CONAGRA BRANDS INC. — Director's Dealing 2006

Jul 5, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONAGRA FOODS INC /DE/ (CAG)
CIK: 0000023217
Period of Report: 2006-07-01

Reporting Person: RAUENHORST MARK H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-07-01	Common Stock	A	824	$22.11	Acquired	49060	Direct

Footnotes

F1: These shares were acquired pursuant to the Directors' Deferred Compensation Plan.