CAMPBELL'S Co — Director's Dealing 2011

Dec 30, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAMPBELL SOUP CO (CPB)
CIK: 0000016732
Period of Report: 2011-12-29

Reporting Person: DORRANCE BENNETT (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-29	Common Stock	M	11872	$29.85	Acquired	481730	Indirect
2011-12-29	Common Stock	F	10684	$33.17	Disposed	471046	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-29	Stock Option	$29.85	M	11872	Disposed	2012-01-01	Common Stock (11872)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2419355	Indirect
Common Stock	17957141	Indirect
Common Stock	1105142	Indirect
Common Stock	2043	Indirect
Common Stock	25456730	Indirect

Footnotes

F1: Balance reflects the exercise of stock options and the reconciliation of a previously reported balance.

F2: Bennett Dorrance is the sole Trustee of the Bennett Dorrance Trust. Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F3: Held by Clarabelle Investments LLC of which Mr. Dorrance is a majority owner. Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F4: Held by ABD Investments Limited of which Mr. Dorrance is a majority general partner. Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F5: Held by trusts for Mr. Dorrance's children. Mr. Dorrance is a director of the corporate trustee. Mr. Dorrance disclaims beneficial ownership of these shares.

F6: Held by Hank, Inc. of which Mr. Dorrance is the sole director and majority owner. Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F7: Held by Guillermo Investments LLC, of which Hank Inc. is the sole manager. Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F8: The options vested cumulatively over three years at the rate of 30%, 60%, 100% respectively on the first three anniversaries of the Grant Date.