CONAGRA BRANDS INC. — Director's Dealing 2010

Oct 18, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CONAGRA FOODS INC /DE/ (CAG)
CIK: 0000023217
Period of Report: 2010-10-14

Reporting Person: Maass Paul T (President, Commercial)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3559	Direct
Common Stock	4314	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Deferral Interests	$0.00		Common Stock (50955)		Direct

Footnotes

F1: Each deferral interest is the economic equivalent of one share of issuer common stock. The deferral interests become payable in cash on the vesting date if the reporting person remains employed by the issuer on the vesting date. 37,552 deferral interests will vest on May 29, 2011 and 13,403 deferral interests will vest on May 27, 2012.