stuewe
                  Chairman and Chief Executive Officer











     972-717-0300
Fax: 972-717-1588
www.darlingii.com





DARLING WILL FILE A PROXY STATEMENT/PROSPECTUS WITH THE SECURITIES AND EXCHANGE
COMMISSION (THE "SEC") IN CONNECTION WITH THE PROPOSED TRANSACTION. INVESTORS
AND SECURITY HOLDERS ARE URGED TO READ THAT DOCUMENT, WHEN IT BECOMES AVAILABLE,
BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. INVESTORS AND SECURITY HOLDERS
MAY OBTAIN A FREE COPY OF THAT DOCUMENT (WHEN IT BECOMES AVAILABLE) AND OTHER
DOCUMENTS FILED BY DARLING WITH THE SEC AT THE SEC'S WEB SITE AT WWW.SEC.GOV.
THE PROXY STATEMENT/PROSPECTUS (WHEN IT BECOMES AVAILABLE) AND THE OTHER
DOCUMENTS FILED BY DARLING MAY ALSO BE OBTAINED FREE FROM DARLING BY CALLING
JOHN MUSE OR BRAD PHILLIPS AT (972) 717-0300.