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CAMPBELL'S Co Governance Information 2006

Jan 30, 2006

30654_rns_2006-01-31_7fde7422-2176-4538-bdfd-2c9727bbf592.zip

Governance Information

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8-K 1 w16949e8vk.htm FORM 8-K DATED JANUARY 26, 2006 e8vk PAGEBREAK

Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): January 26, 2006

New Jersey State of Incorporation Commission File Number 1-3822 21-0419870 I.R.S. Employer Identification No.

One Campbell Place Camden, New Jersey 08103-1799 Principal Executive Offices

Telephone Number: (856) 342-4800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| o | Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425) |
| --- | --- |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d- 2(b) under the Exchange Act (17
CFR 240.14d- 2(b) ) |
| o | Pre-commencement communications pursuant to Rule 13e- 4(c) under the Exchange Act (17
CFR 240.13e-(c)) |

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TOC

TABLE OF CONTENTS

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 9.01 — Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
By-Laws of the Registrant, effective January 26, 2006.

/TOC

Table of Contents

link1 "Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year"

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 26, 2006, the Board of Directors of Campbell Soup Company approved an amendment to Article IV, Section 2 of the company’s By-Laws, effective January 26, 2006. The amendment provides that expenses incurred by any present, former or future director, officer or employee of the company (a “Covered Person”) in connection with any action, lawsuit, investigation, or proceeding (a “Proceeding”) will be paid by the company unless it is determined that the Covered Person is not entitled to indemnification for such Proceeding. The previous By-Law provision provided that the company would be obligated to pay such expenses only if the Covered Person was determined to be entitled to indemnification for the Proceeding. A copy of the By-Laws, as amended, is filed as Exhibit 3(i) to this Current Report on Form 8-K and is incorporated herein by reference.

link1 "Item 9.01 — Financial Statements and Exhibits"

Item 9.01 – Financial Statements and Exhibits

(d)
3(i) By-Laws of the Registrant,
effective January 26, 2006.

link1 "SIGNATURES"

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

(Registrant)
Date: January 30, 2006
By: /s/ Robert A. Schiffner
Robert A. Schiffner
Senior Vice President and Chief Financial Officer

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Table of Contents

link1 "EXHIBIT INDEX"

EXHIBIT INDEX

Exhibit No. Description
3(i) By-Laws of the Registrant, effective January 26, 2006.

3