CAMPBELL'S Co — Director's Dealing 2004

Sep 3, 2004

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: CAMPBELL SOUP CO (CPB)
CIK: 0000016732
Period of Report: 2004-07-31

Reporting Person: STRAWBRIDGE GEORGE JR (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-04-12	Common Stock	J	34270	$27.065	Acquired	7115252	Indirect
2004-04-12	Common Stock	J	22103	$27.065	Acquired	7137355	Indirect
2004-05-25	Common Stock	J	160000	$25.32	Disposed	6977355	Indirect
2004-05-27	Common Stock	J	31653	$25.505	Acquired	7009008	Indirect
2004-05-27	Common Stock	J	20474	$25.505	Acquired	7029482	Indirect
2004-07-09	Common Stock	J	96103	$26.165	Acquired	7125585	Indirect
2004-04-12	Common Stock	J	34270	$27.065	Disposed	733604	Indirect
2004-05-27	Common Stock	J	31653	$25.505	Disposed	701951	Indirect
2004-04-12	Common Stock	J	22103	$27.065	Disposed	157052	Indirect
2004-05-27	Common Stock	J	20474	$25.505	Disposed	136578	Indirect
2004-05-25	Common Stock	J	160000	$25.32	Acquired	160000	Indirect
2004-07-09	Common Stock	J	96103	$26.165	Disposed	0	Indirect
2004-07-31	Common Stock	J	0	—	Acquired	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-07-31	Phantom Units	$	J	77	Acquired		Common Stock (77)	Direct

Footnotes

F1: By a trust of which I am income beneficiary and co-trustee and which I have the power to revoke (the "1991 Trust").

F2: By a trust created by me on August 6, 2003 (the "2003 Five Year Trust") of which I am the income beneficiary until August 2008. I am the trustee of this trust. I do not have the power to revoke this trust. On April 12, 2003 34,270 shares and on May 27, 2004 31,653 shares were transferred from the 2003 Five Year Trust to the 1991 Trust.

F3: By a trust created by me on August 6, 2003 (the "2003 Two Year Trust") of which I am the income beneficiary until August 2005. I am the trustee of this trust. I do not have the power to revoke this trust. On April 12, 2003 22,103 shares and on May 27, 2004 20,474 shares were transferred from the 2003 Five Year Trust to the 1991 Trust.

F4: 160,000 shares were transferred from the 1991 Trust to a new trust created by me on May 25, 2004 (the "2004 Three Year Trust") of which I am the income beneficiary until May 2007. I am the trustee of this trust. I do not have the power to revoke this trust.

F5: By a trust created by me on November 19, 2001 (the "2001 Trust") of which I am the income beneficiary until November 2004. I am the trustee of this trust. I do not have the power to revoke this trust. On July 9, 2004 96,103 shares were transferred from the 2001 Trust to the 1991 Trust.

F6: I disclaim beneficial ownership of the 11,635,421 shares held by a partnership, a general partner of which is a trust for the benefit of my sister which she has the power to revoke and of which I am a co-trustee (Reported pursuant to Rule 16a-8(b)(2)).

F7: I disclaim beneficial ownership of 2,071,056 shares held by trusts for the benefit of my nephews of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)).

F8: I disclaim beneficial ownership of 1,000 shares held by a trust for the benefit of my step-daughter of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)).

F9: I disclaim beneficial ownership of 1,000 shares held by a trust for the benefit of my step-daughter of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)).

F10: I disclaim beneficial ownership of 111,464 shares held by trusts for the benefit of one of my adult sons who currently resides with me. (I do not serve as a trustee.). I disclaim beneficial ownership of 48,530 shares held by a trust for the benefit of one of my adult sons who currently resides with me (I do serve as a co-trustee). (Reported pursuant to Rule 16a-8(b)(2)).

F11: I disclaim beneficial ownership of 2,142,320 shares held by trusts for the benefit of my descendants. (I do not serve as a trustee.). I disclaim beneficial ownership of 48,530 shares held by a trust for the benefit of one of my adult sons who does not currently reside with me (I do serve as co-trustee). (Reported pursuant to Rule 16a-8(b)(2)).

F12: I disclaim beneficial ownership of 3,000 shares held by a trust for the benefit of my wife of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)).

F13: These phantom shares were credited to the reporting person's deferred compensation account during the last fiscal year.