CONAGRA BRANDS INC. — Director's Dealing 2005

Dec 2, 2005

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CONAGRA FOODS INC /DE/ (CAG)
CIK: 0000023217
Period of Report: 2005-12-01

Reporting Person: Sharpe Robert Francis JR (EVP Legal & Regulatory Affairs)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (right to buy)	$21.51	2015-11-30	Common Stock (300000)		Direct

Footnotes

F1: Options become exercisable at 40% on May 27, 2007, 30% on May 25, 2008, and 30% on May 31, 2009.