CAMPBELL'S Co — Director's Dealing 2005

Jan 3, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAMPBELL SOUP CO (CPB)
CIK: 0000016732
Period of Report: 2004-12-29

Reporting Person: WEBER CHARLOTTE C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-29	Common Stock	J	753411	$0.00	Acquired	18056092	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	21515	Direct

Footnotes

F1: Distribution of shares pursuant to an annuity payment from a grantor annuity trust to Suppe Holdings Limited Partnership ("Suppe"), a Delaware limited partnership of which CSCS Holdings Inc. ("CSCS Inc."), a corporation owned by the reporting person, is the general partner.

F2: Includes (i) 8,768,711 shares held by CSCS Holdings Limited Partnership ("CSCS"), of which the Trustees (including the reporting person) of the Deed of Trust of Charlotte C. Weber dated May 10,1968 ("1968 Trust") and the Charlotte C. Weber Year 2002 Grantor Retained Annuity Trust are the limited partners and CSCS Inc. is the general partner; (ii) 8,073,957 shares held by Suppe; (iii) 1,194,959 shares held by the 1968 Trust; and (iv) 18,465 shares held by CSCS Inc. The reporting person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein.

F3: Since the filing of the reporting person's last Form 5 dated September 15, 2004, Potage Holdings Limited Partnership ("Potage"), a partnership of which the reporting person was a general partner, made a liquidating distribution of 663,081 shares of Campbell Soup common stock to the 1968 Trust and 13,242 shares to CSCS. In previous stock ownership reports, the reporting person reported beneficial ownership of 4,905,138 shares of Campbell Soup stock held by Potage. The shares distributed by Potage to partners other than the 1968 Trust and CSCS are no longer reflected in the reporting person's holdings.

F4: Includes dividend reinvestment shares