10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 29, 2013

or

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

001-14704

(Commission File Number)

______________________________________________

TYSON FOODS, INC.

(Exact name of registrant as specified in its charter)

______________________________________________

Delaware	71-0225165
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2200 Don Tyson Parkway, Springdale, Arkansas	72762-6999
(Address of principal executive offices)	(Zip Code)

(479) 290-4000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨   No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of June 29, 2013.

Class	Outstanding Shares
Class A Common Stock, $0.10 Par Value (Class A stock)	282,195,269
Class B Common Stock, $0.10 Par Value (Class B stock)	70,015,755

TYSON FOODS, INC.

INDEX

		PAGE
Item 1.	Financial Statements
	Consolidated Condensed Statements of Income for the Three and Nine Months Ended June 29, 2013, and June 30, 2012	3
	Consolidated Condensed Statements of Comprehensive Income for the Three and Nine Months Ended June 29, 2013, and June 30, 2012	4
	Consolidated Condensed Balance Sheets as of June 29, 2013, and September 29, 2012	5
	Consolidated Condensed Statements of Cash Flows for the Nine Months Ended June 29, 2013, and June 30, 2012	6
	Notes to Consolidated Condensed Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	31
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	43

Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	44
Item 3.	Defaults Upon Senior Securities	44
Item 4.	Mine Safety Disclosures	44
Item 5.	Other Information	45
Item 6.	Exhibits	46
SIGNATURES		46

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(In millions, except per share data)

(Unaudited)

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Sales	$	8,731		$	8,261		$	25,480		$	24,740
Cost of Sales	8,049			7,695			23,791			23,140
Gross Profit	682			566			1,689			1,600
Selling, General and Administrative	263			224			730			668
Operating Income	419			342			959			932
Other (Income) Expense:
Interest income	(2		)	(2		)	(5		)	(9		)
Interest expense	36			215			109			316
Other, net	—			(3		)	(19		)	(17		)
Total Other (Income) Expense	34			210			85			290
Income from Continuing Operations before Income Taxes	385			132			874			642
Income Tax Expense	136			53			285			231
Income from Continuing Operations	249			79			589			411
Loss from Discontinued Operation, Net of Tax	(4		)	(6		)	(70		)	(16		)
Net Income	245			73			519			395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	(4		)	(3		)	2			(3		)
Net Income Attributable to Tyson	$	249		$	76		$	517		$	398
Amounts attributable to Tyson:
Net Income from Continuing Operations	253			82			587			414
Net Loss from Discontinued Operation	(4		)	(6		)	(70		)	(16		)
Net Income Attributable to Tyson	$	249		$	76		$	517		$	398
Weighted Average Shares Outstanding:
Class A Basic	283			291			284			294
Class B Basic	70			70			70			70
Diluted	369			369			366			373
Net Income Per Share from Continuing Operations Attributable to Tyson:
Class A Basic	$	0.73		$	0.23		$	1.69		$	1.16
Class B Basic	$	0.66		$	0.20		$	1.52		$	1.04
Diluted	$	0.69		$	0.22		$	1.61		$	1.11
Net Loss Per Share from Discontinued Operation Attributable to Tyson:
Class A Basic	$	(0.01	)	$	(0.02	)	$	(0.20	)	$	(0.05	)
Class B Basic	$	(0.02	)	$	(0.01	)	$	(0.18	)	$	(0.04	)
Diluted	$	(0.01	)	$	(0.01	)	$	(0.19	)	$	(0.04	)
Net Income Per Share Attributable to Tyson:
Class A Basic	$	0.72		$	0.21		$	1.49		$	1.11
Class B Basic	$	0.64		$	0.19		$	1.34		$	1.00
Diluted	$	0.68		$	0.21		$	1.42		$	1.07
Dividends Declared Per Share:
Class A	$	0.050		$	0.040		$	0.260		$	0.120
Class B	$	0.045		$	0.036		$	0.234		$	0.108

See accompanying Notes to Consolidated Condensed Financial Statements.

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TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

(Unaudited)

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Net Income	$	245		$	73		$	519		$	395
Other Comprehensive Income (Loss), Net of Taxes:
Derivatives accounted for as cash flow hedges	2			5			(12		)	11
Investments	1			(1		)	(2		)	—
Currency translation	(33		)	(38		)	(49		)	(8		)
Postretirement benefits	1			1			4			3
Total Other Comprehensive Income (Loss), Net of Taxes	(29		)	(33		)	(59		)	6
Comprehensive Income	216			40			460			401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	(4		)	(3		)	2			(3		)
Comprehensive Income Attributable to Tyson	$	220		$	43		$	458		$	404

See accompanying Notes to Consolidated Condensed Financial Statements.

4

TYSON FOODS, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS

(In millions, except share and per share data)

(Unaudited)

	June 29, 2013			September 29, 2012
Assets
Current Assets:
Cash and cash equivalents	$	943		$	1,071
Accounts receivable, net	1,454			1,378
Inventories	2,901			2,809
Other current assets	229			145
Total Current Assets	5,527			5,403
Net Property, Plant and Equipment	4,042			4,022
Goodwill	1,903			1,891
Intangible Assets	143			129
Other Assets	487			451
Total Assets	$	12,102		$	11,896
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	508		$	515
Accounts payable	1,309			1,372
Other current liabilities	1,121			943
Total Current Liabilities	2,938			2,830
Long-Term Debt	1,899			1,917
Deferred Income Taxes	467			558
Other Liabilities	551			549
Commitments and Contingencies (Note 15)
Shareholders’ Equity:
Common stock ($0.10 par value):
Class A-authorized 900 million shares, issued 322 million shares	32			32
Convertible Class B-authorized 900 million shares, issued 70 million shares	7			7
Capital in excess of par value	2,288			2,278
Retained earnings	4,754			4,327
Accumulated other comprehensive loss	(122		)	(63		)
Treasury stock, at cost – 40 million shares at June 29, 2013, and 33 million shares at September 29, 2012	(746		)	(569		)
Total Tyson Shareholders’ Equity	6,213			6,012
Noncontrolling Interest	34			30
Total Shareholders’ Equity	6,247			6,042
Total Liabilities and Shareholders’ Equity	$	12,102		$	11,896

See accompanying Notes to Consolidated Condensed Financial Statements.

5

TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

	Nine Months Ended
	June 29, 2013			June 30, 2012
Cash Flows From Operating Activities:
Net income	$	519		$	395
Depreciation and amortization	387			369
Deferred income taxes	(21		)	75
Loss on early extinguishment of debt	—			167
Other, net	80			(1		)
Net changes in working capital	(193		)	(286		)
Cash Provided by Operating Activities	772			719
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(425		)	(530		)
Purchases of marketable securities	(123		)	(45		)
Proceeds from sale of marketable securities	22			36
Acquisitions, net of cash acquired	(106		)	—
Other, net	36			19
Cash Used for Investing Activities	(596		)	(520		)
Cash Flows From Financing Activities:
Payments on debt	(69		)	(919		)
Net proceeds from borrowings	48			1,082
Purchases of Tyson Class A common stock	(298		)	(209		)
Dividends	(87		)	(44		)
Stock options exercised	93			32
Other, net	13			(26		)
Cash Used for Financing Activities	(300		)	(84		)
Effect of Exchange Rate Changes on Cash	(4		)	(3		)
Increase (Decrease) in Cash and Cash Equivalents	(128		)	112
Cash and Cash Equivalents at Beginning of Year	1,071			716
Cash and Cash Equivalents at End of Period	$	943		$	828

See accompanying Notes to Consolidated Condensed Financial Statements.

6

TYSON FOODS, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1: ACCOUNTING POLICIES

BASIS OF PRESENTATION

The consolidated condensed financial statements have been prepared by Tyson Foods, Inc. (“Tyson,” “the Company,” “we,” “us” or “our”). Certain information and accounting policies and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. Although we believe the disclosures contained herein are adequate to make the information presented not misleading, these consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended September 29, 2012. Preparation of consolidated condensed financial statements requires us to make estimates and assumptions. These estimates and assumptions affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

We believe the accompanying consolidated condensed financial statements contain all adjustments, which are of a normal recurring nature, necessary to state fairly our financial position as of June 29, 2013, and the results of operations for the three and nine months ended June 29, 2013, and June 30, 2012. Results of operations and cash flows for the periods presented are not necessarily indicative of results to be expected for the full year.

CONSOLIDATION

The consolidated condensed financial statements include the accounts of all wholly-owned subsidiaries, as well as majority-owned subsidiaries over which we exercise control and, when applicable, entities for which we have a controlling financial interest or variable interest entities for which we are the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in consolidation.

VARIABLE INTEREST ENTITIES

We have an investment in a joint venture, Dynamic Fuels LLC (Dynamic Fuels), in which we have a 50 percent ownership interest. Dynamic Fuels qualifies as a variable interest entity for which we consolidate as we are the primary beneficiary. At June 29, 2013, Dynamic Fuels had $168 million of total assets, of which $144 million was net property, plant and equipment, and $111 million of total liabilities, of which $100 million was long-term debt. At September 29, 2012, Dynamic Fuels had $177 million of total assets, of which $146 million was net property, plant and equipment, and $124 million of total liabilities, of which $100 million was long-term debt.

SHARE REPURCHASES

A summary of cumulative share repurchases of our Class A common stock is as follows (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
	Shares	Dollars		Shares	Dollars		Shares	Dollars		Shares	Dollars
Shares repurchased:
Under share repurchase program	4.0	$	100	3.9	$	75	11.2	$	250	9.3	$	180
To fund certain obligations under equity compensation plans	0.4	10		0.4	6		2.3	48		1.6	29
Total share repurchases	4.4	$	110	4.3	$	81	13.5	$	298	10.9	$	209

As of June 29, 2013, 24 million shares remained available for repurchase under our share repurchase program. The share repurchase program has no fixed or scheduled termination date and the timing and extent to which we repurchase shares will depend upon, among other things, our working capital needs, market conditions, liquidity targets, our debt obligations and regulatory requirements. In addition to the share repurchase program, we purchase shares on the open market to fund certain obligations under our equity compensation plans.

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RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In June 2011, the FASB issued guidance regarding the presentation of comprehensive income. This guidance is effective for annual periods, and interim periods within those years, beginning after December 15, 2011. We adopted this guidance in the first quarter of fiscal year 2013. The adoption required a separate statement of comprehensive income and additional disclosures on our consolidated condensed financial statements.

In February 2013, the FASB issued guidance clarifying disclosures related to amounts reclassified out of accumulated other comprehensive income by component. We adopted this guidance in the second quarter of fiscal year 2013. The adoption required additional disclosures on our consolidated condensed financial statements.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2011 and February 2013, the FASB issued guidance enhancing disclosures related to offsetting of certain assets and liabilities. This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. We do not expect the adoption will have a significant impact on our consolidated condensed financial statements.

NOTE 2: ACQUISITIONS

During the nine months of fiscal 2013, we acquired two value-added food businesses as part of our strategic expansion initiative which are included in our Prepared Foods segment. The aggregate purchase price of the acquisitions was $106 million, which included $50 million for property, plant and equipment, $41 million allocated to Intangible Assets and $12 million allocated to Goodwill.

NOTE 3: DISCONTINUED OPERATION

After conducting an assessment during fiscal 2013 of our long-term business strategy in China, we determined our Weifang operation (Weifang), which was part of our Chicken segment, was no longer core to the execution of our strategy given the capital investment it required to execute our future business plan. Consequently, in the second quarter of fiscal 2013, we conducted an impairment test and recorded a $56 million impairment charge. In the third quarter of fiscal 2013, we entered into an agreement to sell Weifang, which resulted in reporting it as a discontinued operation. The sale was completed in July 2013 and did not result in a significant gain or loss.

The carrying amount of Weifang's assets and liabilities held for sale at June 29, 2013, were $30 million and $29 million and are recorded in Other current assets and Other current liabilities in our Consolidated Condensed Balance Sheets, respectively.

Weifang's prior periods results, including the impairment charge, have been reclassified and presented as a discontinued operation in our Consolidated Condensed Statements of Income. The following is a summary of the discontinued operation's results (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Sales	$	36		$	47		$	108		$	165
Pretax loss	(2		)	(6		)	(68		)	(16		)
Income tax expense	2			—			2			—
Loss from Discontinued Operation	$	(4	)	$	(6	)	$	(70	)	$	(16	)

NOTE 4: INVENTORIES

Processed products, livestock and supplies and other are valued at the lower of cost or market. Cost includes purchased raw materials, live purchase costs, growout costs (primarily feed, contract grower pay and catch and haul costs), labor and manufacturing and production overhead, which are related to the purchase and production of inventories. Total inventory consists of the following (in millions):

	June 29, 2013		September 29, 2012
Processed products:
Weighted-average method – chicken and prepared foods	$	864	$	754
First-in, first-out method – beef and pork	628		611
Livestock – first-in, first-out method	1,003		952
Supplies and other – weighted-average method	406		492
Total inventories	$	2,901	$	2,809

8

NOTE 5: PROPERTY, PLANT AND EQUIPMENT

The major categories of property, plant and equipment and accumulated depreciation are as follows (in millions):

	June 29, 2013		September 29, 2012
Land	$	100	$	101
Buildings and leasehold improvements	2,903		2,868
Machinery and equipment	5,412		5,208
Land improvements and other	417		408
Buildings and equipment under construction	291		298
	9,123		8,883
Less accumulated depreciation	5,081		4,861
Net property, plant and equipment	$	4,042	$	4,022

NOTE 6: OTHER CURRENT LIABILITIES

Other current liabilities are as follows (in millions):

	June 29, 2013		September 29, 2012
Accrued salaries, wages and benefits	$	381	$	382
Self-insurance reserves	272		274
Other	468		287
Total other current liabilities	$	1,121	$	943

NOTE 7: DEBT

The major components of debt are as follows (in millions):

	June 29, 2013			September 29, 2012
Revolving credit facility	$	—		$	—
Senior notes:
3.25% Convertible senior notes due October 2013 (2013 Notes)	458			458
6.60% Senior notes due April 2016 (2016 Notes)	638			638
7.00% Notes due May 2018	120			120
4.50% Senior notes due June 2022 (2022 Notes)	1,000			1,000
7.00% Notes due January 2028	18			18
Discount on senior notes	(12		)	(28		)
GO Zone tax-exempt bonds due October 2033 (0.06% at 6/29/2013)	100			100
Other	85			126
Total debt	2,407			2,432
Less current debt	508			515
Total long-term debt	$	1,899		$	1,917

Revolving Credit Facility

We have a $1.0 billion revolving credit facility that supports short-term funding needs and letters of credit. The facility will mature and the commitments thereunder will terminate in August 2017. After reducing the amount available by outstanding letters of credit issued under this facility, the amount available for borrowing at June 29, 2013, was $944 million. At June 29, 2013, we had outstanding letters of credit issued under this facility totaling $56 million, none of which were drawn upon. We had an additional $146 million of bilateral letters of credit issued separately from the revolving credit facility, none of which were drawn upon. Our letters of credit are issued primarily in support of workers’ compensation insurance programs, derivative activities and Dynamic Fuels’ Gulf Opportunity Zone tax-exempt bonds.

9

This facility is unsecured. However, if at any time (the Collateral Trigger Date) we shall fail to have (a) a corporate rating from Moody's Investors Service, Inc. (Moody's) of "Ba1" or better, (b) a corporate rating from Standard & Poor's Ratings Services, a Standard & Poor's Financial Services LLC business (S&P), of "BB+" or better, or (c) a corporate rating from Fitch Ratings, a wholly owned subsidiary of Fimalac, S.A. (Fitch), of "BB+" or better, we, any subsidiary that has guaranteed any material indebtedness of the Company, and substantially all of our other domestic subsidiaries shall be required to secure the obligations under the credit agreement and related documents with a first-priority perfected security interest in our and such subsidiary's cash, deposit and securities accounts, accounts receivable and related assets, inventory and proceeds of any of the foregoing (the Collateral Requirement).

If on any date prior to any Collateral Trigger Date we shall have (a) a corporate rating from Moody's of "Baa2" or better, (b) a corporate rating from S&P of "BBB" or better and (c) a corporate rating from Fitch of "BBB" or better, in each case with stable or better outlook, then the Collateral Requirement will no longer be effective.

This facility is fully guaranteed by Tyson Fresh Meats, Inc (TFM Parent), our wholly owned subsidiary, until such date TFM Parent is released from all of its guarantees of other material indebtedness. If in the future any of our other subsidiaries shall guarantee any of our material indebtedness, such subsidiary shall also be required to guarantee the indebtedness, obligations and liabilities under this facility.

2013 Notes

In September 2008, we issued $458 million principal amount 3.25% convertible senior unsecured notes due October 15, 2013, with interest payable semi-annually in arrears on April 15 and October 15. At June 29, 2013, the conversion rate was 59.5866 shares of Class A stock per $1,000 principal amount of notes, which is equivalent to a conversion price of $16.78 per share of Class A stock. The conversion rate and conversion price of the 2013 Notes are subject to adjustments which include, among other events, making cash dividends or distributions to the holders of our Class A common stock during any quarterly fiscal period in excess of $0.04 per share. Upon conversion, we will deliver cash up to the aggregate principal amount of the 2013 Notes to be converted and shares of our Class A stock in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount of the 2013 Notes being converted.

Conditions for early conversion were met in our third quarter of fiscal 2013, and thus, holders maintain the option to convert the 2013 Notes during our fourth quarter of fiscal 2013. On and after July 15, 2013, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their notes at any time. Should the holders exercise the early conversion option on or after July 15, 2013, we would be required to make such delivery of cash and Class A stock, if any, at the October 15, 2013 maturity date. As of August 2, 2013, there were no significant early conversions.

The 2013 Notes were originally accounted for as a combined instrument because the conversion feature did not meet the requirements to be accounted for separately as a derivative financial instrument. However, we adopted new accounting guidance in the first quarter of fiscal 2010 and applied it retrospectively to all periods presented. This new accounting guidance required us to separately account for the liability and equity conversion features. Upon retrospective adoption, our effective interest rate on the 2013 Notes was determined to be 8.26%, which resulted in the recognition of a $92 million discount to these notes with the offsetting after tax amount of $56 million recorded to capital in excess of par value. This discount is being accreted over the five-year term of the convertible notes at the effective interest rate.

In connection with the issuance of the 2013 Notes, we entered into separate convertible note hedge transactions with respect to our Class A stock to minimize the potential economic dilution upon conversion of the 2013 Notes. We also entered into separate warrant transactions. We recorded the purchase of the note hedge transactions as a reduction to capital in excess of par value, net of $36 million pertaining to the related deferred tax asset, and we recorded the proceeds of the warrant transactions as an increase to capital in excess of par value. Subsequent changes in fair value of these instruments are not recognized in the financial statements as long as the instruments continue to meet the criteria for equity classification.

We purchased call options in private transactions for $94 million that permit us to acquire up to approximately 27 million shares of our Class A stock at the current strike price of $16.78 per share, subject to adjustment. The call options allow us to acquire a number of shares of our Class A stock initially equal to the number of shares of Class A stock issuable to the holders of the 2013 Notes upon conversion. These call options contractually expire upon the maturity of the 2013 Notes.

We sold warrants in private transactions for total proceeds of $44 million. The warrants permit the purchasers to acquire up to approximately 27 million shares of our Class A stock at the current exercise price of $22.17 per share, subject to adjustment. The warrants are exercisable on various dates from January 2014 through April 2014.

10

The maximum amount of shares that may be issued to satisfy the conversion of the 2013 Notes is limited to 35.9 million shares. However, the convertible note hedge and warrant transactions, in effect, increase the conversion price of the 2013 Notes from $16.78 per share to $22.17 per share, thus reducing the potential future economic dilution associated with conversion of the 2013 Notes. If our share price is below $22.17 upon exercise of the warrants, there is no economic net share impact. A 10% increase in our share price above the $22.17 warrant exercise price would result in the issuance of 2.5 million incremental shares. At $25.68, our closing share price on June 29, 2013, the incremental shares we would be required to issue upon exercise of the warrants would have resulted in 3.7 million shares. The 2013 Notes and the warrants have a dilutive effect on our earnings per share to the extent the price of our Class A stock during a given measurement period exceeds the respective exercise prices of those instruments. The call options are excluded from the calculation of diluted earnings per share as their impact is anti-dilutive.

2016 Notes

The 2016 Notes carry an interest rate at issuance of 6.60%, with an interest step up feature dependent on their credit rating. On February 11, 2013, S&P upgraded the credit rating of the 2016 Notes from "BBB-" to "BBB." This upgrade did not impact the interest rate on the 2016 Notes.

On June 7, 2012, Moody's upgraded the credit rating of the 2016 Notes from "Ba1" to "Baa3." This upgrade decreased the interest rate on the 2016 Notes from 6.85% to 6.60%, effective beginning with the six-month interest payment due October 1, 2012.

GO Zone Tax-Exempt Bonds

In October 2008, Dynamic Fuels received $100 million in proceeds from the sale of Gulf Opportunity Zone tax-exempt bonds made available by the federal government to the regions affected by Hurricanes Katrina and Rita in 2005. These floating rate bonds are due October 1, 2033. In November 2008, we entered into an interest rate swap related to these bonds to mitigate our interest rate risk on a portion of the bonds for five years. We also issued a letter of credit as a guarantee for the entire bond issuance. If any amounts are disbursed related to this guarantee, we would seek recovery of 50% (up to $50 million) from Syntroleum Corporation in accordance with our 2008 warrant agreement with Syntroleum Corporation.

Debt Covenants

Our revolving credit facility contains affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens and encumbrances; incur debt; merge, dissolve, liquidate or consolidate; dispose of or transfer assets; change the nature of our business; engage in certain transactions with affiliates; and enter into sale/leaseback or hedging transactions, in each case, subject to certain qualifications and exceptions. In addition, we are required to maintain minimum interest expense coverage and maximum debt-to-capitalization ratios.

Our 2022 Notes also contain affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens; engage in certain sale/leaseback transactions; and engage in certain consolidations, mergers and sales of assets.

We were in compliance with all debt covenants at June 29, 2013.

NOTE 8: INCOME TAXES

The effective tax rate for continuing operations was 35.4% and 40.2% for the third quarter of fiscal 2013 and 2012, respectively, and 32.6% and 35.9% for the nine months of fiscal 2013 and 2012, respectively. The effective tax rates for the third quarter and nine months of fiscal 2013 were impacted by such items as the domestic production deduction, state income taxes and losses in foreign jurisdictions for which no benefit is recognized. The effective tax rate for the nine months of fiscal 2013 was also impacted by the second quarter non-taxable currency translation adjustment gain and the retroactive extension of tax credits.

Unrecognized tax benefits were $171 million and $168 million at June 29, 2013, and September 29, 2012, respectively. The amount of unrecognized tax benefits, if recognized, that would impact our effective tax rate was $151 million and $154 million at June 29, 2013, and September 29, 2012, respectively.

We classify interest and penalties on unrecognized tax benefits as income tax expense. At June 29, 2013, and September 29, 2012, before tax benefits, we had $63 million and $64 million, respectively, of accrued interest and penalties on unrecognized tax benefits.

We are subject to income tax examinations for U.S. federal income taxes for fiscal years 2004 through 2012, for state and local income taxes for fiscal years 2003 through 2012 and for foreign income taxes for fiscal years 2002 through 2012. During the next twelve months, it is reasonably possible the amount of unrecognized tax benefits could decrease by $15 million due to audit settlements and the expiration of statutes of limitations.

11

NOTE 9: OTHER INCOME AND CHARGES

During the nine months of fiscal 2013, we recorded a $19 million currency translation adjustment gain recognized in conjunction with the receipt of proceeds constituting the final resolution of our investment in Canada, which was recorded in the Consolidated Condensed Statements of Income in Other, net.

During the nine months of fiscal 2012, we recorded $11 million of equity earnings in joint ventures and $4 million in net foreign currency exchange gains, which were recorded in the Consolidated Condensed Statements of Income in Other, net.

NOTE 10: EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013		June 30, 2012
Numerator:
Income from continuing operations	$	249		$	79		$	589	$	411
Less: Net income (loss) from continuing operations attributable to noncontrolling interest	(4		)	(3		)	2		(3		)
Net income from continuing operations attributable to Tyson	253			82			587		414
Less Dividends Declared:
Class A	14			12			74		36
Class B	3			3			16		8
Undistributed earnings	$	236		$	67		$	497	$	370
Class A undistributed earnings	$	193		$	56		$	406	$	305
Class B undistributed earnings	43			11			91		65
Total undistributed earnings	$	236		$	67		$	497	$	370
Denominator:
Denominator for basic earnings per share:
Class A weighted average shares	283			291			284		294
Class B weighted average shares, and shares under the if-converted method for diluted earnings per share	70			70			70		70
Effect of dilutive securities:
Stock options and restricted stock	5			5			5		5
Convertible 2013 Notes and Warrants	11			3			7		4
Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversions	369			369			366		373
Net Income Per Share from Continuing Operations Attributable to Tyson:
Class A Basic	$	0.73		$	0.23		$	1.69	$	1.16
Class B Basic	$	0.66		$	0.20		$	1.52	$	1.04
Diluted	$	0.69		$	0.22		$	1.61	$	1.11
Net Income Per Share Attributable to Tyson:
Class A Basic	$	0.72		$	0.21		$	1.49	$	1.11
Class B Basic	$	0.64		$	0.19		$	1.34	$	1.00
Diluted	$	0.68		$	0.21		$	1.42	$	1.07

We had no stock-based compensation shares that were antidilutive for the three months ended June 29, 2013. Approximately 4 million of our stock-based compensation shares were antidilutive for the nine months ended June 29, 2013. Approximately 4 million of our stock-based compensation shares were antidilutive for both the three and nine months ended June 30, 2012. These shares were not included in the dilutive earnings per share calculation.

We have two classes of capital stock, Class A stock and Class B stock. Cash dividends cannot be paid to holders of Class B stock unless they are simultaneously paid to holders of Class A stock. The per share amount of cash dividends paid to holders of Class B stock cannot exceed 90% of the cash dividends paid to holders of Class A stock.

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We allocate undistributed earnings based upon a 1 to 0.9 ratio per share to Class A stock and Class B stock, respectively. We allocate undistributed earnings based on this ratio due to historical dividend patterns, voting control of Class B shareholders and contractual limitations of dividends to Class B stock.

NOTE 11: DERIVATIVE FINANCIAL INSTRUMENTS

Our business operations give rise to certain market risk exposures mostly due to changes in commodity prices, foreign currency exchange rates and interest rates. We manage a portion of these risks through the use of derivative financial instruments, primarily futures and options, to reduce our exposure to commodity price risk, foreign currency risk and interest rate risk. Forward contracts on various commodities, including grains, livestock and energy, are primarily entered into to manage the price risk associated with forecasted purchases of these inputs used in our production processes. Foreign exchange forward contracts are entered into to manage the fluctuations in foreign currency exchange rates, primarily as a result of certain receivable and payable balances. We also periodically utilize interest rate swaps to manage interest rate risk associated with our variable-rate borrowings.

Our risk management programs are periodically reviewed by our Board of Directors’ Audit Committee. These programs are monitored by senior management and may be revised as market conditions dictate. Our current risk management programs utilize industry-standard models that take into account the implicit cost of hedging. Risks associated with our market risks and those created by derivative instruments and the fair values are strictly monitored, using Value-at-Risk and stress tests. Credit risks associated with our derivative contracts are not significant as we minimize counterparty concentrations, utilize margin accounts or letters of credit, and deal with credit-worthy counterparties. Additionally, our derivative contracts are mostly short-term in duration and we generally do not make use of credit-risk-related contingent features. No significant concentrations of credit risk existed at June 29, 2013.

We recognize all derivative instruments as either assets or liabilities at fair value in the Consolidated Condensed Balance Sheets, with the exception of normal purchases and normal sales expected to result in physical delivery. The accounting for changes in the fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, we designate the hedging instrument based upon the exposure being hedged (i.e., fair value hedge, cash flow hedge, or hedge of a net investment in a foreign operation). We qualify, or designate, a derivative financial instrument as a hedge when contract terms closely mirror those of the hedged item, providing a high degree of risk reduction and correlation. If a derivative instrument is accounted for as a hedge, depending on the nature of the hedge, changes in the fair value of the instrument either will be offset against the change in fair value of the hedged assets, liabilities or firm commitments through earnings, or be recognized in other comprehensive income (loss) (OCI) until the hedged item is recognized in earnings. The ineffective portion of an instrument’s change in fair value is recognized in earnings immediately. We designate certain forward contracts as follows:

• Cash Flow Hedges – include certain commodity forward and option contracts of forecasted purchases (i.e., grains) and certain foreign exchange forward contracts.

• Fair Value Hedges – include certain commodity forward contracts related to firm commitments (i.e., livestock).

• Net Investment Hedges – include certain foreign currency forward contracts of permanently invested capital in certain foreign subsidiaries.

Cash flow hedges

Derivative instruments, such as futures and options, are designated as hedges against changes in the amount of future cash flows related to procurement of certain commodities utilized in our production processes. We do not purchase forward and option commodity contracts in excess of our physical consumption requirements and generally do not hedge forecasted transactions beyond 18 months. The objective of these hedges is to reduce the variability of cash flows associated with the forecasted purchase of those commodities. For the derivative instruments we designate and qualify as a cash flow hedge, the effective portion of the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses representing hedge ineffectiveness are recognized in earnings in the current period. Ineffectiveness related to our cash flow hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012.

We had the following aggregated notional values of outstanding forward and option contracts accounted for as cash flow hedges (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	10		12
Soy meal	Tons	195,600		164,700
Foreign Currency	United States dollar	$	61	$	80

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As of June 29, 2013, the net amounts expected to be reclassified into earnings within the next 12 months are pretax losses of $5 million related to grains and pretax losses of $1 million related to foreign currency. During the three and nine months ended June 29, 2013, and June 30, 2012, we did not reclassify significant pretax gains/losses into earnings as a result of the discontinuance of cash flow hedges due to the probability the original forecasted transaction would not occur by the end of the originally specified time period or within the additional period of time allowed by generally accepted accounting principles.

The following table sets forth the pretax impact of cash flow hedge derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended							Three Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(5	)	$	7		Cost of Sales	$	(2	)	$	1
Foreign exchange contracts	3			1			Other Income/Expense	(2		)	(1		)
Total	$	(2	)	$	8			$	(4	)	$	—
	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(28	)	$	13		Cost of Sales	$	(5	)	$	(15	)
Foreign exchange contracts	(2		)	(6		)	Other Income/Expense	(4		)	4
Total	$	(30	)	$	7			$	(9	)	$	(11	)

Fair value hedges

We designate certain futures contracts as fair value hedges of firm commitments to purchase livestock for slaughter. Our objective of these hedges is to minimize the risk of changes in fair value created by fluctuations in commodity prices associated with fixed price livestock firm commitments. We had the following aggregated notional values of outstanding forward contracts entered into to hedge forecasted commodity purchases which are accounted for as a fair value hedge (in millions):

	Metric	June 29, 2013	September 29, 2012
Commodity:
Live Cattle	Pounds	93	232
Lean Hogs	Pounds	264	239

For these derivative instruments we designate and qualify as a fair value hedge, the gain or loss on the derivative, as well as the offsetting gain or loss on the hedged item attributable to the hedged risk, are recognized in earnings in the same period. We include the gain or loss on the hedged items (i.e., livestock purchase firm commitments) in the same line item, Cost of Sales, as the offsetting gain or loss on the related livestock forward position.

											in millions
	Consolidated Condensed Statements of Income Classification	Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Gain/(Loss) on forwards	Cost of Sales	$	11		$	32		$	26		$	32
Gain/(Loss) on purchase contract	Cost of Sales	(11		)	(32		)	(26		)	(32		)

Ineffectiveness related to our fair value hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012.

14

Foreign net investment hedges

We utilize forward foreign exchange contracts to protect the value of our net investments in certain foreign subsidiaries. For derivative instruments that are designated and qualify as a hedge of a net investment in a foreign currency, the gain or loss is reported in OCI as part of the cumulative translation adjustment to the extent it is effective, with the related amounts due to or from counterparties included in other liabilities or other assets. We utilize the forward-rate method of assessing hedge effectiveness. Any ineffective portions of net investment hedges are recognized in the Consolidated Condensed Statements of Income during the period of change. Ineffectiveness related to our foreign net investment hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012. At June 29, 2013, and September 29, 2012, we had $0 and $27 million, respectively, aggregate outstanding notional values related to our forward foreign currency contracts accounted for as foreign net investment hedges.

The following table sets forth the pretax impact of these derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended						Three Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	1		Other Income/Expense	$	—		$	—
	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended						Nine Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	(1	)	Other Income/Expense	$	(4	)	$	—

Undesignated positions

In addition to our designated positions, we also hold forward and option contracts for which we do not apply hedge accounting. These include certain derivative instruments related to commodities price risk, including grains, livestock, energy, foreign currency risk and interest rate risk. We mark these positions to fair value through earnings at each reporting date. We generally do not enter into undesignated positions beyond 18 months.

The objective of our undesignated grains, livestock and energy commodity positions is to reduce the variability of cash flows associated with the forecasted purchase of certain grains, energy and livestock inputs to our production processes. We also enter into certain forward sales of boxed beef and boxed pork and forward purchases of cattle and hogs at fixed prices. The fixed price sales contracts lock in the proceeds from a future sale and the fixed cattle and hog purchases lock in the cost. However, the cost of the livestock and the related boxed beef and boxed pork market prices at the time of the sale or purchase could vary from this fixed price. As we enter into fixed forward sales of boxed beef and boxed pork and forward purchases of cattle and hogs, we also enter into the appropriate number of livestock options and futures positions to mitigate a portion of this risk. Changes in market value of the open livestock options and futures positions are marked to market and reported in earnings at each reporting date, even though the economic impact of our fixed prices being above or below the market price is only realized at the time of sale or purchase. These positions generally do not qualify for hedge treatment due to location basis differences between the commodity exchanges and the actual locations when we purchase the commodities.

We have a foreign currency cash flow hedging program to hedge portions of forecasted transactions denominated in foreign currencies, primarily with forward and option contracts, to protect against the reduction in value of forecasted foreign currency cash flows. Our undesignated foreign currency positions generally would qualify for cash flow hedge accounting. However, to reduce earnings volatility, we normally will not elect hedge accounting treatment when the position provides an offset to the underlying related transaction that impacts current earnings.

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The objective of our undesignated interest rate swap is to manage interest rate risk exposure on a floating-rate bond. Our interest rate swap agreement effectively modifies our exposure to interest rate risk by converting a portion of the floating-rate bond to a fixed rate basis for the first five years, thus reducing the impact of the interest-rate changes on future interest expense. This interest rate swap does not qualify for hedge treatment due to differences in the underlying bond and swap contract interest-rate indices.

We had the following aggregate outstanding notional values related to our undesignated positions (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	17		19
Soy Meal	Tons	96,800		1,200
Soy Oil	Pounds	—		17
Live Cattle	Pounds	191		68
Lean Hogs	Pounds	12		108
Foreign Currency	United States dollars	$	83	$	165
Interest Rate	Average monthly notional debt	$	25	$	27

The following table sets forth the pretax impact of the undesignated derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Consolidated Condensed Statements of Income Classification	Gain/(Loss) Recognized in Earnings						Gain/(Loss) Recognized in Earnings
		Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Derivatives not designated as hedging instruments:
Commodity contracts	Sales	$	(7	)	$	3		$	(19	)	$	(6	)
Commodity contracts	Cost of Sales	(8		)	(22		)	(15		)	36
Foreign exchange contracts	Other Income/Expense	(2		)	—			—			—
Total		$	(17	)	$	(19	)	$	(34	)	$	30

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The following table sets forth the fair value of all derivative instruments outstanding in the Consolidated Condensed Balance Sheets (in millions):

	Fair Value
	June 29, 2013		September 29, 2012
Derivative Assets:
Derivatives designated as hedging instruments:
Commodity contracts	$	5	$	32
Derivatives not designated as hedging instruments:
Commodity contracts	4		21
Foreign exchange contracts	1		1
Total derivative assets – not designated	5		22
Total derivative assets	$	10	$	54
Derivative Liabilities:
Derivatives designated as hedging instruments:
Commodity contracts	$	9	$	6
Foreign exchange contracts	—		1
Total derivative liabilities – designated	9		7
Derivatives not designated as hedging instruments:
Commodity contracts	64		96
Foreign exchange contracts	3		2
Interest rate contracts	—		—
Total derivative liabilities – not designated	67		98
Total derivative liabilities	$	76	$	105

Our derivative assets and liabilities are presented in our Consolidated Condensed Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. See Note 12: Fair Value Measurements for a reconciliation to amounts reported in the Consolidated Condensed Balance Sheets in Other current assets and Other current liabilities.

NOTE 12: FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy contains three levels as follows:

Level 1 — Unadjusted quoted prices available in active markets for the identical assets or liabilities at the measurement date.

Level 2 — Other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including:

• Quoted prices for similar assets or liabilities in active markets;

• Quoted prices for identical or similar assets in non-active markets;

• Inputs other than quoted prices that are observable for the asset or liability; and

• Inputs derived principally from or corroborated by other observable market data.

Level 3 — Unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions.

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Assets and Liabilities Measured at Fair Value on a Recurring Basis

The fair value hierarchy requires the use of observable market data when available. In instances where the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. The following tables set forth by level within the fair value hierarchy our financial assets and liabilities accounted for at fair value on a recurring basis according to the valuation techniques we used to determine their fair values (in millions):

June 29, 2013	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	9	$	—	$	(1	)	$	8
Foreign Exchange Forward Contracts	—		1		—		—			1
Available for Sale Securities:
Current	—		81		—		—			81
Non-current	6		26		65		—			97
Deferred Compensation Assets	22		184		—		—			206
Total Assets	$	28	$	301	$	65	$	(1	)	$	393
Liabilities:
Commodity Derivatives	$	—	$	73	$	—	$	(72	)	$	1
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	76	$	—	$	(72	)	$	4

September 29, 2012	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	53	$	—	$	(40	)	$	13
Foreign Exchange Forward Contracts	—		1		—		(1		)	—
Available for Sale Securities:
Current	—		3		—		—			3
Non-current	6		25		86		—			117
Deferred Compensation Assets	31		149		—		—			180
Total Assets	$	37	$	231	$	86	$	(41	)	$	313
Liabilities:
Commodity Derivatives	$	—	$	102	$	—	$	(100	)	$	2
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	105	$	—	$	(100	)	$	5

(a) Our derivative assets and liabilities are presented in our Consolidated Condensed Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral, when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. At June 29, 2013, and September 29, 2012, we had posted with various counterparties $71 million and $59 million, respectively, of cash collateral and held no cash collateral.

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The following table provides a reconciliation between the beginning and ending balance of debt securities measured at fair value on a recurring basis in the table above that used significant unobservable inputs (Level 3) (in millions):

	Nine Months Ended
	June 29, 2013			June 30, 2012
Balance at beginning of year	$	86		$	83
Total realized and unrealized gains (losses):
Included in earnings	1			1
Included in other comprehensive income (loss)	(1		)	(1		)
Purchases	14			20
Issuances	—			—
Settlements	(35		)	(21		)
Balance at end of period	$	65		$	82
Total gains (losses) for the nine-month period included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at end of period	$	—		$	—

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Derivative Assets and Liabilities: Our derivatives, including commodities, foreign exchange forward contracts and an interest rate swap, primarily include exchange-traded and over-the-counter contracts which are further described in Note 11: Derivative Financial Instruments. We record our commodity derivatives at fair value using quoted market prices adjusted for credit and non-performance risk and internal models that use as their basis readily observable market inputs including current and forward commodity market prices. Our foreign exchange forward contracts are recorded at fair value based on quoted prices and spot and forward currency prices adjusted for credit and non-performance risk. Our interest rate swap is recorded at fair value based on quoted LIBOR swap rates adjusted for credit and non-performance risk. We classify these instruments in Level 2 when quoted market prices can be corroborated utilizing observable current and forward commodity market prices on active exchanges, observable market transactions of spot currency rates and forward currency prices or observable benchmark market rates at commonly quoted intervals.

Available for Sale Securities: Our investments in marketable debt securities are classified as available-for-sale and are reported at fair value based on pricing models and quoted market prices adjusted for credit and non-performance risk. Short-term investments with maturities of less than 12 months are included in Other current assets in the Consolidated Condensed Balance Sheets and primarily include certificates of deposit and commercial paper. All other marketable debt securities are included in Other Assets in the Consolidated Condensed Balance Sheets and have maturities ranging up to 35 years. We classify our investments in U.S. government, U.S. agency, certificates of deposit and commercial paper debt securities as Level 2 as fair value is generally estimated using discounted cash flow models that are primarily industry-standard models that consider various assumptions, including time value and yield curve as well as other readily available relevant economic measures. We classify certain corporate, asset-backed and other debt securities as Level 3 as there is limited activity or less observable inputs into valuation models, including current interest rates and estimated prepayment, default and recovery rates on the underlying portfolio or structured investment vehicle. We also classified privately held redeemable preferred stock securities as Level 3 as there was limited activity or less observable inputs into valuation models, including interest rates and credit worthiness of the underlying private issuer. As of June 29, 2013, the privately held redeemable preferred stock had been fully redeemed. Significant changes to assumptions or unobservable inputs in the valuation of our Level 3 instruments would not have a significant impact to our consolidated condensed financial statements.

Additionally, we have 0.8 million shares of Syntroleum Corporation common stock and 0.4 million warrants, which expire in June 2015, to purchase an equivalent amount of Syntroleum Corporation common stock at an average price of $28.70. We record the shares and warrants in Other Assets in the Consolidated Condensed Balance Sheets at fair value based on quoted market prices. We classify the shares as Level 1 as the fair value is based on unadjusted quoted prices available in active markets. We classify the warrants as Level 2 as fair value can be corroborated based on observable market data.

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The following table sets forth our available for sale securities' amortized cost basis, fair value and unrealized gain (loss) by significant investment category:

(in millions)	June 29, 2013							September 29, 2012
	Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)			Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)
Available for Sale Securities:
Debt Securities:
U.S. Treasury and Agency	$	26	$	27	$	1		$	26	$	27	$	1
Certificates of Deposit and Commercial Paper	80		80		—			—		—		—
Corporate and Asset-Backed (a)	65		65		—			64		66		2
Redeemable Preferred Stock	—		—		—			20		20		—
Equity Securities:
Common Stock and Warrants	9		6		(3		)	9		7		(2		)

(a) At June 29, 2013, and September 29, 2012, the amortized cost basis for Corporate and Asset-Backed debt securities had been reduced by accumulated other than temporary impairments of $1 million and $2 million, respectively.

Unrealized holding gains (losses), net of tax, are excluded from earnings and reported in OCI until the security is settled or sold. On a quarterly basis, we evaluate whether losses related to our available-for-sale securities are temporary in nature. Losses on equity securities are recognized in earnings if the decline in value is judged to be other than temporary. If losses related to our debt securities are determined to be other than temporary, the loss would be recognized in earnings if we intend, or more likely than not will be required, to sell the security prior to recovery. For debt securities in which we have the intent and ability to hold until maturity, losses determined to be other than temporary would remain in OCI, other than expected credit losses which are recognized in earnings. We consider many factors in determining whether a loss is temporary, including the length of time and extent to which the fair value has been below cost, the financial condition and near-term prospects of the issuer and our ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. We recognized no other than temporary impairments in earnings for the three and nine months ending June 29, 2013, and June 30, 2012. No other than temporary losses were deferred in OCI as of June 29, 2013, and September 29, 2012.

Deferred Compensation Assets: We maintain non-qualified deferred compensation plans for certain executives and other highly compensated employees. Investments are maintained within a trust and include money market funds, mutual funds and life insurance policies. The cash surrender value of the life insurance policies is invested primarily in mutual funds. The investments are recorded at fair value based on quoted market prices and are included in Other Assets in the Consolidated Condensed Balance Sheets. We classify the investments which have observable market prices in active markets in Level 1 as these are generally publicly-traded mutual funds. The remaining deferred compensation assets are classified in Level 2, as fair value can be corroborated based on observable market data. Realized and unrealized gains (losses) on deferred compensation are included in earnings.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

In addition to assets and liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. During the second quarter of fiscal 2013, we recorded a $56 million impairment charge related to our Weifang operation in China. The impairment charge resulted from the completion of an assessment of our long-term business strategy in China, in which we determined Weifang was no longer core to the execution of our future business plan. Our valuation of these assets incorporated unobservable Level 3 inputs. We did not have any significant measurements of assets or liabilities at fair value on a nonrecurring basis subsequent to their initial recognition during the nine months ended June 30, 2012.

Other Financial Instruments

Fair value of our debt is principally estimated using Level 2 inputs based on quoted prices for those or similar instruments. Fair value and carrying value for our debt are as follows (in millions):

	June 29, 2013				September 29, 2012
	Fair Value		Carrying Value		Fair Value		Carrying Value
Total Debt	$	2,535	$	2,407	$	2,596	$	2,432

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NOTE 13: OTHER COMPREHENSIVE INCOME (LOSS)

The before and after tax changes in the components of other comprehensive income (loss) are as follows (in millions):

	Three Months Ended																		Nine Months Ended
	June 29, 2013									June 30, 2012									June 29, 2013									June 30, 2012
	Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax
Derivatives accounted for as cash flow hedges:
(Gain) loss reclassified to Cost of Sales	$	2		$	(1	)	$	1		$	(1	)	$	—		$	(1	)	$	5		$	(2	)	$	3		$	15		$	(6	)	$	9
(Gain) loss reclassified to Other Income/Expense	2			—			2			1			—			1			4			(1		)	3			(4		)	2			(2		)
Unrealized gain (loss)	(2		)	1			(1		)	8			(3		)	5			(30		)	12			(18		)	7			(3		)	4
Investments:
(Gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(1		)	—			(1		)	—			—			—
Unrealized gain (loss)	1			—			1			(2		)	1			(1		)	(2		)	1			(1		)	—			—			—
Currency translation:
Translation (gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(19		)	(1		)	(20		)	—			—			—
Translation adjustment	(33		)	—			(33		)	(38		)	—			(38		)	(29		)	—			(29		)	(8		)	—			(8		)
Postretirement benefits	1			—			1			1			—			1			4			—			4			3			—			3
Total Other Comprehensive Income (Loss)	$	(29	)	$	—		$	(29	)	$	(31	)	$	(2	)	$	(33	)	$	(68	)	$	9		$	(59	)	$	13		$	(7	)	$	6

NOTE 14: SEGMENT REPORTING

We operate in four segments: Chicken, Beef, Pork and Prepared Foods. We measure segment profit as operating income (loss).

Chicken: Chicken operations include breeding and raising chickens, as well as processing live chickens into fresh, frozen and value-added chicken products and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets. It also includes sales from allied products and our chicken breeding stock subsidiary.

Beef: Beef operations include processing live fed cattle and fabricating dressed beef carcasses into primal and sub-primal meat cuts and case-ready products. This segment also includes sales from allied products such as hides and variety meats, as well as logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

Pork: Pork operations include processing live market hogs and fabricating pork carcasses into primal and sub-primal cuts and case-ready products. This segment also includes our live swine group, related allied product processing activities and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

Prepared Foods: Prepared Foods operations include manufacturing and marketing frozen and refrigerated food products and logistics operations to move products through the supply chain. Products include pepperoni, bacon, beef and pork pizza toppings, pizza crusts, flour and corn tortilla products, appetizers, prepared meals, ethnic foods, soups, sauces, side dishes, meat dishes and processed meats. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

The results from Dynamic Fuels are included in Other.

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Information on segments and a reconciliation to income from continuing operations before income taxes are as follows (in millions):

	Three Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013				June 30, 2012
Sales:
Chicken	$	3,158		$	2,855			$	9,136			$	8,410
Beef	3,723			3,487				10,655				10,323
Pork	1,332			1,344				4,006				4,191
Prepared Foods	797			764				2,441				2,432
Other	—			24				47				124
Intersegment Sales	(279		)	(213		)		(805		)		(740		)
Total Sales	$	8,731		$	8,261			$	25,480			$	24,740
Operating Income (Loss):
Chicken	$	220		$	159			$	471			$	346
Beef	114			71				134				101
Pork	67			69				264				349
Prepared Foods	24			47				85				142
Other	(6		)	(4		)		5				(6		)
Total Operating Income	419			342				959				932
Total Other (Income) Expense	34			210			(b)	85			(a)	290			(b)
Income from Continuing Operations before Income Taxes	$	385		$	132			$	874			$	642

(a) Includes $19 million related to the recognized currency translation adjustment gain

(b) Includes $167 million charge related to the early extinguishment of debt

The Beef segment had sales of $59 million and $49 million in the third quarter of fiscal 2013 and 2012, respectively, and sales of $156 million and $162 million in the nine months of fiscal 2013 and 2012, respectively, from transactions with other operating segments of the Company and Dynamic Fuels. The Pork segment had sales of $220 million and $164 million in the third quarter of fiscal 2013 and 2012, respectively, and sales of $649 million and $578 million in the nine months of fiscal 2013 and 2012, respectively, from transactions with other operating segments of the Company. The aforementioned sales from intersegment transactions, which were at market prices, were included in the segment sales in the above table.

NOTE 15: COMMITMENTS AND CONTINGENCIES

Commitments

We guarantee obligations of certain outside third parties, which consist primarily of a lease and grower loans, which are substantially collateralized by the underlying assets. Terms of the underlying debt cover periods up to ten years, and the maximum potential amount of future payments as of June 29, 2013, was $63 million. We also maintain operating leases for various types of equipment, some of which contain residual value guarantees for the market value of the underlying leased assets at the end of the term of the lease. The remaining terms of the lease maturities cover periods over the next seven years. The maximum potential amount of the residual value guarantees is $57 million, of which $51 million could be recoverable through various recourse provisions and an additional undeterminable recoverable amount based on the fair value of the underlying leased assets. The likelihood of material payments under these guarantees is not considered probable. At June 29, 2013, and September 29, 2012, no material liabilities for guarantees were recorded.

22

We have cash flow assistance programs in which certain livestock suppliers participate. Under these programs, we pay an amount for livestock equivalent to a standard cost to grow such livestock during periods of low market sales prices. The amounts of such payments that are in excess of the market sales price are recorded as receivables and accrue interest. Participating suppliers are obligated to repay these receivables balances when market sales prices exceed this standard cost, or upon termination of the agreement. Our maximum obligation associated with these programs is limited to the fair value of each participating livestock supplier’s net tangible assets. The potential maximum obligation as of June 29, 2013, was approximately $310 million. The total receivables under these programs were $50 million and $25 million at June 29, 2013, and September 29, 2012, respectively, and are included, net of allowance for uncollectible amounts, in Accounts Receivable in our Consolidated Condensed Balance Sheets. Even though these programs are limited to the net tangible assets of the participating livestock suppliers, we also manage a portion of our credit risk associated with these programs by obtaining security interests in livestock suppliers’ assets. After analyzing residual credit risks and general market conditions, we have recorded an allowance for these programs’ estimated uncollectible receivables of $16 million and $10 million at June 29, 2013, and September 29, 2012, respectively.

Contingencies

We are involved in various claims and legal proceedings. We routinely assess the likelihood of adverse judgments or outcomes to those matters, as well as ranges of probable losses, to the extent losses are reasonably estimable. We record accruals for such matters to the extent that we conclude a loss is probable and the financial impact, should an adverse outcome occur, is reasonably estimable. Such accruals are reflected in the Company’s consolidated condensed financial statements. In our opinion, we have made appropriate and adequate accruals for these matters and believe the probability of a material loss beyond the amounts accrued to be remote; however, the ultimate liability for these matters is uncertain, and if accruals are not adequate, an adverse outcome could have a material effect on the consolidated condensed financial condition or results of operations. Listed below are certain claims made against the Company and/or our subsidiaries for which the potential exposure is considered material to the Company’s consolidated condensed financial statements. We believe we have substantial defenses to the claims made and intend to vigorously defend these matters.

We have pending against us a lawsuit styled DeAsencio v. Tyson Foods, Inc. (E.D. Pennsylvania, August 22, 2000) in which the plaintiffs allege that we failed to compensate certain poultry plant employees for the time it takes to engage in pre- and post-shift activities such as changing into and out of protective and sanitary clothing and walking to and from the changing area, work areas and break areas in violation of the Fair Labor Standards Act (FLSA). They seek back wages, liquidated damages, pre- and post-judgment interest, and attorneys’ fees. Plaintiffs appealed a jury verdict and final judgment entered in our favor on June 22, 2006. On September 7, 2007, the U.S. Court of Appeals for the Third Circuit reversed the jury verdict and remanded the case to the District Court for further proceedings. We sought rehearing en banc, which was denied by the Court of Appeals on October 5, 2007. The United States Supreme Court denied our petition for a writ of certiorari on June 9, 2008. The new trial date has not been set.

We have twelve separate wage and hour actions involving Tyson Fresh Meats Inc.’s plants located in Garden City, Kansas (Garcia, et al. v. Tyson Foods, Inc., Tyson Fresh Meats, Inc., D. Kansas, May 15, 2006), Emporia, Kansas (Abdiaziz, et al. v. Tyson Foods, Inc., Tyson Fresh Meats, Inc., D. Kansas, September 30, 2011), Storm Lake, Iowa (Bouaphakeo (f/k/a Sharp), et al. v. Tyson Foods, Inc., N.D. Iowa, February 6, 2007), Columbus Junction, Iowa (Guyton (f/k/a Robinson), et al. v. Tyson Foods, Inc., d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, September 12, 2007), Joslin, Illinois (Murray, et al. v. Tyson Foods, Inc., C.D. Illinois, January 2, 2008; and DeVoss v. Tyson Foods, Inc. d.b.a. Tyson Fresh Meats, C.D. Illinois, March 2, 2011), Dakota City, Nebraska (Gomez, et al. v. Tyson Foods, Inc., D. Nebraska, January 16, 2008), Madison, Nebraska (Acosta, et al. v Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., D. Nebraska, February 29, 2008), Perry and Waterloo, Iowa (Edwards, et al. v. Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, March 20, 2008); Council Bluffs, Iowa (Maxwell (f/k/a Salazar), et al. v. Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, April 29, 2008); Logansport, Indiana (Carter, et al. v. Tyson Foods, Inc. and Tyson Fresh Meats, Inc., N.D. Indiana, April 29, 2008); and Goodlettsville, Tennessee (Abadeer v. Tyson Foods, Inc., and Tyson Fresh Meats, Inc., M.D. Tennessee, February 6, 2009). The actions allege we failed to pay employees for all hours worked, including overtime compensation for the time it takes to change into protective work uniforms, safety equipment and other sanitary and protective clothing worn by employees, and for walking to and from the changing area, work areas and break areas in violation of the FLSA and analogous state laws. The plaintiffs seek back wages, liquidated damages, pre- and post-judgment interest, attorneys’ fees and costs. Each case is proceeding in its jurisdiction.

• After a trial in the Garcia case involving our Garden City, Kansas facility, a jury verdict in favor of the plaintiffs was entered on March 17, 2011. Exclusive of pre- and post-judgment interest, attorneys’ fees and costs, the jury found violations of federal and state laws for pre- and post-shift work activities and awarded damages in the amount of $503,011. Plaintiffs’ counsel filed an application for attorneys’ fees and expenses which we contested. On December 7, 2012, the court granted plaintiffs' counsel's application and awarded a total of $3,609,723. We filed an appeal with the Tenth Circuit Court of Appeals on December 27, 2012.

• A jury trial was held in the Bouaphakeo case, which involves our Storm Lake, Iowa pork plant, which resulted in a jury verdict in favor of the plaintiffs for violations of federal and state laws for pre- and post-shift work activities. The trial court also awarded the plaintiffs liquidated damages, resulting in total damages awarded in the amount of $5,784,758. We have appealed the jury's verdict and trial court's award. The plaintiffs' counsel has also filed an application for attorneys' fees and expenses in the amount of $2,692,145.

23

• A jury trial was held in the Guyton case, which involves our Columbus Junction, Iowa pork plant, which resulted in a jury verdict in favor of Tyson on April 25, 2012. The plaintiffs have appealed to the Eighth Circuit Court of Appeals.

• The Maxwell case, which involves our Council Bluffs, Iowa plant, has been resolved by the parties for $970,000, and all payments required by the settlement have been paid and the claims dismissed.

• A bench trial was held in the Acosta case, which involves our Madison, Nebraska pork plant, in January 2013. The trial court filed its findings of fact and conclusions of law on May 31, 2013, and awarded $5,733,943 for unpaid overtime wages. The court ordered each party to submit an updated back pay calculation reflecting payroll data through the date of its order. A judgment has not yet been entered.

• A jury trial in the Gomez case, which involves our Dakota City, Nebraska beef plant, was held, and the jury found in favor of the plaintiffs on April 3, 2013. The trial court has not determined the amount of damages.

• The trial court in the Edwards case, which involves the Perry and Waterloo, Iowa facilities, split the case into two trials. The trial involving the Perry facility is scheduled to begin October 7, 2013, and the trial involving the Waterloo facility is scheduled to begin December 9, 2013.

• The Carter case, which involves our Logansport, Indiana pork plant, has been resolved by the parties for $950,000. The parties' joint motion for approval of the settlement is pending.

We have pending one wage and hour action involving our Tyson Prepared Foods plant located in Jefferson, Wisconsin (Weissman, et al. v. Tyson Prepared Foods, Inc., Jefferson County (Wisconsin) Circuit Court, October 20, 2010). The plaintiffs allege that employees should be paid for the time it takes to engage in pre- and post-shift activities such as changing into and out of protective and sanitary clothing and the associated time it takes to walk to and from their workstations post-donning and pre-doffing of protective and sanitary clothing. Six named plaintiffs seek to act as state law class representatives on behalf of all current and former employees who were allegedly not paid for time worked and seek back wages, liquidated damages, pre- and post-judgment interest, and attorneys’ fees and costs. On May 16, 2011, the plaintiffs filed a motion to certify a state law class of all hourly employees who have worked at the Jefferson plant from October 20, 2008, to the present. We filed motions for summary judgment seeking dismissal of the claims, or, in the alternative, to limit the claims made for non-compensable clothes changing activities. The court granted summary judgment in favor of Tyson on August 31, 2012, and the plaintiffs filed a notice of appeal on October 5, 2012. On August 1, 2013, the appeals court reversed and remanded the case to the trial court, concluding that the applicable activities at this plant are compensable, subject to certain defenses.

On June 19, 2005, the Attorney General and the Secretary of the Environment of the State of Oklahoma filed a complaint in the U.S. District Court for the Northern District of Oklahoma against us, three of our subsidiaries and six other poultry integrators. The complaint, which was subsequently amended, asserts a number of state and federal causes of action including, but not limited to, counts under Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), Resource Conservation and Recovery Act (RCRA), and state-law public nuisance theories. The amended complaint asserts that defendants and certain contract growers who are not named in the amended complaint polluted the surface waters, groundwater and associated drinking water supplies of the Illinois River Watershed (IRW) through the land application of poultry litter. Oklahoma asserts that this alleged pollution has also caused extensive injury to the environment (including soils and sediments) of the IRW and that the defendants have been unjustly enriched. Oklahoma’s claims cover the entire IRW, which encompasses more than one million acres of land and the natural resources (including lakes and waterways) contained therein. Oklahoma seeks wide-ranging relief, including injunctive relief, compensatory damages in excess of $800 million, an unspecified amount in punitive damages and attorneys’ fees. We and the other defendants have denied liability, asserted various defenses, and filed a third-party complaint that asserts claims against other persons and entities whose activities may have contributed to the pollution alleged in the amended complaint. The district court has stayed proceedings on the third party complaint pending resolution of Oklahoma’s claims against the defendants. On October 31, 2008, the defendants filed a motion to dismiss for failure to join the Cherokee Nation as a required party or, in the alternative, for judgment as a matter of law based on the plaintiffs’ lack of standing. This motion was granted in part and denied in part on July 22, 2009. In its ruling, the district court dismissed Oklahoma’s claims for cost recovery and for natural resources damages under CERCLA and for unjust enrichment under Oklahoma common law. This ruling also narrowed the scope of Oklahoma’s remaining claims by dismissing all damage claims under its causes of action for Oklahoma common law nuisance, federal common law nuisance, and Oklahoma common law trespass, leaving only its claims for injunctive relief for trial. On August 18, 2009, the Court granted partial summary judgment in favor of the defendants on Oklahoma’s claims for violations of the Oklahoma Registered Poultry Feeding Operations Act. Oklahoma later voluntarily dismissed the remainder of this claim. On September 2, 2009, the Cherokee Nation filed a motion to intervene in the lawsuit. Its motion to intervene was denied on September 15, 2009, and the Cherokee Nation filed a notice of appeal of that ruling in the Tenth Circuit Court of Appeals on September 17, 2009. A non-jury trial of the case began on September 24, 2009. At the close of Oklahoma’s case-in-chief, the Court granted the defendants’ motions to dismiss claims based on RCRA, nuisance per se, and health risks related to bacteria. The defense rested its case on January 13, 2010, and closing arguments were held on February 11, 2010. On September 21, 2010, the Court of Appeals affirmed the district court’s denial of the Cherokee Nation’s motion to intervene. On October 6, 2010, the Cherokee Nation and the State of Oklahoma filed a petition for rehearing or en banc review seeking reconsideration of this ruling. The Court of Appeals denied this petition. The district court has not yet rendered its decision from the trial, which ended in February 2010.

24

In late 2010, the United States Environmental Protection Agency (EPA) Region 7 began a Clean Air Act investigation of the Company related to operation and maintenance of ammonia refrigeration equipment at multiple facilities. The EPA subsequently referred the matter, which involves allegations of potential non-compliance with the Clean Air Act’s Risk Management Plan requirements at 23 Tyson facilities in Kansas, Missouri, Iowa and Nebraska, to the United States Department of Justice (DOJ). We reached a settlement agreement with the EPA and DOJ in which we agreed to pay $3,950,000 in civil penalties and fund $300,000 in supplemental environmental projects related to the purchase of emergency response equipment for certain communities in which we have operations. We also agreed to conduct third party audits of the 23 facilities. Pursuant to this settlement, the DOJ filed the complaint and consent decree, which contains the terms of the settlement agreement, with the federal district court in the Eastern District of Missouri. The Court has entered the consent decree, which has become a final settlement of this matter.

NOTE 16: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

TFM Parent, our wholly-owned subsidiary, has fully and unconditionally guaranteed the 2016 Notes. Additionally, TFM Parent has fully and unconditionally guaranteed the 2022 Notes until such date TFM Parent has been released of its guarantee of both (i) Tyson's $1.0 billion revolving credit facility and (ii) the 2016 Notes, at which time TFM Parent's guarantee of the 2022 Notes is permanently released. The following financial information presents condensed consolidating financial statements, which include Tyson Foods, Inc. (TFI Parent); TFM Parent; the Non-Guarantors Subsidiaries (Non-Guarantors) on a combined basis; the elimination entries necessary to consolidate TFI Parent, TFM Parent and the Non-Guarantors; and Tyson Foods, Inc. on a consolidated basis, and is provided as an alternative to providing separate financial statements for the guarantor. This presentation has been revised from the financial presentation disclosed in periods prior to September 29, 2012, to reflect changes in the subsidiary guarantees associated with the permanent release of certain subsidiary guarantors upon the retirement of the 10.50% Senior Notes due 2014.

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	142		$	4,908		$	4,081		$	(400	)	$	8,731
Cost of Sales	8			4,679			3,762			(400		)	8,049
Gross Profit	134			229			319			—			682
Selling, General and Administrative	19			54			190			—			263
Operating Income	115			175			129			—			419
Other (Income) Expense:
Interest expense, net	9			15			10			—			34
Other, net	—			(1		)	1			—			—
Equity in net earnings of subsidiaries	(181		)	(15		)	—			196			—
Total Other (Income) Expense	(172		)	(1		)	11			196			34
Income from Continuing Operations before Income Taxes	287			176			118			(196		)	385
Income Tax Expense	38			56			42			—			136
Income from Continuing Operations	249			120			76			(196		)	249
Loss from Discontinued Operation, Net of Tax	—			—			(4		)	—			(4		)
Net Income	249			120			72			(196		)	245
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Net Income Attributable to Tyson	$	249		$	120		$	76		$	(196	)	$	249
Comprehensive Income (Loss)	216			103			49			(152		)	216
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Comprehensive Income (Loss) Attributable to Tyson	$	216		$	103		$	53		$	(152	)	$	220

25

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 30, 2012												in millions
	TFI Parent			TFM Parent		Non- Guarantors			Eliminations			Total
Sales	$	140		$	4,711	$	3,764		$	(354	)	$	8,261
Cost of Sales	20			4,536		3,493			(354		)	7,695
Gross Profit	120			175		271			—			566
Selling, General and Administrative	4			49		170			1			224
Operating Income	116			126		101			(1		)	342
Other (Income) Expense:
Interest expense, net	50			70		93			—			213
Other, net	1			—		(4		)	—			(3		)
Equity in net earnings of subsidiaries	(34		)	—		—			34			—
Total Other (Income) Expense	17			70		89			34			210
Income from Continuing Operations before Income Taxes	99			56		12			(35		)	132
Income Tax Expense	23			19		11			—			53
Income from Continuing Operations	76			37		1			(35		)	79
Loss from Discontinued Operation, Net of Tax	—			—		(6		)	—			(6		)
Net Income	76			37		(5		)	(35		)	73
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Net Income Attributable to Tyson	76			37		(2		)	(35		)	76
Comprehensive Income (Loss)	43			18		(29		)	8			40
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	43		$	18	$	(26	)	$	8		$	43

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	318		$	14,210		$	11,957		$	(1,005	)	$	25,480
Cost of Sales	35			13,696			11,065			(1,005		)	23,791
Gross Profit	283			514			892			—			1,689
Selling, General and Administrative	51			151			528			—			730
Operating Income	232			363			364			—			959
Other (Income) Expense:
Interest expense, net	26			46			32			—			104
Other, net	4			(1		)	(22		)	—			(19		)
Equity in net earnings of subsidiaries	(381		)	(29		)	—			410			—
Total Other (Income) Expense	(351		)	16			10			410			85
Income from Continuing Operations before Income Taxes	583			347			354			(410		)	874
Income Tax Expense	66			109			110			—			285
Income from Continuing Operations	517			238			244			(410		)	589
Loss from Discontinued Operation, Net of Tax	—			—			(70		)	—			(70		)
Net Income	517			238			174			(410		)	519
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Net Income Attributable to Tyson	$	517		$	238		$	172		$	(410	)	$	517
Comprehensive Income (Loss)	460			202			80			(282		)	460
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Comprehensive Income (Loss) Attributable to Tyson	$	460		$	202		$	78		$	(282	)	$	458

26

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	268		$	14,172		$	11,273		$	(973	)	$	24,740
Cost of Sales	12			13,647			10,453			(972		)	23,140
Gross Profit	256			525			820			(1		)	1,600
Selling, General and Administrative	25			156			488			(1		)	668
Operating Income	231			369			332			—			932
Other (Income) Expense:
Interest expense, net	39			126			142			—			307
Other, net	1			—			(18		)	—			(17		)
Equity in net earnings of subsidiaries	(268		)	(55		)	—			323			—
Total Other (Income) Expense	(228		)	71			124			323			290
Income from Continuing Operations before Income Taxes	459			298			208			(323		)	642
Income Tax Expense	61			83			87			—			231
Income from Continuing Operations	398			215			121			(323		)	411
Loss from Discontinued Operation, Net of Tax	—			—			(16		)	—			(16		)
Net Income	398			215			105			(323		)	395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Net Income Attributable to Tyson	$	398		$	215		$	108		$	(323	)	$	398
Comprehensive Income (Loss)	404			223			110			(336		)	401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	404		$	223		$	113		$	(336	)	$	404

27

Condensed Consolidating Balance Sheet as of June 29, 2013										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	—	$	13	$	930	$	—		$	943
Accounts receivable, net	—		589		865		—			1,454
Inventories	1		1,024		1,876		—			2,901
Other current assets	370		55		216		(412		)	229
Total Current Assets	371		1,681		3,887		(412		)	5,527
Net Property, Plant and Equipment	31		877		3,134		—			4,042
Goodwill	—		881		1,022		—			1,903
Intangible Assets	—		22		121		—			143
Other Assets	909		159		249		(830		)	487
Investment in Subsidiaries	11,756		2,008		—		(13,764		)	—
Total Assets	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	452	$	132	$	251	$	(327	)	$	508
Accounts payable	20		577		712		—			1,309
Other current liabilities	4,467		186		916		(4,448		)	1,121
Total Current Liabilities	4,939		895		1,879		(4,775		)	2,938
Long-Term Debt	1,770		679		246		(796		)	1,899
Deferred Income Taxes	—		131		342		(6		)	467
Other Liabilities	145		144		290		(28		)	551
Total Tyson Shareholders’ Equity	6,213		3,779		5,622		(9,401		)	6,213
Noncontrolling Interest	—		—		34		—			34
Total Shareholders’ Equity	6,213		3,779		5,656		(9,401		)	6,247
Total Liabilities and Shareholders’ Equity	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102

28

Condensed Consolidating Balance Sheet as of September 29, 2012										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	1	$	9	$	1,061	$	—		$	1,071
Accounts receivable, net	1		499		878		—			1,378
Inventories	—		950		1,859		—			2,809
Other current assets	139		100		90		(184		)	145
Total Current Assets	141		1,558		3,888		(184		)	5,403
Net Property, Plant and Equipment	31		873		3,118		—			4,022
Goodwill	—		881		1,010		—			1,891
Intangible Assets	—		26		103		—			129
Other Assets	1,257		151		251		(1,208		)	451
Investment in Subsidiaries	11,849		2,005		—		(13,854		)	—
Total Assets	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	439	$	—	$	167	$	(91	)	$	515
Accounts payable	10		558		804		—			1,372
Other current liabilities	4,887		144		766		(4,854		)	943
Total Current Liabilities	5,336		702		1,737		(4,945		)	2,830
Long-Term Debt	1,774		809		486		(1,152		)	1,917
Deferred Income Taxes	—		135		432		(9		)	558
Other Liabilities	156		146		294		(47		)	549
Total Tyson Shareholders’ Equity	6,012		3,702		5,391		(9,093		)	6,012
Noncontrolling Interest	—		—		30		—			30
Total Shareholders’ Equity	6,012		3,702		5,421		(9,093		)	6,042
Total Liabilities and Shareholders’ Equity	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896

29

Condensed Consolidating Statement of Cash Flows for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	185		$	196		$	404		$	(13	)	$	772
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(3		)	(82		)	(340		)	—			(425		)
(Purchases of)/Proceeds from marketable securities, net	—			(14		)	(87		)	—			(101		)
Acquisitions, net of cash acquired	—			—			(106		)	—			(106		)
Other, net	(3		)	9			30			—			36
Cash Provided by (Used for) Investing Activities	(6		)	(87		)	(503		)	—			(596		)
Cash Flows from Financing Activities:
Net change in debt	—			—			(21		)	—			(21		)
Purchases of Tyson Class A common stock	(298		)	—			—			—			(298		)
Dividends	(87		)	—			(13		)	13			(87		)
Stock options exercised	93			—			—			—			93
Other, net	13			—			—			—			13
Net change in intercompany balances	99			(105		)	6			—			—
Cash Provided by (Used for) Financing Activities	(180		)	(105		)	(28		)	13			(300		)
Effect of Exchange Rate Changes on Cash	—			—			(4		)	—			(4		)
Increase (Decrease) in Cash and Cash Equivalents	(1		)	4			(131		)	—			(128		)
Cash and Cash Equivalents at Beginning of Year	1			9			1,061			—			1,071
Cash and Cash Equivalents at End of Period	$	—		$	13		$	930		$	—		$	943

Condensed Consolidating Statement of Cash Flows for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	280		$	237		$	212		$	(10	)	$	719
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(1		)	(78		)	(451		)	—			(530		)
(Purchases of)/Proceeds from marketable securities, net	—			(7		)	(2		)	—			(9		)
Acquisitions, net of cash acquired	—			—			—			—			—
Other, net	2			5			12			—			19
Cash Provided by (Used for) Investing Activities	1			(80		)	(441		)	—			(520		)
Cash Flows from Financing Activities:
Net change in debt	131			—			32			—			163
Purchases of Tyson Class A common stock	(209		)	—			—			—			(209		)
Dividends	(44		)	—			(10		)	10			(44		)
Stock options exercised	32			—			—			—			32
Other, net	(5		)	—			(21		)	—			(26		)
Net change in intercompany balances	(186		)	(158		)	344			—			—
Cash Provided by (Used for) Financing Activities	(281		)	(158		)	345			10			(84		)
Effect of Exchange Rate Changes on Cash	—			—			(3		)	—			(3		)
Increase (Decrease) in Cash and Cash Equivalents	—			(1		)	113			—			112
Cash and Cash Equivalents at Beginning of Year	1			1			714			—			716
Cash and Cash Equivalents at End of Period	$	1		$	—		$	827		$	—		$	828

30

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

RESULTS OF OPERATIONS

Description of the Company

We are one of the world’s largest meat protein companies and the second-largest food production company in the Fortune 500 with one of the most recognized brand names in the food industry. We produce, distribute and market chicken, beef, pork, prepared foods and related allied products. Our operations are conducted in four segments: Chicken, Beef, Pork and Prepared Foods. Some of the key factors influencing our business are customer demand for our products; the ability to maintain and grow relationships with customers and introduce new and innovative products to the marketplace; accessibility of international markets; market prices for our products; the cost of live cattle and hogs, raw materials and feed; and operating efficiencies of our facilities.

Overview

• General – We had strong operating income in the third quarter of fiscal 2013, which was led by record earnings in our Chicken segment and a rebound in our Beef segment.

• We continued to execute our strategy of accelerating growth in domestic value-added chicken sales, prepared food sales and international chicken production, innovating products, services and customer insights and cultivating our talent development to support Tyson's growth and future.

• We also maintained focus on maximizing our margins through margin management and operational efficiency improvements. Margin management improvements occurred in the areas of mix, export sales, price optimization and value-added product initiatives. The operational efficiencies occurred in areas of yields, chicken live performance, cost reduction and labor management.

• Market environment – Our Chicken segment delivered record results in the third quarter of fiscal 2013 driven by strong demand and favorable domestic market conditions. The Chicken segment experienced increased feed costs but was able to offset the impact with operational, mix and price improvements. Our Beef segment's operating performance rebounded in the third quarter of fiscal 2013 due to improved operational execution and less volatile live cattle markets. Our Pork segment results were down slightly in the third quarter of fiscal 2013 due to decreased volumes as a result of balancing our supply with customer demand and reduced exports. Our Prepared Foods segment was challenged by product mix and rapidly increasing raw material prices.

• Discontinued Operation - After conducting an assessment during fiscal 2013 of our long-term business strategy in China, we determined our Weifang operation (Weifang), which was part of our Chicken segment, was no longer core to the execution of our strategy given the capital investment it required to execute our future business plan. In the third quarter we entered into an agreement to sell Weifang, which was subsequently completed in July 2013. Weifang's results are reported as a discontinued operation for all periods presented.

• Our total operating margins were 4.8% in the third quarter of fiscal 2013. The following is a summary of operating margins by segment:

Chicken – 7.0%        Beef – 3.1%        Pork – 5.0%        Prepared Foods – 3.0%

• Debt and Liquidity – During the third quarter of fiscal 2013, we generated $542 million of operating cash flows. Additionally, we repurchased, as part of our share repurchase program, 4 million shares of our Class A common stock for $100 million. At June 29, 2013, we had approximately $2 billion of liquidity, which includes availability under our credit facility, $943 million of cash and cash equivalents and $81 million of short-term investments.

in millions, except per share data	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Net income from continuing operations attributable to Tyson	$	253		$	82		$	587		$	414
Net income from continuing operations attributable to Tyson – per diluted share	0.69			0.22			1.61			1.11
Net loss from discontinued operation attributable to Tyson	(4		)	(6		)	(70		)	(16		)
Net loss from discontinued operation attributable to Tyson – per diluted share	(0.01		)	(0.01		)	(0.19		)	(0.04		)
Net income attributable to Tyson	249			76			517			398
Net income attributable to Tyson – per diluted share	0.68			0.21			1.42			1.07

Nine months of fiscal 2013- Net income from continuing operations attributable to Tyson included the following item:

• $19 million, or $0.05 per diluted share, related to a recognized currency translation adjustment gain

Third quarter and nine months of fiscal 2012- Net income from continuing operations attributable to Tyson included the following item:

• $167 million pretax charge, or $0.29 per diluted share, related to the early extinguishment of debt

31

Summary of Results

Sales

in millions	Three Months Ended					Nine Months Ended
	June 29, 2013			June 30, 2012		June 29, 2013			June 30, 2012
Sales	$	8,731		$	8,261	$	25,480		$	24,740
Change in sales volume	2.2		%			(0.7		)%
Change in average sales price	3.7		%			4.1		%
Sales growth	5.7		%			3.0		%

Third quarter – Fiscal 2013 vs Fiscal 2012

• Average Sales Price – Sales were positively impacted by higher average sales prices, which accounted for an increase of $286 million. All segments experienced increased average sales prices, largely due to continued tight domestic availability of protein and increased live and raw material costs.

• Sales Volume – Sales were positively impacted by higher sales volume, which accounted for an increase of $184 million. All segments, with the exception of the Pork segment, had an increase in sales volume.

Nine months – Fiscal 2013 vs Fiscal 2012

• Average Sales Price – Sales were positively impacted by higher average sales prices, which accounted for an increase of $864 million. The Chicken and Beef segments experienced increased average sales prices, largely due to continued tight domestic availability of protein and increased live and raw material costs, partially offset by a decrease in average sales price in the Pork segment which was driven by lower live and raw material costs.

• Sales Volume – Sales were negatively impacted by lower sales volume, which accounted for a decrease of $124 million. The Beef and Pork segments experienced lower sales volumes, partially offset by increases in sales volume in the Chicken and Prepared Foods segments.

Cost of Sales

in millions	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Cost of sales	$	8,049		$	7,695		$	23,791		$	23,140
Gross margin	$	682		$	566		$	1,689		$	1,600
Cost of sales as a percentage of sales	92.2		%	93.1		%	93.4		%	93.5		%

Third quarter – Fiscal 2013 vs Fiscal 2012

• Cost of sales increased $354 million. Higher input cost per pound increased cost of sales $183 million, while higher sales volume increased cost of sales $171 million.

• The $183 million impact of higher input cost per pound was primarily driven by:

• Increases in live cattle and live hog costs of $85 million and $20 million, respectively.

• Increase in feed costs of $105 million in our Chicken segment.

• The $171 million impact of higher sales volume was driven by increases in sales volume in our Chicken, Beef, and Prepared Foods segments, partially offset by a decrease in sales volume in our Pork segment.

Nine months – Fiscal 2013 vs Fiscal 2012

• Cost of sales increased $651 million. Higher input cost per pound increased cost of sales $792 million, while lower sales volume decreased cost of sales $141 million.

• The $792 million impact of higher input cost per pound was primarily driven by:

• Increase in live cattle costs of $350 million, partially offset by a decrease in live hog costs of $80 million.

• Increase in feed costs of $440 million in our Chicken segment.

• The $141 million impact of lower sales volume was driven by decreases in sales volume in our Beef and Pork segments, partially offset by increases in sales volume in our Chicken and Prepared Foods segment.

32

Selling, General and Administrative

in millions	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Selling, general and administrative expense	$	263		$	224		$	730		$	668
As a percentage of sales	3.0		%	2.7		%	2.9		%	2.7		%

Third Quarter - Fiscal 2013 vs Fiscal 2012

• Increase of $22 million related to employee costs including payroll and stock-based and incentive-based compensation.

• Increase of $13 million related to advertising and sales promotions.

Nine months – Fiscal 2013 vs Fiscal 2012

• Increase of $30 million related to employee costs including payroll and stock-based and incentive-based compensation.

• Increase of $25 million related to advertising and sales promotions.

• Increase of $7 million primarily related to reduced investment returns on deferred compensation plans.

Interest Expense

in millions	Three Months Ended				Nine Months Ended
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Cash interest expense	$	29	$	39	$	88	$	120
Loss on early extinguishment of debt	—		167		—		167
Non-cash interest expense	7		9		21		29
Total Interest Expense	$	36	$	215	$	109	$	316

Third quarter and nine months – Fiscal 2013 vs Fiscal 2012

• Cash interest expense includes interest expense related to the coupon rates for senior notes and commitment/letter of credit fees incurred on our revolving credit facilities. The decrease is due to lower average coupon rates for our senior notes compared to fiscal 2012.

• Loss on early extinguishment of debt during the third quarter and nine months of fiscal 2012 include the amount paid exceeding the par value of debt, unamortized discount and unamortized debt issuance costs related to the completion of our tender offer to purchase any and all of the outstanding 10.50% Senior Notes due 2014 (2014 Notes).

• Non-cash interest expense primarily includes interest related to the amortization of debt issuance costs and discounts/premiums on note issuances.

Other (Income) Expense, net

in millions	Three Months Ended					Nine Months Ended
	June 29, 2013		June 30, 2012			June 29, 2013			June 30, 2012
	$	—	$	(3	)	$	(19	)	$	(17	)

Nine months of fiscal 2013

• Included $19 million related to a currency translation adjustment gain recognized in conjunction with the receipt of proceeds constituting the final resolution of our investment in Canada.

Nine months of fiscal 2012

• Included $11 million of equity earnings in joint ventures and $4 million in net foreign currency exchange gains.

33

Effective Tax Rate

Three Months Ended				Nine Months Ended
June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
35.4	%	40.2	%	32.6	%	35.9	%

Third quarter and nine months of fiscal 2013 – The effective tax rate for continuing operations was impacted by:

• state income taxes;

• the domestic production deduction; and

• losses in foreign jurisdictions for which no benefit is recognized.

Third quarter and nine months of fiscal 2012 – The effective tax rate for continuing operations was impacted by a lower level of pretax income for the quarter combined with:

• state income taxes;

• the domestic production deduction; and

• losses in foreign jurisdictions for which no benefit is recognized.

Segment Results

We operate in four segments: Chicken, Beef, Pork and Prepared Foods. The following table is a summary of sales and operating income (loss), which is how we measure segment income.

in millions	Sales
	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Chicken	$	3,158		$	2,855		$	9,136		$	8,410
Beef	3,723			3,487			10,655			10,323
Pork	1,332			1,344			4,006			4,191
Prepared Foods	797			764			2,441			2,432
Other	—			24			47			124
Intersegment Sales	(279		)	(213		)	(805		)	(740		)
Total	$	8,731		$	8,261		$	25,480		$	24,740

in millions	Operating Income (Loss)
	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013		June 30, 2012
Chicken	$	220		$	159		$	471	$	346
Beef	114			71			134		101
Pork	67			69			264		349
Prepared Foods	24			47			85		142
Other	(6		)	(4		)	5		(6		)
Total	$	419		$	342		$	959	$	932

34

Chicken Segment Results

in millions	Three Months Ended									Nine Months Ended
	June 29, 2013			June 30, 2012			Change			June 29, 2013			June 30, 2012			Change
Sales	$	3,158		$	2,855		$	303		$	9,136		$	8,410		$	726
Sales Volume Change							4.4		%							1.8		%
Average Sales Price Change							6.0		%							6.7		%
Operating Income	$	220		$	159		$	61		$	471		$	346		$	125
Operating Margin	7.0		%	5.6		%				5.2		%	4.1		%

Third quarter and nine months – Fiscal 2013 vs Fiscal 2012

• Sales and Operating Income –

• Sales Volume – Sales volume grew due to increased domestic and international production driven by stronger demand for chicken products.

• Average Sales Price – The increase in average sales price in the third quarter and nine months of fiscal 2013 was primarily due to mix changes and price increases associated with higher input costs. Since many of our sales contracts are formula based or shorter-term in nature, we were able to offset rising input costs through improved pricing and mix.

• Operating Income – Operating income was positively impacted by increased average sales price and volume, improved live performance and operational execution, as well as improved performance in our foreign-produced operations. These increases were partially offset by increased feed costs of $105 million and $440 million for the third quarter and nine months of fiscal 2013, respectively.

Beef Segment Results

in millions	Three Months Ended									Nine Months Ended
	June 29, 2013			June 30, 2012			Change			June 29, 2013			June 30, 2012			Change
Sales	$	3,723		$	3,487		$	236		$	10,655		$	10,323		$	332
Sales Volume Change							3.8		%							(3.6		)%
Average Sales Price Change							2.9		%							7.1		%
Operating Income	$	114		$	71		$	43		$	134		$	101		$	33
Operating Margin	3.1		%	2.0		%				1.3		%	1.0		%

Third quarter and nine months – Fiscal 2013 vs Fiscal 2012

• Sales and Operating Income –

• Fed cattle supplies decreased which drove up average sales price and livestock cost. Sales volumes increased in the third quarter due to increased demand for our beef products. Sales volumes decreased in the nine months of fiscal 2013 due to a reduction in outside trim and tallow purchases. Operating income increased in the third quarter and nine months of fiscal 2013 due to improved operational execution and less volatile live cattle markets.

35

Pork Segment Results

in millions	Three Months Ended									Nine Months Ended
	June 29, 2013			June 30, 2012			Change			June 29, 2013			June 30, 2012			Change
Sales	$	1,332		$	1,344		$	(12	)	$	4,006		$	4,191		$	(185	)
Sales Volume Change							(4.7		)%							(3.0		)%
Average Sales Price Change							4.0		%							(1.4		)%
Operating Income	$	67		$	69		$	(2	)	$	264		$	349		$	(85	)
Operating Margin	5.0		%	5.1		%				6.6		%	8.3		%

Third quarter and nine months – Fiscal 2013 vs Fiscal 2012

• Sales and Operating Income –

• For the third quarter of fiscal 2013, demand for pork products improved, which drove up average sales price and livestock cost despite a slight increase in live hog supplies. For the nine months of fiscal 2013, live hog supplies increased, which drove down average sales price and livestock cost. Sales volumes decreased as a result of balancing our supply with customer demand and reduced exports. While reduced compared to prior year, operating income remained strong in the nine months of fiscal 2013 despite brief periods of imbalance in industry supply and customer demand.

• Derivative Activities – Operating results in fiscal 2012 included gains of $18 million and $51 million for the three and nine months ended, respectively, for commodity risk management activities related to futures contracts. These amounts exclude the impact from related physical sale and purchase transactions, which impact current and future period operating results. Our operating results in fiscal 2013 were not significantly impacted by these activities. 

Prepared Foods Segment Results

in millions	Three Months Ended									Nine Months Ended
	June 29, 2013			June 30, 2012			Change			June 29, 2013			June 30, 2012			Change
Sales	$	797		$	764		$	33		$	2,441		$	2,432		$	9
Sales Volume Change							1.3		%							0.8		%
Average Sales Price Change							3.0		%							(0.4		)%
Operating Income	$	24		$	47		$	(23	)	$	85		$	142		$	(57	)
Operating Margin	3.0		%	6.2		%				3.5		%	5.8		%

Third quarter and nine months – Fiscal 2013 vs Fiscal 2012

• Sales and Operating Income –

• Operating income decreased, despite increased sales volumes, as the result of product mix, increased raw material costs and additional costs incurred as we invested in our lunchmeat business. Because many of our sales contracts are formula based or shorter-term in nature, we are typically able to offset rising input costs through pricing. However, there is a lag time for price increases to take effect.

36

Outlook

In fiscal 2014, we expect overall domestic protein production (chicken, beef, pork and turkey) to increase approximately 1% from fiscal 2013 levels. The recent favorable weather conditions and more ideal planting environment should increase 2014 grain supplies, which should result in lower input costs as well as decreased costs for cattle and hog producers. The following is a summary of the fiscal 2014 outlook for each of our segments, as well as an outlook on sales, capital expenditures, net interest expense, debt and liquidity and share repurchases for the remainder of fiscal 2013 and fiscal 2014:

• Chicken – Current USDA data shows U.S. chicken production to increase 2-3% in fiscal 2014 compared to fiscal 2013. Based on current futures prices, we expect lower feed costs in fiscal 2014 compared to fiscal 2013 of approximately $500 million. Many of our sales contracts are formula based or shorter-term in nature, which allows us to adjust pricing when input costs fluctuate. However, there may be a lag time for price changes to take effect. For fiscal 2014, we believe our Chicken segment will be in or above its normalized range of 5.0%-7.0%.

• Beef – We expect to see a reduction of industry fed cattle supplies of 2-3% in fiscal 2014 as compared to fiscal 2013. Although we generally expect adequate supplies in regions we operate our plants, there may be periods of imbalance of fed cattle supply and demand. For fiscal 2014, we believe our Beef segment's profitability will be similar to fiscal 2013, but could be below its normalized range of 2.5%-4.5%.

• Pork – We expect industry hog supplies to be flat and exports to improve compared to fiscal 2013. For fiscal 2014, we believe our Pork segment will be in its normalized range of 6.0%-8.0%.

• Prepared Foods – We expect operational improvements and pricing to offset increased raw material costs. Because many of our sales contracts are formula based or shorter-term in nature, we are typically able to offset rising input costs through increased pricing. For fiscal 2014, we believe our Prepared Foods segment could be slightly below its normalized range of 4.0%-6.0% as we continue to invest in our growth platforms.

• Sales – We expect fiscal 2013 sales to approximate $34.5 billion mostly resulting from price increases related to decreases in domestic availability of certain protein and increased raw material costs. We expect fiscal 2014 sales to approximate $36 billion as we continue to execute our strategy of accelerating growth in domestic value-added chicken sales, prepared food sales and international chicken production.

• Capital Expenditures – We expect fiscal 2013 capital expenditures will approximate $550-$600 million. We expect fiscal 2014 capital expenditures to approximate $650-$700 million.

• Net Interest Expense – We expect net interest expense will approximate $140 million and $100 million for fiscal 2013 and 2014, respectively.

• Debt and Liquidity – Our next significant debt maturity is scheduled for October 2013, which we currently plan to use cash on hand and/or cash flows from operations for payment. We may also use additional available cash to repurchase notes when available at attractive rates. Total liquidity at June 29, 2013, was $2 billion, well above our goal to maintain liquidity in excess of $1.2 billion.

• Share Repurchases – We expect to continue repurchasing shares under our share repurchase program. As of June 29, 2013, 24 million shares remain authorized for repurchases. The timing and extent to which we repurchase shares will depend upon, among other things, our working capital needs, market conditions, liquidity targets, our debt obligations and regulatory requirements.

37

LIQUIDITY AND CAPITAL RESOURCES

Our cash needs for working capital, capital expenditures, growth opportunities, upcoming debt maturities, the repurchases of senior notes and share repurchases are expected to be met with current cash on hand, cash flows provided by operating activities, or short-term borrowings. Based on our current expectations, we believe our liquidity and capital resources will be sufficient to operate our business. However, we may take advantage of opportunities to generate additional liquidity or refinance existing debt through capital market transactions. The amount, nature and timing of any capital market transactions will depend on: our operating performance and other circumstances; our then-current commitments and obligations; the amount, nature and timing of our capital requirements; any limitations imposed by our current credit arrangements; and overall market conditions.

Cash Flows from Operating Activities

in millions	Nine Months Ended
	June 29, 2013			June 30, 2012
Net income	$	519		$	395
Non-cash items in net income:
Depreciation and amortization	387			369
Deferred income taxes	(21		)	75
Loss on early extinguishment of debt	—			167
Other, net	80			(1		)
Changes in working capital	(193		)	(286		)
Net cash provided by operating activities	$	772		$	719

• Cash flows associated with Loss on early extinguishment of debt includes the amount paid exceeding the par value of debt, unamortized discount and unamortized debt issuance costs related to the completion of our tender offer to purchase any and all of the outstanding 2014 Notes.

• Cash flows associated with changes in working capital for the nine months ended:

• June 29, 2013 – Decreased primarily due to higher inventory and accounts receivable balances and lower accounts payable. The increased inventory and accounts receivable balances are largely due to increased raw material costs and timing of sales.

• June 30, 2012 – Decreased primarily due to a higher inventory balance and lower accounts payable, accrued salaries, wages and benefits and interest payable. The increased inventory balance was largely due to increased raw material costs. The decreased interest payable balance was primarily due to the payment of accrued interest related to the 2014 Notes upon extinguishment.

Cash Flows from Investing Activities

in millions	Nine Months Ended
	June 29, 2013			June 30, 2012
Additions to property, plant and equipment	$	(425	)	$	(530	)
(Purchases of)/Proceeds from marketable securities, net	(101		)	(9		)
Acquisitions, net of cash acquired	(106		)	—
Other, net	36			19
Net cash used for investing activities	$	(596	)	$	(520	)

• Additions to property, plant and equipment included acquiring new equipment, upgrading our facilities to maintain competitive standing and positioning us for future opportunities.

• Capital spending for fiscal 2013 is expected to approximate $550-$600 million, and includes spending on our operations for production and labor efficiencies, yield improvements and sales channel flexibility, as well as expansion of our foreign operations.

• Purchases of marketable securities in the nine months of fiscal 2013 included $80 million related to the purchase of short-term investments and $18 million related to the funding of deferred compensation plans.

• Acquisitions - During the nine months of fiscal 2013, we acquired two value-added food businesses as part of our strategic expansion initiative. The aggregate purchase price of the acquisitions was $106 million, which included $50 million for property, plant and equipment, $41 million allocated to Intangible Assets and $12 million allocated to Goodwill.

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Cash Flows from Financing Activities

in millions	Nine Months Ended
	June 29, 2013			June 30, 2012
Payments on debt	$	(69	)	$	(919	)
Net proceeds from borrowings	48			1,082
Purchases of Tyson Class A common stock	(298		)	(209		)
Dividends	(87		)	(44		)
Stock options exercised	93			32
Other, net	13			(26		)
Net cash used for financing activities	$	(300	)	$	(84	)

• During the nine months of fiscal 2012, we received net proceeds of $995 million from the issuance of the 4.50% Senior Notes due 2022. We used the net proceeds towards the extinguishment of the 2014 Notes, including the payments of accrued interest and related premiums, and general corporate expenses.

• During the nine months of fiscal 2013, we received proceeds of $40 million and paid $66 million related to borrowings at our foreign operations. Total debt related to our foreign operations was $66 million at June 29, 2013 ($42 million current, $24 million long-term).

• Purchases of Tyson Class A common stock included:

• $250 million and $180 million for shares repurchased pursuant to our share repurchase program during the nine months ended June 29, 2013, and June 30, 2012, respectively; and

• $48 million and $29 million for shares repurchased to fund certain obligations under our equity compensation plans during the nine months ended June 29, 2013, and June 30, 2012, respectively.

• Dividends during the nine months of fiscal 2013 included a 25% increase to our quarterly dividend rate. Additionally, we declared and paid special dividends per share of $0.10 and $0.09 to holders of Class A stock and Class B stock, respectively, during the nine months of fiscal 2013.

Liquidity

in millions
	Commitments Expiration Date	Facility Amount		Outstanding Letters of Credit (no draw downs)		Amount Borrowed		Amount Available
Cash and cash equivalents								$	943
Short-term investments								$	81
Revolving credit facility	August 2017	$	1,000	$	56	$	—	$	944
Total liquidity								$	1,968

• Short-term investments include marketable debt securities with maturities of less than 12 months, primarily certificates of deposit and commercial paper, classified as available-for-sale.

• The revolving credit facility supports our short-term funding needs and letters of credit. The letters of credit issued under this facility are primarily in support of workers’ compensation insurance programs and derivative activities.

• Our 3.25% Convertible Senior Notes due 2013 (2013 Notes) may currently be converted to Class A stock early during any fiscal quarter in the event certain conditions are met. In this event, any note holders electing early conversion would be paid the conversion value up to the principal value in cash, which totaled $458 million at June 29, 2013. Any conversion premium would be paid in shares of Class A stock. The conditions for early conversion were met in our third quarter of fiscal 2013, and thus, holders maintain the option to convert the 2013 Notes during our fourth quarter of fiscal 2013. On and after July 15, 2013, until the close of business on the second scheduled trading day immediately preceding the maturity date, which is October 15, 2013, holders may convert their notes at any time. Should the holders exercise the early conversion option on or after July 15, 2013, we would be required to make such delivery of cash and Class A stock, if any, at the October 15, 2013 maturity date. As of August 2, 2013, there were no significant early conversions. We presently plan to use cash on hand and/or cash flows from operations for payment on the 2013 Notes on October 15, 2013.

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• At June 29, 2013, approximately 32% of our cash was held in the international accounts of our foreign subsidiaries. Generally, we do not rely on the foreign cash as a source of funds to support our ongoing domestic liquidity needs, but rather we manage our worldwide cash requirements by reviewing available funds among our foreign subsidiaries and the cost effectiveness with which those funds can be accessed. The repatriation of cash balances from certain of our subsidiaries could have adverse tax consequences or be subject to regulatory capital requirements; however, those balances are generally available without legal restrictions to fund ordinary business operations. Our U.S. income taxes, net of applicable foreign tax credits, have not been provided on undistributed earnings of foreign subsidiaries. Our intention is to reinvest these earnings permanently or to repatriate the earnings only when it is tax effective to do so.

• Our current ratio was 1.88 to 1 and 1.91 to 1 at June 29, 2013, and September 29, 2012, respectively.

Capital Resources

Revolving Credit Facility

Cash flows from operating activities and current cash on hand are our primary sources of liquidity for funding debt service, capital expenditures, dividends and share repurchases. We also have a revolving credit facility, with a committed maximum capacity of $1.0 billion, to provide additional liquidity for working capital needs, letters of credit and a source of financing for growth opportunities. As of June 29, 2013, we had outstanding letters of credit totaling $56 million issued under this facility, none of which were drawn upon, which left $944 million available for borrowing. Our revolving credit facility is funded by a syndicate of 43 banks, with commitments ranging from $0.3 million to $90 million per bank. The syndicate includes bank holding companies that are required to be adequately capitalized under federal bank regulatory agency requirements.

Capitalization

To monitor our credit ratings and our capacity for long-term financing, we consider various qualitative and quantitative factors. We monitor the ratio of our debt to our total capitalization as support for our long-term financing decisions. At June 29, 2013, and September 29, 2012, the ratio of our debt-to-total capitalization was 27.8% and 28.7%, respectively. For the purpose of this calculation, debt is defined as the sum of current and long-term debt. Total capitalization is defined as debt plus Total Shareholders’ Equity.

Credit Ratings

2016 Notes

On February 11, 2013, Standard & Poor's Ratings Services, a Standard & Poor's Financial Services LLC business (S&P), upgraded the credit rating of the 2016 Notes from "BBB-" to "BBB." This upgrade did not impact the interest rate on the 2016 Notes.

On June 7, 2012, Moody's Investors Service, Inc. (Moody's) upgraded the credit rating of the 2016 Notes from "Ba1" to "Baa3." This upgrade decreased the interest rate on the 2016 Notes from 6.85% to 6.60%, effective beginning with the six-month interest payment due October 1, 2012.

A one-notch downgrade by Moody's would increase the interest rates on the 2016 Notes by 0.25%. A two-notch downgrade from S&P would increase the interest rates on the 2016 Notes by 0.25%.

Revolving Credit Facility

S&P's corporate credit rating for Tyson Foods, Inc. is "BBB." Moody’s senior, unsecured, subsidiary guaranteed long-term debt rating for Tyson Foods, Inc. is "Baa3." Fitch Ratings', a wholly owned subsidiary of Fimalac, S.A. (Fitch), issuer default rating for Tyson Foods, Inc. is "BBB." The below table outlines the fees paid on the unused portion of the facility (Facility Fee Rate) and letter of credit fees (Undrawn Letter of Credit Fee and Borrowing Spread) depending on the rating levels of Tyson Foods, Inc. from S&P, Moody's and Fitch.

Ratings Level (S&P/Moody's/Fitch)	Facility Fee Rate		Undrawn Letter of Credit Fee and Borrowing Spread
BBB+/Baa1/BBB+ or above	0.150	%	1.125	%
BBB/Baa2/BBB (current level)	0.175	%	1.375	%
BBB-/Baa3/BBB-	0.225	%	1.625	%
BB+/Ba1/BB+	0.275	%	1.875	%
BB/Ba2/BB or lower or unrated	0.325	%	2.125	%

In the event the rating levels are split, the applicable fees and spread will be based upon the rating level in effect for two of the rating agencies, or, if all three rating agencies have different rating levels, the applicable fees and spread will be based upon the rating level that is between the rating levels of the other two rating agencies.

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Debt Covenants

Our revolving credit facility contains affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens and encumbrances; incur debt; merge, dissolve, liquidate or consolidate; make acquisitions and investments; dispose of or transfer assets; pay dividends or make other payments in respect of our capital stock; amend material documents; change the nature of our business; make certain payments of debt; engage in certain transactions with affiliates; and enter into sale/leaseback or hedging transactions, in each case, subject to certain qualifications and exceptions. In addition, we are required to maintain minimum interest expense coverage and maximum debt-to-capitalization ratios.

Our 2022 Notes also contain affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens; engage in certain sale/leaseback transactions; and engage in certain consolidations, mergers and sales of assets.

We were in compliance with all debt covenants at June 29, 2013.

RECENTLY ADOPTED/ISSUED ACCOUNTING PRONOUNCEMENTS

Refer to the discussion of recently adopted/issued accounting pronouncements under Part I, Item 1, Notes to Consolidated Condensed Financial Statements, Note 1: Accounting Policies.

CRITICAL ACCOUNTING ESTIMATES

We consider accounting policies related to: contingent liabilities; marketing and advertising costs; accrued self insurance; impairment of long-lived assets; impairment of goodwill and other intangible assets; and income taxes to be critical policies. These policies are summarized in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended September 29, 2012.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Certain information in this report constitutes forward-looking statements. Such forward-looking statements include, but are not limited to, current views and estimates of our outlook for fiscal 2013 and 2014, other future economic circumstances, industry conditions in domestic and international markets, our performance and financial results (e.g., debt levels, return on invested capital, value-added product growth, capital expenditures, tax rates, access to foreign markets and dividend policy). These forward-looking statements are subject to a number of factors and uncertainties that could cause our actual results and experiences to differ materially from anticipated results and expectations expressed in such forward-looking statements. We wish to caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Among the factors that may cause actual results and experiences to differ from anticipated results and expectations expressed in such forward-looking statements are the following: (i) the effect of, or changes in, general economic conditions; (ii) fluctuations in the cost and availability of inputs and raw materials, such as live cattle, live swine, feed grains (including corn and soybean meal) and energy; (iii) market conditions for finished products, including competition from other global and domestic food processors, supply and pricing of competing products and alternative proteins and demand for alternative proteins; (iv) successful rationalization of existing facilities and operating efficiencies of the facilities; (v) risks associated with our commodity purchasing activities; (vi) access to foreign markets together with foreign economic conditions, including currency fluctuations, import/export restrictions and foreign politics; (vii) outbreak of a livestock disease (such as avian influenza (AI) or bovine spongiform encephalopathy (BSE)), which could have an adverse effect on livestock we own, the availability of livestock we purchase, consumer perception of certain protein products or our ability to access certain domestic and foreign markets; (viii) changes in availability and relative costs of labor and contract growers and our ability to maintain good relationships with employees, labor unions, contract growers and independent producers providing us livestock; (ix) issues related to food safety, including costs resulting from product recalls, regulatory compliance and any related claims or litigation; (x) changes in consumer preference and diets and our ability to identify and react to consumer trends; (xi) significant marketing plan changes by large customers or loss of one or more large customers; (xii) adverse results from litigation; (xiii) risks associated with leverage, including cost increases due to rising interest rates or changes in debt ratings or outlook; (xiv) compliance with and changes to regulations and laws (both domestic and foreign), including changes in accounting standards, tax laws, environmental laws, agricultural laws and occupational, health and safety laws; (xv) our ability to make effective acquisitions or joint ventures and successfully integrate newly acquired businesses into existing operations; (xvi) effectiveness of advertising and marketing programs; and (xvii) those factors listed under Item 1A. “Risk Factors” included in our Annual Report filed on Form 10-K for the year ended September 29, 2012.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk relating to our operations results primarily from changes in commodity prices, interest rates and foreign exchange rates, as well as credit risk concentrations. To address certain of these risks, we enter into various derivative transactions as described below. If a derivative instrument is accounted for as a hedge, depending on the nature of the hedge, changes in the fair value of the instrument either will be offset against the change in fair value of the hedged assets, liabilities or firm commitments through earnings, or be recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. The ineffective portion of an instrument’s change in fair value is recognized immediately. Additionally, we hold certain positions, primarily in grain and livestock futures that either do not meet the criteria for hedge accounting or are not designated as hedges. With the exception of normal purchases and normal sales that are expected to result in physical delivery, we record these positions at fair value, and the unrealized gains and losses are reported in earnings at each reporting date. Changes in market value of derivatives used in our risk management activities relating to forward sales contracts are recorded in sales. Changes in market value of derivatives used in our risk management activities surrounding inventories on hand or anticipated purchases of inventories are recorded in cost of sales.

The sensitivity analyses presented below are the measures of potential losses of fair value resulting from hypothetical changes in commodity prices, interest rates and foreign exchange rates. Sensitivity analyses do not consider the actions we may take to mitigate our exposure to changes, nor do they consider the effects such hypothetical adverse changes may have on overall economic activity. Actual changes in market prices may differ from hypothetical changes.

Commodities Risk: We purchase certain commodities, such as grains and livestock, in the course of normal operations. As part of our commodity risk management activities, we use derivative financial instruments, primarily futures and options, to reduce the effect of changing prices and as a mechanism to procure the underlying commodity. However, as the commodities underlying our derivative financial instruments can experience significant price fluctuations, any requirement to mark-to-market the positions that have not been designated or do not qualify as hedges could result in volatility in our results of operations. Contract terms of a hedge instrument closely mirror those of the hedged item providing a high degree of risk reduction and correlation. Contracts designated and highly effective at meeting this risk reduction and correlation criteria are recorded using hedge accounting. The following table presents a sensitivity analysis resulting from a hypothetical change of 10% in market prices as of June 29, 2013, and September 29, 2012, on the fair value of open positions. The fair value of such positions is a summation of the fair values calculated for each commodity by valuing each net position at quoted futures prices. The market risk exposure analysis includes hedge and non-hedge derivative financial instruments.

Effect of 10% change in fair value			in millions
	June 29, 2013		September 29, 2012
Livestock:
Cattle	$	14	$	42
Hogs	21		37
Grain	14		30

Interest Rate Risk: At June 29, 2013, we had variable rate debt of $177 million with a weighted average interest rate of 3.4%. A hypothetical 10% increase in interest rates effective at June 29, 2013, and September 29, 2012, would have a minimal effect on interest expense.

Additionally, changes in interest rates impact the fair value of our fixed-rate debt. At June 29, 2013, we had fixed-rate debt of $2.2 billion with a weighted average interest rate of 6.0%. Market risk for fixed-rate debt is estimated as the potential increase in fair value, resulting from a hypothetical 10% decrease in interest rates. A hypothetical 10% decrease in interest rates would have increased the fair value of our fixed-rate debt by approximately $18 million at June 29, 2013, and $16 million at September 29, 2012. The fair values of our debt were estimated based on quoted market prices and/or published interest rates.

Foreign Currency Risk: We have foreign exchange exposure from fluctuations in foreign currency exchange rates primarily as a result of certain receivable and payable balances. The primary currencies we have exposure to are the Brazilian real, the British pound sterling, the Canadian dollar, the Chinese renminbi, the European euro and the Mexican peso. We periodically enter into foreign exchange forward and option contracts to hedge some portion of our foreign currency exposure. A hypothetical 10% change in foreign exchange rates effective at June 29, 2013, and September 29, 2012, related to the foreign exchange forward and option contracts would have a $11 million and $21 million impact, respectively, on pretax income. In the future, we may enter into more foreign exchange forward and option contracts as a result of our international growth strategy.

Concentration of Credit Risk: Refer to our market risk disclosures set forth in the 2012 Annual Report filed on Form 10-K for a detailed discussion of quantitative and qualitative disclosures about concentration of credit risks, as these risk disclosures have not changed significantly from the 2012 Annual Report.

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Item 4. Controls and Procedures

An evaluation was performed, under the supervision and with the participation of management, including the Chief Executive Officer (CEO) and the Chief Financial Officer (CFO), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended. Based on that evaluation, management, including the CEO and CFO, has concluded that, as of June 29, 2013, our disclosure controls and procedures were effective.

In the third quarter ended June 29, 2013, there were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Refer to the description of certain legal proceedings pending against us under Part I, Item 1, Notes to Consolidated Condensed Financial Statements, Note 15: Commitments and Contingencies, which discussion is incorporated herein by reference. Listed below are certain additional legal proceedings involving the Company and/or its subsidiaries.

On May 8, 2008, a lawsuit was filed against the Company and two of our employees in the District Court of McCurtain County, Oklahoma styled Armstrong, et al. v. Tyson Foods, Inc., et al. (the Armstrong Case). The lawsuit was brought by a group of 52 poultry growers who allege that certain of our live production practices in Oklahoma constitute fraudulent inducement, fraud, unjust enrichment, negligence, gross negligence, unconscionability, violations of the Oklahoma Business Sales Act, Deceptive Trade Practice violations, violations of the Consumer Protection Act, and conversion, as well as other theories of recovery. The plaintiffs sought damages in an unspecified amount. On October 30, 2009, 20 additional growers represented by the same attorney filed a lawsuit against us in the same court asserting the same or similar claims, which is styled Clardy, et al. v. Tyson Foods, Inc., et al. (the Clardy Case). In both of these cases we have denied all allegations of wrongdoing. In June 2009, the plaintiffs in the Armstrong case requested an expedited trial date for a smaller group of plaintiffs they claimed were facing imminent financial peril. The Court ultimately severed a group of 10 plaintiffs from the Armstrong Case, and a trial began on March 15, 2010. On April 1, 2010, the jury returned a verdict against us and one of our employees, and on April 2, 2010, the Court entered a judgment in the amount of $8,655,735, which included punitive damages. Subsequent to the trial, the presiding judge disqualified from the cases and the Oklahoma Supreme Court appointed a new judge to the cases. Following this appointment, the trial court granted our motions for change of venue and to stay all future trials of plaintiffs in the Armstrong Case and the Clardy Case pending the outcome of our appeal of the initial Armstrong Case verdict. The trial court took under advisement the sizes of groupings of plaintiffs in future trials in response to our motion to sever the plaintiffs' claims into individual cases. We appealed the initial Armstrong Case verdict to the Oklahoma Supreme Court based on numerous irregularities and rulings during the trial, and the Oklahoma Supreme Court reversed the verdict and remanded the case back to the trial court. The new trial in the Armstrong Case is scheduled for September 2013, though due to the current procedural posture of the case and outstanding pre-trial issues, a postponement of the trial date may occur. The new trial date has not been scheduled for the Clardy Case.

Other Matters: We currently have approximately 115,000 employees and, at any time, have various employment practices matters outstanding. In the aggregate, these matters are significant to the Company, and we devote significant resources to managing employment issues. Additionally, we are subject to other lawsuits, investigations and claims (some of which involve substantial amounts) arising out of the conduct of our business. While the ultimate results of these matters cannot be determined, they are not expected to have a material adverse effect on our consolidated results of operations or financial position.

Item 1A. Risk Factors

There have been no material changes to the risk factors listed in Part I, “Item 1A. Risk Factors” in the Annual Report on Form 10-K for the year ended September 29, 2012. These risk factors should be considered carefully with the information provided elsewhere in this report, which could materially adversely affect our business, financial condition or results of operations. Additional risks and uncertainties not currently known or we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table below provides information regarding our purchases of Class A stock during the periods indicated.

Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)
March 31, 2013 to April 27, 2013	164,208		$	24.30	—		28,000,134
April 28, 2013 to June 1, 2013	2,065,995		24.91		1,879,800		26,120,334
June 2, 2013 to June 29, 2013	2,175,734		25.33		2,099,332		24,021,002
Total	4,405,937	(2)	$	25.09	3,979,132	(3)	24,021,002

(1) On February 7, 2003, we announced our Board of Directors approved a program to repurchase up to 25 million shares of Class A common stock from time to time in open market or privately negotiated transactions. The program has no fixed or scheduled termination date. On May 3, 2012, our Board of Directors approved an increase of 35 million shares authorized for repurchase under this program.

(2) We purchased 426,805 shares during the period that were not made pursuant to our previously announced stock repurchase program, but were purchased to fund certain Company obligations under our equity compensation plans. These transactions included 385,935 shares purchased in open market transactions and 40,870 shares withheld to cover required tax withholdings on the vesting of restricted stock.

(3) These shares were purchased during the period pursuant to our previously announced stock repurchase program.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not Applicable

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Item 5. Other Information

On and effective August 1, 2013, the board of directors of the Company amended and restated the Company's Bylaws (the “Bylaws” and, as amended and restated, the “Amended Bylaws”). The following is a brief summary of the material changes effected by adoption of the Amended Bylaws, which is qualified in its entirety by reference to the Amended Bylaws filed as Exhibit 3.2 hereto.

(1)    The Amended Bylaws added certain advance notice and other requirements for stockholders to propose director nominations or other business to be brought before an annual or special meeting of stockholders, which requirements include, among other things, the following:

(a)     stockholder proposals must be brought by stockholders who are stockholders of record as of the date of delivery of the required notice and as of the record date for determination of stockholders entitled to notice of and to vote at the applicable annual or special meeting;

(b)    a stockholder must give notice of any action to be brought before an annual meeting or any director nominee not less than 90 nor more than 120 days prior to the first anniversary of the preceding year's annual meeting;

(c)     in addition to the information specified in the prior version of the Company's Bylaws, a stockholder's advance notice with respect to any stockholder proposals or director nominations must set forth:

(i)     the class and number of all shares of stock of the Company owned beneficially or of record by the stockholder or any affiliates or associates of such stockholder;

(ii)     any material interest in such business of the stockholder and the beneficial owners, if any, on whose behalf the proposal is made;

(iii)     specified information relating to the interests of the stockholder and any identified beneficial owners and their affiliates and associates in derivatives, hedges and other economic and voting interests with respect to stock of the Company;

(iv)     a representation that the stockholder intends to appear in person or by proxy at the meeting to bring the proposed business or nomination before the meeting;

(v)     a representation whether the stockholder intends to deliver a proxy statement and/or form of proxy to stockholders or to solicit proxies or votes from stockholders in support of the proposal or nominees for election as directors; and

(vi)     any other information relating to the stockholder and any identified beneficial owners and their affiliates and associates that would be required to be disclosed in a proxy statement or other filings required to be made in connection with the solicitation of proxies by such person with respect to the proposed business or the election of directors, or that may otherwise be required, pursuant to proxy solicitation rules of the United States Securities and Exchange Commission (the “SEC”);

(d)     in addition to the information specified in the prior version of the Company's Bylaws, a stockholder's advance notice with respect to director nominations, must set forth the following information about each proposed nominee for election as a director:

(i)     the class and number of all shares of stock of the Company which are owned beneficially or of record by such person and by any affiliates or associates of such person;

(ii)     any other information relating to such person that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies for election of directors pursuant to SEC rules and regulations; and

(e)    a proposed director nominee will be required to furnish to the Company a written questionnaire with respect to the background and qualifications of such nominee to be eligible for election.

(2)     The Amended Bylaws also provide that in the event of a contested election of directors, the directors receiving a plurality of the votes will be elected.

(3)     Other substantive changes included in the Amended Bylaws are the following: (i) special meetings of stockholders may only be called by the senior chairman of the board (if there is one), the chairman of the board, resolution adopted by a majority of the entire board, or the secretary upon request of a majority of stockholders, (ii) a director meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of directors if any action taken is approved by at least a majority of the required quorum for that meeting, and (iii) the age limitation for service by a director has been changed from 70 to 72.

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Item 6. Exhibits

The following exhibits are filed with this report.

Exhibit No.	Exhibit Description
3.2	Fifth Amended and Restated Bylaws of the Company
12.1	Ratio of Earnings to Fixed Charges
31.1	Certification of Chief Executive Officer pursuant to SEC Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to SEC Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	The following financial information from our Quarterly Report on Form 10-Q for the quarter ended June 29, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows, and (v) the Notes to Condensed Consolidated Financial Statements.

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 thereunto duly authorized.

	TYSON FOODS, INC.
Date: August 5, 2013		/s/ Dennis Leatherby
		Dennis Leatherby
		Executive Vice President and Chief Financial Officer
Date: August 5, 2013		/s/ Curt T. Calaway
		Curt T. Calaway
		Senior Vice President, Controller and Chief Accounting Officer

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EX-3.2

EXHIBIT 3.2

FIFTH AMENDED AND RESTATED BY-LAWS

OF

TYSON FOODS, INC.

ARTICLE I

OFFICES

Section 1.Registered Office.    The registered office of Tyson Foods, Inc. (the “Corporation”) shall be at The Corporation Trust Company, 1209 Orange Street, in the City of Wilmington, County of New Castle, State of Delaware.

Section 2.Other Offices.The Corporation may also have offices at such other places both within and without the State of Delaware as the board of directors of the Corporation (the “Board of Directors”) may from time to time determine.

ARTICLE II

MEETINGS OF STOCKHOLDERS

Section 1.Meetings.Meetings of the stockholders for the election of directors or for any other purpose shall be held at such time and place, either within or without the State of Delaware as shall be designated from time to time by the Board of Directors and stated in the notice of the meeting or in a duly executed waiver of notice thereof. The Board of Directors may, in its sole discretion, determine that stockholder meetings shall not be held at any place, but may instead be held solely by means of remote communication as authorized by Section 211(a)(2) of the Delaware General Corporation Law. If authorized by the Board of Directors in its sole discretion, and subject to such guidelines and procedures as the Board of Directors may adopt, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication: (a) participate in a meeting of stockholders and (b) be deemed present in person and vote at a meeting of stockholders, whether such meeting is to be held at a designated place or solely by remote communication, provided that (i) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder; (ii) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings; and (iii) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation. The Chairman of the Board of Directors of the Corporation shall act as Chairman of, and establish the agenda and rules and procedures for, all meetings of stockholders. The Secretary of the Corporation shall serve as Secretary for all meetings of stockholders.

Section 2.Annual Meetings.Annual meetings of stockholders of the Corporation (each, an “Annual Meeting”) for the election of directors and for the transaction of such other business as may properly be brought before the meeting in accordance with these Fifth Amended and Restated By-Laws of the Corporation (as amended from time to time in accordance with the provisions hereof, these “By-Laws”) shall be held on such date and at such time as shall be designated from time to time by the Board of Directors and stated in the notice of the meeting. Written notice of the Annual Meeting stating the place, date and hour of the meeting shall be given to each stockholder entitled to vote at such meeting not less than ten nor more than 60 days before the date of the meeting.

Section 3.Special Meetings.    Unless otherwise prescribed by law or by the certificate of incorporation of the Corporation, as amended and restated from time to time (the “Certificate of Incorporation”), special meetings of stockholders of the Corporation (each, a “Special Meeting”), for any purpose or purposes, may be called onlyby (a) the Senior Chairman of the Board of Directors, if there be one, (b) the Chairman of the Board of Directors, (c) resolution adopted by a majority of the entire Board of Directors or (d) the Secretary upon the written request of the record holders of not less than a majority of the voting power of the stock of the Corporation issued and outstanding and entitled to vote, which written request sets forth a brief description of the business desired to be brought by such record holders before the Special Meeting. Except in accordance with this Section 3 and business included in the Corporation’s proxy materials pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (such act, and the rules and regulations promulgated thereunder, the “Exchange Act”), stockholders shall not be permitted to propose business to be brought before a Special Meeting. For the avoidance of doubt, stockholders who nominate persons for election to the Board of Directors at a Special Meeting must comply with the requirements set forth in Section 9 of this Article II. Written notice of a Special Meeting stating the place, date and hour of the meeting and the purpose or purposes for which the meeting is called shall be given not less than ten nor more than 60 days before the date of the meeting to each stockholder entitled to vote at such meeting. The Board of Directors may postpone, reschedule or cancel any Special Meeting previously scheduled by the Board of Directors.

Section 4.Quorum; Adjournments.    Except as otherwise provided by law or by the Certificate of Incorporation, the holders of a majority of the voting power of the stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy, shall constitute a quorum at all meetings of the stockholders for the transaction of business. If, however, such quorum shall not be present or represented at any meeting of the stockholders, either the Chairman or the stockholders entitled to vote thereat, present in person or represented by proxy, shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present or represented; provided, however, that if the adjournment is for more than thirty days, or if after the adjournment a new record date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each stockholder entitled to vote at the meeting. At such adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally noticed.

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Section 5.Voting.        When a quorum is present at any meeting, the affirmative vote of a majority of the votes cast shall decide any question brought before such meeting, unless the question is one upon which by express provision of Delaware law, the Certificate of Incorporation or these By-Lawsa different vote is required, in which case such express provision shall govern and control the decision of such question. Each holder of the Corporation’s Class A Common Stock (“Class A Stock”) represented at a meeting of stockholders shall be entitled to cast one vote for each share of Class A Stock entitled to vote thereat held by such stockholder. Each holder of the Corporation’s Class B Common Stock (“Class B Stock”) represented at a meeting of stockholders shall be entitled to cast ten votes for each share of Class B Stock entitled to vote thereat held by such stockholder. Such votes may be cast in person or by proxy but no proxy shall be voted on or after three years from its date, unless such proxy provides for a longer period. The Board of Directors, in its discretion, or the officer of the Corporation presiding at a meeting of stockholders, in such officer’s discretion, may require that any votes cast at such meeting shall be cast by written ballot.

At any meeting of the stockholders, there shall be a proxy committee, which shall be composed of the Senior Chairman of the Board of Directors, if there be one, and such other persons appointed by the Board of Directors, to facilitate the voting of shares underlying proxies solicited from the stockholders. At such meetings of the stockholders, any proxies received in the name of or on behalf of the stockholders shall be voted by the Senior Chairman of the Board of Directors, and in the event of the absence of such Senior Chairman of the Board of Directors, the Board of Directors, in its discretion, may designate one or more persons to serve on such proxy committee who shall vote any proxies received in the name of or on behalf of the stockholders.

Section 6.Consent of Stockholders in Lieu of Meeting.Unless otherwise provided in the Certificate of Incorporation, any action required or permitted to be taken at any Annual Meeting or Special Meeting may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the record holders of outstanding stock of the Corporation having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted. Prompt notice of the taking of the corporate action without a meeting by less than unanimous written consent shall be given to those stockholders who have not consented in writing.

Section 7.List of Stockholders Entitled to Vote.    The officer of the Corporation who has charge of the stock ledger of the Corporation shall prepare and make, at least ten days before every meeting of stockholders, a complete list of the stockholders entitled to vote at the meeting, arranged in alphabetical order, and showing the address of each stockholder and the number of shares registered in the name of each stockholder. Such list shall be open to the examination of any stockholder, for any purpose germane to the meeting, during ordinary business hours, for a period of at least ten days prior to the meeting, at the principal place of business of the Corporation. The list shall also be produced and kept at the time and place of the meeting during the whole time thereof, and may be inspected by any stockholder of the Corporation who is present.

Section 8.Stock Ledger.        The stock ledger of the Corporation shall be the only evidence as to who are the stockholders entitled to examine the stock ledger, the list required by Section 7 of this Article II, or to vote in person or by proxy at any meeting of stockholders.

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Section 9.Nominations for Director.

(a)    General. Only persons who are nominated in accordance with the procedures set forth in this Section 9 shall be eligible for election as directors of the Corporation, except as may be otherwise provided in the Certificate of Incorporation or applicable law. Nominations of persons for election to the Board of Directors may be made at any Annual Meeting, or at any Special Meeting called for the purpose of electing directors, (i) by or at the direction of the Board of Directors (or any duly authorized committee thereof) or (ii) by any stockholder of the Corporation who (A) is a stockholder of record on the date of the giving of the notice provided for in this Section 9 and on the record date for the determination of stockholders entitled to notice of and to vote at such meeting, (B) is entitled to vote at such meeting and (C) complies with the notice procedures set forth in this Section 9. In addition to the other requirements set forth in this Section 9, a stockholder may not present a nominee for election at an Annual Meeting or Special Meeting unless such stockholder, and any beneficial owner on whose behalf such nomination is made, acted in a manner consistent with the representations made in the Nominee Solicitation Representation (as defined below).

(b)    Timing of Notice. In addition to any other applicable requirements, for a nomination to be made by a stockholder, such stockholder must have given timely notice thereof in proper written form to the Secretary. To be timely, a stockholder’s notice must be received by the Secretary at the principal executive offices of the Corporation (i) in the case of an Annual Meeting, not less than 90 nor more than 120 days prior to the first anniversary of the preceding year’s Annual Meeting; provided, however, that in the event that the Annual Meeting is convened more than 30 days before or more than 60 days after such anniversary date, or if no Annual Meeting was held in the preceding year, notice by the stockholder to be timely must be so received no more than 120 days prior to such Annual Meeting nor less than the later of (x) 90 days prior to such Annual Meeting and (y) ten days after the day on which public disclosure of the date of the meeting was made; and (ii) in the case of a Special Meeting called for the purpose of electing directors, no more than ten days after the day on which public disclosure of the date of such Special Meeting was made. In no event shall an adjournment of an Annual Meeting or Special Meeting, or a postponement of such a meeting for which notice has been given, or the public disclosure thereof, commence a new time period for the giving of a stockholder’s notice as described above. Notwithstanding the foregoing, in the event that the number of directors to be elected to the Board of Directors at the Annual Meeting is increased effective after the time period for which nominations would otherwise be due under this Section 9 and there is no public announcement by the Corporation naming the nominees for the additional directorships at least 100 days prior to the first anniversary of the preceding year’s Annual Meeting, a stockholder’s notice required by this Section 9 shall also be considered timely, but only with respect to nominees for the additional directorships, if it shall be delivered to the Secretary at the principal executive offices of the Corporation not later than the close of business on the tenth day following the day on which such public announcement is first made by the Corporation.

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(c)    Form of Notice. To be in proper written form, a stockholder’s notice to the Secretary must set forth (i) as to each person whom the stockholder proposes to nominate for election as a director (A) the name, age, business address and residence address of such person, (B) the principal occupation or employment of such person, (C) the class or series and number of shares of capital stock (if any) of the Corporation that are owned, directly or indirectly, beneficially or of record by such person and (D) any other information relating to such person that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies for election of directors pursuant to Section 14 of the Exchange Act and the rules and regulations promulgated thereunder (the “Proxy Rules”) and (ii) as to the stockholder giving the notice and the beneficial owner, if any, on whose behalf such nomination is made (each, a “Nominating Party”) (A) the name and address of each Nominating Party, (B)(1) the class or series and number of shares of capital stock of the Corporation that are owned, directly or indirectly, beneficially or of record by each Nominating Party or any Stockholder Associated Person (as defined below) and (2) any derivative positions held or beneficially held by each Nominating Party and Stockholder Associated Person and whether and the extent to which any hedging or other transaction or series of transactions has been entered into by or on behalf of, or any other agreement, arrangement or understanding (including, without limitation, any short position or any borrowing or lending of shares) has been made, the effect or intent of which is to mitigate loss to or manage risk or benefit of share price changes for, or to increase or decrease the voting power of, any such Nominating Party or any Stockholder Associated Person with respect to shares of the Corporation (which information described in this clause (ii)(B) shall be supplemented by such Nominating Party not later than ten days after the record date for the meeting to disclose such ownership as of such record date), (C) a description of all arrangements or understandings (whether oral or written) between each Nominating Party or any Stockholder Associated Person and each proposed nominee or any other person or persons (including their names) pursuant to which the nomination(s) are to be made and any material interest of such person, or any affiliates or associates of such person, in such nomination, including any anticipated benefit therefrom to such person, or any affiliates or associates of such person, (D) a representation that such Nominating Party intends to appear in person or by proxy at the meeting to nominate the persons named in such Nominating Party’s notice, (E) a representation (a “Nominee Solicitation Representation”) as to whether or not such Nominating Party or any Stockholder Associated Person will deliver a proxy statement or form of proxy to holders of the Corporation’s voting shares or otherwise intends to solicit proxies from stockholders in support of such nominations and (F) any other information relating to each Nominating Party that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies for election of directors pursuant to the Proxy Rules. Such notice must be accompanied by a written consent of each proposed nominee to being named as a nominee and to serve as a director if elected. To be eligible to be a nominee for election as a director of the Corporation, a person must deliver (in accordance with the time periods prescribed for delivery of notice under this Section 9) to the Secretary at the principal executive offices of the Corporation a written questionnaire with respect to the background and qualification of such person and the background of any other person or entity on whose behalf such director’s nomination is being made (which questionnaire shall be provided by the Secretary upon written request). The Corporation may require any proposed nominee to furnish such other information as it may reasonably require to determine the eligibility of such proposed nominee to serve as a director of the Corporation.

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(d)    Definitions. For purposes of these By-Laws, (i) “public disclosure” shall mean disclosure in a press release reported by the Dow Jones News Service, The Associated Press or a comparable national news service or in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to Section 13, 14 or 15(d) of the Exchange Act and (ii) “Stockholder Associated Person” shall mean, with respect to any Nominating Party or any Proposing Party (as defined in Section 10 of this Article II), (A) any person directly or indirectly controlling, controlled by, under common control with or acting in concert with such Nominating Party or Proposing Party, as applicable, or (B) any member of the immediate family sharing the same household as such Nominating Party or Proposing Party, as applicable.

(e)    Defective Nominations. No person shall be eligible for election as a director of the Corporation unless nominated in accordance with the procedures set forth in this Section 9. If the Chairman of the meeting determines that a nomination was not made in accordance with the foregoing procedures, such defective nomination shall be disregarded.

Section 10.Business to be Conducted at Annual Meetings.

(a)    General. At an Annual Meeting, only such business shall be conducted as shall have been properly brought before the meeting. To be properly brought before an Annual Meeting, business must (i) be specified in the notice of meeting (or any supplement thereto) given by or at the direction of the Board of Directors, (ii) be otherwise properly brought before the meeting by or at the direction of the Board of Directors or (iii) be otherwise properly brought before the meeting by a stockholder who (A) is a stockholder of record on the date of the giving of the notice provided for in this Section 10 and on the record date for the determination of stockholders entitled to notice of and to vote at such Annual Meeting, (B) is entitled to vote at such Annual Meeting and (C) complies with the notice procedures set forth in this Section 10. In addition to the other requirements set forth in this Section 10, a stockholder may not transact any business at an Annual Meeting unless (1) such stockholder and any beneficial owner on whose behalf such business is proposed (each, a “Proposing Party”) acted in a manner consistent with the representation made in the Business Solicitation Representation (as defined below) and (2) such business is a proper matter for stockholder action under the Delaware General Corporation Law. For the avoidance of doubt, the foregoing clause (iii) shall be the exclusive means for a stockholder to propose business (other than business included in the Corporation’s proxy materials pursuant to Rule 14a-8 under the Exchange Act) at an Annual Meeting, and stockholders who nominate persons for election to the Board of Directors at an Annual Meeting must also comply with the requirements set forth in Section 9 of this Article II.

(b)    Timing of Notice. In addition to any other requirements for business to be properly brought before an Annual Meeting by a stockholder, such stockholder must have given timely notice thereof in proper written form to the Secretary of the Corporation even if such matter is already the subject of any notice to the stockholders or public disclosure from the Board of Directors. To be timely, a stockholder’s notice must be received by the Secretary at the principal executive office of the Corporation not less than 90 days nor more than 120 days prior to the first anniversary of the preceding year’s Annual Meeting; provided, however, that in the event that the Annual Meeting is convened more than 30 days before or more than 60 days after such anniversary date, or if no Annual Meeting was held in the preceding year, notice by the stockholder to be timely must be so received no more than 120 days prior to such Annual Meeting nor less than the later of (i) 90 days prior to such Annual Meeting and (ii) ten days after the day on which public disclosure of the date of the Annual Meeting was made. In no event shall an adjournment of an Annual Meeting, or a postponement of an Annual Meeting for which notice has been given, or the public disclosure thereof, commence a new time period for the giving of a stockholder’s notice as described above.

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(c)    Form of Notice. To be in proper written form, a stockholder’s notice to the Secretary shall set forth (i) as to each matter each Proposing Party proposes to bring before the Annual Meeting, a brief description of the business desired to be brought before the Annual Meeting and the reasons for conducting such business at the Annual Meeting, (ii) the name and address of each Proposing Party, (iii) the class or series and number of shares of capital stock of the Corporation that are owned, directly or indirectly, beneficially or of record by each Proposing Party or any Stockholder Associated Person, (iv) a description of all arrangements or understandings (whether oral or written) between each Proposing Party or any Stockholder Associated Person and any other person or persons (including their names) in connection with the proposal of such business by such Proposing Party and any material interest of each Proposing Party and any Stockholder Associated Person in such business, (v) a representation that such Proposing Party intends to appear in person or by proxy at the Annual Meeting to bring such business before the meeting, (vi) a representation (a “Business Solicitation Representation”) from each Proposing Party as to whether or not such Proposing Party or any Stockholder Associated Person will deliver a proxy statement or form of proxy to the holders of at least the percentage of the Corporation’s voting shares required under applicable law to adopt such proposed business or otherwise intends to solicit proxies from stockholders in support of such proposal, and (vii) any other information relating to each Proposing Party that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies for stockholder proposals pursuant to the Proxy Rules.

(d)    Improper Business. Notwithstanding anything in these By-Laws to the contrary, no business shall be conducted at an Annual Meeting except in accordance with the procedures set forth in this Section 10. If the Chairman of the Annual Meeting determines that business was not properly brought before the Annual Meeting in accordance with the provisions of Section 10 of this Article II or otherwise, such business shall not be transacted.

Section 11.Exchange Act.     Notwithstanding the provisions of Section 3, Section 9 and Section 10 of this Article II, a stockholder shall also comply with all applicable requirements of the Exchange Act with respect to the matters set forth in such sections. Nothing in such sections shall be deemed to affect any rights of stockholders to request inclusion of proposals in the Corporation’s proxy statement pursuant to Rule 14a-8 under the Exchange Act.

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ARTICLE III

DIRECTORS

Section 1.Number and Election of Directors. The number of persons which shall constitute the Board of Directors of the Corporation shall be such number as fixed from time to time by resolution of the Board of Directors. No person shall be nominated to serve as a director after he or she has passed his or her 72^nd birthday, unless the Board of Directors has voted, on an annual basis, to waive, or continue to waive, such age limitation to permit such person to serve as a director. This age limitation for directors shall not apply to any current or former Chairman of the Board of Directors of the Corporation. Except as provided in Section 2 of this Article, each director in an election in which the number of nominees is equal to the number of open board seats (an “Uncontested Election”) shall be elected by a majority of the votes cast for his or her election at any Annual Meeting or any Special Meeting called for the purpose of electing directors; provided, however, that, in a Contested Election (as defined below), directors shall be elected by a plurality of the votes cast on the election of directors. The term “Contested Election” shall mean an election of directors with respect to which a stockholder has (a) in compliance with the requirements for stockholder nominations for director set forth in Section 9 of Article II of these By-Laws, nominated one or more persons for election to the Board of Directors at an Annual Meeting or Special Meeting such that the number of nominees exceeds the number of open board seats and (b) not withdrawn such nomination or nominations on or prior to the tenth day before the Corporation first distributes its notice of meeting for such meeting to the stockholders. Each director so elected shall hold office until the next Annual Meeting and until such director’s successor is duly elected and qualified, or until such director’s earlier resignation or removal. Any director may resign at any time upon written notice to the Corporation. Directors need not be stockholders.

Section 2.Vacancies.Vacancies and newly created directorships resulting from any increase in the authorized number of directors may be filled by a majority of the directors then in office, though less than a quorum, and each of the directors so chosen shall hold office until the next Annual Meeting and until such director’s successor is elected and qualified or until such director’s earlier resignation or removal.

Section 3.Duties and Powers.The business of the Corporation shall be managed by or under the direction of the Board of Directors which may exercise all such powers of the Corporation and do all such lawful acts and things as are not by statute or by the Certificate of Incorporation or by these By-Laws directed or required to be exercised or done by the stockholders. The Board of Directors, in its discretion, may also choose a Senior Chairman of the Board of Directors and a Chairman of the Board of Directors (each of whom must be a director).

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Section 4.Meetings.The Board of Directors of the Corporation may hold meetings, both regular and special, either within or without the State of Delaware. Regular meetings of the Board of Directors may be held without notice at such time and at such place as may from time to time be determined by the Board of Directors. Special meetings of the Board of Directors may be called by the Chairman of the Board of Directors, if there be one, or any two directors. Notice thereof stating the place, date and hour of the meeting shall be given to each director either by mail not less than forty-eight (48) hours before the date of the meeting, by telephone, telegram or electronic transmission on twenty-four (24) hours’ notice, or on such shorter notice as the person or persons calling such meeting may deem necessary or appropriate in the circumstances. The notice need not specify the business to be transacted. In the event of an emergency which in the judgment of the Chairman of the Board of Directors requires immediate action, a special meeting of the Board of Directors may be convened without notice, consisting of those directors who are immediately available in person or by telephone and can be joined in the meeting in person or by conference telephone or other means in accordance with Section 7 of this ARTICLE III. The actions taken at such a meeting shall be valid if at least a quorum of the directors participates either personally, by conference telephone or other permitted means.

Section 5.Quorum.Except as may be otherwise specifically provided by law, the Certificate of Incorporation or these By-Laws, at all meetings of the Board of Directors one-third of the full number of directors shall constitute a quorum for the transaction of business, and the act of a majority of the directors present at any meeting at which there is a quorum shall be the act of the Board of Directors. If a quorum shall not be present at any meeting of the Board of Directors, the directors present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of directors if any action taken is approved by at least a majority of the required quorum for that meeting.

Section 6.Actions of Board Without a Meeting.Unless otherwise provided by the Certificate of Incorporation or these By-Laws, any action required or permitted to be taken at any meeting of the Board of Directors or of any committee thereof may be taken without a meeting, if all the members of the Board of Directors or committee, as the case may be, consent thereto in writing or by electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of proceedings of the Board of Directors or committee. Such filing shall be in paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form.

Section 7.Meetings by Means of Conference Telephone.Unless otherwise provided by the Certificate of Incorporation or these By-Laws, members of the Board of Directors of the Corporation, or any committee designated by the Board of Directors, may participate in a meeting of the Board of Directors or such committee by means of a conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other, and participation in a meeting pursuant to this Section 7 shall constitute presence in person at such meeting.

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Section 8.Committees.The Board of Directors may, by resolution passed by a majority of the whole Board, designate one or more committees, each committee to consist of one or more of the directors of the Corporation. The Board of Directors may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of any such committee. In the absence or disqualification of a member of a committee, and in the absence of a designation by the Board of Directors of an alternate member to replace the absent or disqualified member, the member or members thereof present at any meeting and not disqualified from voting, whether or not the member constitutes or members constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any absent or disqualified member. Any committee, to the extent allowed by law and provided in the resolution establishing such committee, shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the Corporation. Each committee shall keep regular minutes and report to the Board of Directors when required.

Section 9.Executive Committee.        The Board of Directors may establish an Executive Committee of its members to consist of not less than three directors, which group shall include the Senior Chairman of the Board of Directors (if there be one), and may authorize the delegation to any such committee of any of the authority of the Board of Directors in the management of the ordinary business affairs of the Corporation. The Executive Committee shall not, however, be authorized to amend the Certificate of Incorporation or the By-Laws of the Corporation; to adopt an agreement of merger or consolidation pursuant to Sections 251 and 252 of the Delaware General Corporation Law; to recommend to the stockholders the sale, lease or exchange of all or substantially all of the Corporation’s property and assets, or to recommend to the stockholders a dissolution of the Corporation or a revocation of a dissolution. The Executive Committee may, to the extent authorized by the Board of Directors in a resolution providing for the issuance of shares of stock, fix the designations and any of the preferences or rights of such shares relating to dividends, redemption, dissolution, any distribution of assets of the Corporation or the conversion into, or the exchange of such shares for shares of any other class or classes or any other series of the same or any other class or classes of stock of the Corporation, or fix the number of shares of any series of stock or authorize the increase or decrease of the shares of any series. The Executive Committee may, if so authorized by a resolution of the Board of Directors, declare dividends, authorize the issuance of stock, and adopt a certificate of ownership and merger pursuant to Section 253 of the Delaware General Corporation Law with respect to the Corporation’s 90%-owned subsidiaries. The Executive Committee shall serve at the pleasure of the Board of Directors and shall act only in intervals between meetings of the Board of Directors, and shall in all respects be subject to the control and direction of the Board of Directors. The Executive Committee may act by a majority of its members at a meeting or informally without a meeting, provided that all members thereof sign a writing reflecting such informal action. Any act or authorization of any act by the Executive Committee, within the authority delegated above, shall be as effective for all purposes as the act or authorization of the Board of Directors; provided that the designation of such an Executive Committee and the delegation of authority thereto shall not operate to relieve the Board of Directors of any responsibility imposed upon it by law.

Section 10.Compensation.    The directors may be paid their expenses, if any, of attendance at each meeting of the Board of Directors and may be paid a fixed sum for attendance at each meeting of the Board of Directors, an annual retainer or a stated salary as director. No such payment shall preclude any director from serving the Corporation in any other capacity and receiving compensation therefor. Chairpersons of committees may be paid additional compensation for serving in such capacity. Members of special or standing committees may be allowed additional compensation for attending committee meetings.

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Section 11.Interested Directors.No contract or transaction between the Corporation and one or more of its directors or officers, or between the Corporation and any other corporation, partnership, association, or other organization in which one or more of its directors or officers are directors or officers, or have a financial interest, shall be void or voidable solely for this reason, or solely because the director or officer is present at or participates in the meeting of the Board of Directors or committee thereof which authorizes the contract or transaction, or solely because such director is or his or her votes are counted for such purpose if (i) the material facts as to such director’s or officer’s relationship or interest and as to the contract or transaction are disclosed or are known to the Board of Directors or the committee, and the Board of Directors or committee in good faith authorizes the contract or transaction by the affirmative votes of a majority of the disinterested directors, even though the disinterested directors be less than a quorum; or (ii) the material facts as to such director’s or officer’s relationship or interest and as to the contract or transaction are disclosed or are known to the stockholders entitled to vote thereon, and the contract or transaction is specifically approved in good faith by vote of the stockholders; or (iii) the contract or transaction is fair as to the Corporation as of the time it is authorized, approved or ratified, by the Board of Directors, a committee thereof or the stockholders. Common or interested directors may be counted in determining the presence of a quorum at a meeting of the Board of Directors or of a committee which authorizes the contract or transaction.

ARTICLE IV

OFFICERS

Section 1.General.The officers of the Corporation shall be chosen by the Board of Directors and shall be a President, a Secretary and a Treasurer. The Board of Directors, in its discretion, may also choose a Chief Executive Officer, a Chief Operating Officer, one or more Vice Presidents, Controller, Assistant Controllers, Assistant Secretaries, Assistant Treasurers, and any other officers deemed to be necessary. Any number of offices may be held by the same person, unless otherwise prohibited by law, the Certificate of Incorporation or these By-Laws. The officers of the Corporation need not be stockholders of the Corporation.

Section 2.Election.The Board of Directors at its first regular meeting held during the fiscal year shall elect the executive and corporate officers of the Corporation, which shall include the President, the Secretary, the Treasurer and, if there be such, the Chief Executive Officer, the Chief Operating Officer, and any other officers deemed by the Board of Directors to be executive or corporate officers. Such executive and corporate officers shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board of Directors. The President of the Corporation shall have the authority to appoint such other officers as he or she may in his or her discretion deem necessary to carry out the business of the Corporation, including, but not limited to, Senior Group Vice Presidents, Group Vice Presidents, Executive Vice Presidents, Senior Vice Presidents, Vice Presidents, Controller, Assistant Controllers, Assistant Secretaries, Assistant Treasurers and any other officers. All officers of the Corporation shall hold office until their successors are chosen and qualified, or until their earlier resignation or removal. Any officer elected by the Board of Directors may be removed at any time by the Board of Directors. Any officer appointed by the President may be removed at any time by the President. Any vacancy occurring in any executive office of the Corporation shall be ratified by the Board of Directors. Any vacancy occurring in any other office of the Corporation shall be filled by the President.

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Section 3.Voting Securities Owned by the Corporation.Powers of attorney, proxies, waivers of notice of meeting, consents and other instruments relating to securities owned by the Corporation may be executed in the name of and on behalf of the Corporation by the Chief Executive Officer, the President, the Chief Operating Officer, or any Vice President, and any such officer may, in the name of and on behalf of the Corporation, take all such action as any such officer may deem advisable to vote in person or by proxy at any meeting of security holders of any company in which the Corporation may own securities and at any such meeting shall possess and may exercise any and all rights and power incident to the ownership of such securities and which, as the owner thereof, the Corporation might have exercised and possessed if present. The Board of Directors may, by resolution, from time to time confer like powers upon any other person or persons.

Section 4.Chief Executive Officer.The Chief Executive Officer of the Corporation shall have, subject to the supervision and direction of the Board of Directors or of the Executive Committee, if any, general supervision of the business, property, and affairs of the Corporation and the powers vested in such officer by the Board of Directors, by law or by these By-Laws or which usually attach or pertain to such office, including, but not limited to, the authority to sign documents on behalf of the Corporation the effect of which shall be legally binding upon the Corporation. During the absence or disability of the Chairman of the Board of Directors the Chief Executive Officer, if the Chief Executive Officer is a director, shall preside at meetings of the stockholders and of the Board of Directors. During the absence or disability of the President, the Chief Executive Officer shall exercise all the powers and discharge all the duties of the President.

Section 5.President.The President shall, subject to the control of the Board of Directors and the Chief Executive Officer, have general supervision of the business of the Corporation and shall see that all orders and resolutions of the Board of Directors are carried into effect. The President shall execute all bonds, mortgages, contracts and other instruments of the Corporation requiring a seal, under the seal of the Corporation, except where required or permitted by law to be otherwise signed and executed and except that the other officers of the Corporation may sign and execute documents when so authorized by these By-Laws, the Board of Directors or the Chief Executive Officer. The President shall also perform such other duties and may exercise such other powers as from time to time may be assigned to him by these By-Laws, the Board of Directors or by the Chief Executive Officer.

Section 6.Chief Operating Officer.The Chief Operating Officer shall answer directly to the President and shall perform any and all acts under the direction and supervision of the President as the President may require in connection with the execution of the general business of the Corporation.

Section 7.Vice Presidents.At the request of the President or in the President’s absence or in the event of the President’s inability or refusal to act (and if there be no Chief Executive Officer), the Vice President or the Vice Presidents if there is more than one (in the order designated by the Board of Directors) shall perform the duties of the President, and when so acting shall have all the powers of and be subject to all the restrictions upon the President.

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Section 8.Secretary.The Secretary shall attend all meetings of the Board of Directors and all meetings of stockholders and record all the proceedings thereat in a book or books to be kept for that purpose; the Secretary shall also perform like duties for the standing committees when required. The Secretary shall give, or cause to be given, notice of all meetings of the stockholders and special meetings of the Board of Directors, and shall perform such other duties as may be prescribed by the Board of Directors, the Chief Executive Officer, the President or the Chief Operating Officer, under whose supervision the Secretary shall be. If the Secretary shall be unable or shall refuse to cause to be given notice of all meetings of the stockholders and special meetings of the Board of Directors, and if there be no Assistant Secretary, then either the Board of Directors or the President may choose another officer to cause such notice to be given. The Secretary shall have custody of the seal of the Corporation, and the Secretary or any Assistant Secretary, if there be one, shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by the signature of the Secretary or by the signature of any such Assistant Secretary. The Board of Directors may give general authority to any other officer to affix the seal of the Corporation and to attest the affixing by such other officer’s signature. The Secretary shall see that all books, reports, statements, certificates and other documents and records required by law to be kept or filed are properly kept or filed, as the case may be.

Section 9.Treasurer.The Treasurer shall have the custody of the corporate funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Corporation and shall deposit all moneys and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors. The Treasurer shall disburse the funds of the Corporation as may be ordered by the Board of Directors, taking proper vouchers for such disbursements, and shall render to the President and the Board of Directors, at its regular meetings, or when the Board of Directors so requires, an account of all transactions undertaken by the Treasurer and of the financial condition of the Corporation. If required by the Board of Directors, the Treasurer shall give the Corporation a bond in such sum and with such surety or sureties as shall be satisfactory to the Board of Directors for the faithful performance of the duties of the Treasurer’s office and for the restoration to the Corporation, in case of the Treasurer’s death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the Treasurer’s possession or under the Treasurer’s control belonging to the Corporation.

Section 10.Assistant Secretaries.Except as may be otherwise provided in these By-Laws, Assistant Secretaries, if there be any, shall perform such duties and have such powers as from time to time may be assigned to them by the Board of Directors, the Chief Executive Officer, the President, the Chief Operating Officer, any Vice President, if there be one, or the Secretary, and in the absence of the Secretary or in the event of the Secretary’s disability or refusal to act, shall perform the duties of the Secretary, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Secretary.

Section 11.Assistant Treasurers.Assistant Treasurers, if there be any, shall perform such duties and have such powers as from time to time may be assigned to them by the Board of Directors, the Chief Executive Officer, the President, the Chief Operating Officer, any Vice President, if there be one, or the Treasurer, and in the absence of the Treasurer or in the event of the Treasurer’s disability or refusal to act, shall perform the duties of the Treasurer, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Treasurer. If required by the Board of Directors, an Assistant Treasurer shall give the Corporation a bond in such sum and with such surety or sureties as shall be satisfactory to the Board of Directors for the faithful performance of the duties of the Assistant Treasurer’s office and for the restoration to the Corporation, in case of the Assistant Treasurer’s death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the Assistant Treasurer’s possession or under the Assistant Treasurer’s control belonging to the Corporation.

13

Section 12.Other Officers.Such other officers as the Board of Directors or President may choose shall perform such duties and have such powers as from time to time may be assigned to them. The Board of Directors may delegate to any other officer of the Corporation the power to choose such other officers and to prescribe their respective duties and powers.

ARTICLE V

STOCK

Section 1.Form of Certificates.Every holder of stock in the Corporation shall be entitled to have a certificate signed, in the name of the Corporation (i) by the Senior Chairman of the Board of Directors, if there be one, the Chairman of the Board of Directors, by the Chief Executive Officer, by the President, by the Chief Operating Officer, or by a Vice President and (ii) by the Treasurer or an Assistant Treasurer, or the Secretary or an Assistant Secretary of the Corporation, certifying the number of shares owned by him in the Corporation.

Section 2.Signatures.Any or all of the signatures on the certificate may be a facsimile. In case any officer, transfer agent or registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, transfer agent or registrar before such certificate is issued, it may be issued by the Corporation with the same effect as if the signatory were such officer, transfer agent or registrar at the date of issue.

Section 3.Lost Certificates.The Board of Directors may direct a new certificate to be issued in place of any certificate theretofore issued by the Corporation alleged to have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming the certificate of stock to be lost, stolen or destroyed. When authorizing such issue of a new certificate, the Board of Directors may, in its discretion and as a condition precedent to the issuance thereof, require the owner of such lost, stolen or destroyed certificate, or such owner’s legal representative, to advertise the same in such manner as the Board of Directors shall require and/or to give the Corporation a bond in such sum as it may direct as indemnity against any claim that may be made against the Corporation with respect to the certificate alleged to have been lost, stolen or destroyed.

Section 4.Transfers.Stock of the Corporation shall be transferable in the manner prescribed by law and in these By-Laws. Transfers of stock shall be made on the books of the Corporation only by the person named in the certificate or by such person’s attorney lawfully constituted in writing and upon the surrender of the certificate therefor, which shall be canceled before a new certificate shall be issued.

Section 5.Record Date.In order that the Corporation may determine the stockholders entitled to notice of or to vote at any meeting of stockholders or any adjournment thereof, or entitled to receive payment of any dividend or other distribution or allotment of any rights, or entitled to exercise any rights in respect of any change, conversion or exchange of stock, or for the purpose of any other lawful action (except in the case of determining the stockholders entitled to express consent to corporate action in writing without a meeting), the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall not be more than 60 days nor less than ten days before the date of such meeting, nor more than 60 days prior to any other action. A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board of Directors may fix a new record date for the adjourned meeting.

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In order that the Corporation may determine the stockholders entitled to consent to corporate action in writing without a meeting, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall not be more than ten days after the date upon which the resolution fixing the record date is adopted by the Board of Directors.

Section 6.Beneficial Owners.The Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof, except as otherwise provided by law.

ARTICLE VI

NOTICES

Section 1.Notices.Whenever written notice is required by law, the Certificate of Incorporation or these By-Laws, to be given to any director, member of a committee or stockholder, such notice may be given by mail, addressed to such director, member of a committee or stockholder, at such person’s address as it appears on the records of the Corporation, with postage thereon prepaid, and such notice shall be deemed to be given at the time when the same shall be deposited in the United States mail. Written notice may also be given personally or by telegram, telex or cable.

Section 2.Waivers of Notice.Whenever any notice is required by law, the Certificate of Incorporation or these By-Laws, to be given to any director, member of a committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Any notice required to be given to any director or member of a committee may also be waived by electronic transmission by the person entitled to receive notice.

ARTICLE VII

GENERAL PROVISIONS

Section 1.Dividends.Dividends upon the stock of the Corporation, subject to the provisions of the Certificate of Incorporation, if any, may be declared by the Board of Directors at any regular or special meeting, and may be paid in cash, in property, or in shares of the Corporation’s stock. Before payment of any dividend, there may be set aside out of any funds of the Corporation available for dividends such sum or sums as the Board of Directors from time to time, in its absolute discretion, deems proper as a reserve or reserves to meet contingencies, or for equalizing dividends, or for repairing or maintaining any property of the Corporation, or for any proper purpose, and the Board of Directors may modify or abolish any such reserve.

Section 2.Disbursements.All checks or demands for money and notes of the Corporation shall be signed by such officer or officers or such other person or persons as the Board of Directors may from time to time designate.

Section 3.Fiscal Year.The fiscal year of the Corporation shall end on the Saturday nearest the 30^th day of September of each year.

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Section 4.Corporate Seal.The corporate seal shall have inscribed thereon the name of the Corporation, the year of its organization and the words “Corporate Seal, Delaware.” The seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise.

Section 5.Exclusive Venue.    Unless the Corporation consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Corporation, (ii) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of the Corporation to the Corporation or the Corporation’s stockholders, (iii) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law, or (iv) any action asserting a claim governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring any interest in shares of capital stock of the Corporation shall be deemed to have notice of and consented to this provision of the By-Laws.

ARTICLE VIII

INDEMNIFICATION

Section 1.Indemnification Rights.Every person who was or is a party or is threatened to be made a party to or is involved in any action, suit, or proceedings, whether civil, criminal, administrative, or investigative, by reason of the fact that such person is or was a director or officer of the Corporation or is or was serving at the request of the Corporation as a director or officer of another corporation, or as its representative in a partnership, joint venture, trust, or other enterprise, shall be indemnified and held harmless to the fullest extent legally permissible under and pursuant to any procedure specified in the General Corporation Law of the State of Delaware, as amended from time to time, against all expenses, liabilities, and losses (including attorney’s fees, judgments, fines, and amounts paid or to be paid in settlement) reasonably incurred or suffered by him in connection therewith. Such right of indemnification shall be a contract right that may be enforced in any lawful manner by such person. Such right of indemnification shall not be exclusive of any other right which such directors or officers may have or hereafter acquire and, without limiting the generality of such statement, they shall be entitled to their respective rights of indemnification under any agreement, vote of stockholders, provision of law, or otherwise, as well as their rights under this paragraph.

Section 2.Insurance.     The Board of Directors may cause the Corporation to purchase and maintain insurance on behalf of any person who is or was a director or officer of the Corporation, or is or was serving at the request of the Corporation as a director or officer of another corporation, or as its representative in a partnership, joint venture, trust, or other enterprise against any liability asserted against such person and incurred in any such capacity or arising out of such status, whether or not the Corporation would have the power to indemnify such person.

Section 3.Advance Payment of Expenses.Expenses incurred by a director or officer of the Corporation in defending a civil or criminal action, suit or proceeding by reason of the fact that such director or officer is or was a director or officer of the Corporation (or was serving at the Corporation’s request as a director or officer of another corporation, or as its representative in a partnership, joint venture, trust or other enterprise) shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of such person to repay such amount if it shall ultimately be determined that such director or officer is not entitled to be indemnified by the Corporation as authorized by relevant sections of the General Corporation Law of Delaware.

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ARTICLE IX

AMENDMENTS

Subject to provisions contained in the Certificate of Incorporation pertaining to amendment of the Corporation’s By-Laws, these By-Laws may be altered, amended or repealed, in whole or in part, or new By-Laws may be adopted by the stockholders of the Corporation. The Board of Directors by a unanimous vote of the whole Board at any meeting may adopt new By-Laws or alter, amend or repeal these By-laws, in whole or in part, including By-laws adopted by the stockholders.

APPROVED this 1^st day of August, 2013.

/s/ John Tyson

Chairman of the Board of Directors

Attest:

/s/ R. Read Hudson

Secretary

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EX-12.1

EXHIBIT 12.1

Ratio of Earnings to Fixed Charges

(dollars in millions)	Nine
	Months
	Ending			Fiscal Years
	June 29, 2013			2012			2011			2010			2009			2008
Earnings:
Income (loss) from continuing operations before income taxes and equity method investment earnings	$	873		$	949		$	1,066		$	1,224		$	(541	)	$	148
Add: Fixed charges	164			264			305			360			388			272
Add: Amortization of capitalized interest	4			5			4			3			4			4
Less: Capitalized interest	(6		)	(10		)	(9		)	(11		)	(3		)	(3		)
Total adjusted earnings	1,035			1,208			1,366			1,576			(152		)	421
Fixed Charges:
Interest	88			150			191			240			289			212
Capitalized interest	6			10			9			11			3			3
Amortization of debt discount expense	21			39			44			46			38			3
Rentals at computed interest factor (1)	49			65			61			63			58			54
Total fixed charges	$	164		$	264		$	305		$	360		$	388		$	272
Ratio of Earnings to Fixed Charges	6.31			4.58			4.48			4.38						1.55
Insufficient Coverage													540

⁽¹⁾  Amounts represent those portions of rent expense (one-third) that are reasonable approximations of interest costs.

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS

I, Donnie Smith, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Tyson Foods, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2013

/s/ Donnie Smith

Donnie Smith

President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATIONS

I, Dennis Leatherby, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Tyson Foods, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2013

/s/ Dennis Leatherby

Dennis Leatherby

Executive Vice President and Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the accompanying Quarterly Report of Tyson Foods, Inc. (the Company) on Form 10-Q for the period ending June 29, 2013, as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Donnie Smith, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Donnie Smith

Donnie Smith

President and Chief Executive Officer

August 5, 2013

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the accompanying Quarterly Report of Tyson Foods, Inc. (the Company) on Form 10-Q for the period ending June 29, 2013, as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Dennis Leatherby, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Dennis Leatherby

Dennis Leatherby

Executive Vice President and Chief Financial Officer

August 5, 2013

XML

Derivative Financial Instruments

9 Months Ended

Jun. 29, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

DERIVATIVE FINANCIAL INSTRUMENTS

Our business operations give rise to certain market risk exposures mostly due to changes in commodity prices, foreign currency exchange rates and interest rates. We manage a portion of these risks through the use of derivative financial instruments, primarily futures and options, to reduce our exposure to commodity price risk, foreign currency risk and interest rate risk. Forward contracts on various commodities, including grains, livestock and energy, are primarily entered into to manage the price risk associated with forecasted purchases of these inputs used in our production processes. Foreign exchange forward contracts are entered into to manage the fluctuations in foreign currency exchange rates, primarily as a result of certain receivable and payable balances. We also periodically utilize interest rate swaps to manage interest rate risk associated with our variable-rate borrowings.

Our risk management programs are periodically reviewed by our Board of Directors’ Audit Committee. These programs are monitored by senior management and may be revised as market conditions dictate. Our current risk management programs utilize industry-standard models that take into account the implicit cost of hedging. Risks associated with our market risks and those created by derivative instruments and the fair values are strictly monitored, using Value-at-Risk and stress tests. Credit risks associated with our derivative contracts are not significant as we minimize counterparty concentrations, utilize margin accounts or letters of credit, and deal with credit-worthy counterparties. Additionally, our derivative contracts are mostly short-term in duration and we generally do not make use of credit-risk-related contingent features. No significant concentrations of credit risk existed at June 29, 2013.

We recognize all derivative instruments as either assets or liabilities at fair value in the Consolidated Condensed Balance Sheets, with the exception of normal purchases and normal sales expected to result in physical delivery. The accounting for changes in the fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, we designate the hedging instrument based upon the exposure being hedged (i.e., fair value hedge, cash flow hedge, or hedge of a net investment in a foreign operation). We qualify, or designate, a derivative financial instrument as a hedge when contract terms closely mirror those of the hedged item, providing a high degree of risk reduction and correlation. If a derivative instrument is accounted for as a hedge, depending on the nature of the hedge, changes in the fair value of the instrument either will be offset against the change in fair value of the hedged assets, liabilities or firm commitments through earnings, or be recognized in other comprehensive income (loss) (OCI) until the hedged item is recognized in earnings. The ineffective portion of an instrument’s change in fair value is recognized in earnings immediately. We designate certain forward contracts as follows:

• Cash Flow Hedges – include certain commodity forward and option contracts of forecasted purchases (i.e., grains) and certain foreign exchange forward contracts.

• Fair Value Hedges – include certain commodity forward contracts related to firm commitments (i.e., livestock).

• Net Investment Hedges – include certain foreign currency forward contracts of permanently invested capital in certain foreign subsidiaries.

Cash flow hedges

Derivative instruments, such as futures and options, are designated as hedges against changes in the amount of future cash flows related to procurement of certain commodities utilized in our production processes. We do not purchase forward and option commodity contracts in excess of our physical consumption requirements and generally do not hedge forecasted transactions beyond 18 months. The objective of these hedges is to reduce the variability of cash flows associated with the forecasted purchase of those commodities. For the derivative instruments we designate and qualify as a cash flow hedge, the effective portion of the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses representing hedge ineffectiveness are recognized in earnings in the current period. Ineffectiveness related to our cash flow hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012.

We had the following aggregated notional values of outstanding forward and option contracts accounted for as cash flow hedges (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	10		12
Soy meal	Tons	195,600		164,700
Foreign Currency	United States dollar	$	61	$	80

As of June 29, 2013, the net amounts expected to be reclassified into earnings within the next 12 months are pretax losses of $5 million related to grains and pretax losses of $1 million related to foreign currency. During the three and nine months ended June 29, 2013, and June 30, 2012, we did not reclassify significant pretax gains/losses into earnings as a result of the discontinuance of cash flow hedges due to the probability the original forecasted transaction would not occur by the end of the originally specified time period or within the additional period of time allowed by generally accepted accounting principles.

The following table sets forth the pretax impact of cash flow hedge derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended							Three Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(5	)	$	7		Cost of Sales	$	(2	)	$	1
Foreign exchange contracts	3			1			Other Income/Expense	(2		)	(1		)
Total	$	(2	)	$	8			$	(4	)	$	—
	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(28	)	$	13		Cost of Sales	$	(5	)	$	(15	)
Foreign exchange contracts	(2		)	(6		)	Other Income/Expense	(4		)	4
Total	$	(30	)	$	7			$	(9	)	$	(11	)

Fair value hedges

We designate certain futures contracts as fair value hedges of firm commitments to purchase livestock for slaughter. Our objective of these hedges is to minimize the risk of changes in fair value created by fluctuations in commodity prices associated with fixed price livestock firm commitments. We had the following aggregated notional values of outstanding forward contracts entered into to hedge forecasted commodity purchases which are accounted for as a fair value hedge (in millions):

	Metric	June 29, 2013	September 29, 2012
Commodity:
Live Cattle	Pounds	93	232
Lean Hogs	Pounds	264	239

For these derivative instruments we designate and qualify as a fair value hedge, the gain or loss on the derivative, as well as the offsetting gain or loss on the hedged item attributable to the hedged risk, are recognized in earnings in the same period. We include the gain or loss on the hedged items (i.e., livestock purchase firm commitments) in the same line item, Cost of Sales, as the offsetting gain or loss on the related livestock forward position.

											in millions
	Consolidated Condensed Statements of Income Classification	Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Gain/(Loss) on forwards	Cost of Sales	$	11		$	32		$	26		$	32
Gain/(Loss) on purchase contract	Cost of Sales	(11		)	(32		)	(26		)	(32		)

Ineffectiveness related to our fair value hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012.

Foreign net investment hedges

We utilize forward foreign exchange contracts to protect the value of our net investments in certain foreign subsidiaries. For derivative instruments that are designated and qualify as a hedge of a net investment in a foreign currency, the gain or loss is reported in OCI as part of the cumulative translation adjustment to the extent it is effective, with the related amounts due to or from counterparties included in other liabilities or other assets. We utilize the forward-rate method of assessing hedge effectiveness. Any ineffective portions of net investment hedges are recognized in the Consolidated Condensed Statements of Income during the period of change. Ineffectiveness related to our foreign net investment hedges was not significant for the three and nine months ended June 29, 2013, and June 30, 2012. At June 29, 2013, and September 29, 2012, we had $0 and $27 million, respectively, aggregate outstanding notional values related to our forward foreign currency contracts accounted for as foreign net investment hedges.

The following table sets forth the pretax impact of these derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended						Three Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	1		Other Income/Expense	$	—		$	—
	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended						Nine Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	(1	)	Other Income/Expense	$	(4	)	$	—

Undesignated positions

In addition to our designated positions, we also hold forward and option contracts for which we do not apply hedge accounting. These include certain derivative instruments related to commodities price risk, including grains, livestock, energy, foreign currency risk and interest rate risk. We mark these positions to fair value through earnings at each reporting date. We generally do not enter into undesignated positions beyond 18 months.

The objective of our undesignated grains, livestock and energy commodity positions is to reduce the variability of cash flows associated with the forecasted purchase of certain grains, energy and livestock inputs to our production processes. We also enter into certain forward sales of boxed beef and boxed pork and forward purchases of cattle and hogs at fixed prices. The fixed price sales contracts lock in the proceeds from a future sale and the fixed cattle and hog purchases lock in the cost. However, the cost of the livestock and the related boxed beef and boxed pork market prices at the time of the sale or purchase could vary from this fixed price. As we enter into fixed forward sales of boxed beef and boxed pork and forward purchases of cattle and hogs, we also enter into the appropriate number of livestock options and futures positions to mitigate a portion of this risk. Changes in market value of the open livestock options and futures positions are marked to market and reported in earnings at each reporting date, even though the economic impact of our fixed prices being above or below the market price is only realized at the time of sale or purchase. These positions generally do not qualify for hedge treatment due to location basis differences between the commodity exchanges and the actual locations when we purchase the commodities.

We have a foreign currency cash flow hedging program to hedge portions of forecasted transactions denominated in foreign currencies, primarily with forward and option contracts, to protect against the reduction in value of forecasted foreign currency cash flows. Our undesignated foreign currency positions generally would qualify for cash flow hedge accounting. However, to reduce earnings volatility, we normally will not elect hedge accounting treatment when the position provides an offset to the underlying related transaction that impacts current earnings.

The objective of our undesignated interest rate swap is to manage interest rate risk exposure on a floating-rate bond. Our interest rate swap agreement effectively modifies our exposure to interest rate risk by converting a portion of the floating-rate bond to a fixed rate basis for the first five years, thus reducing the impact of the interest-rate changes on future interest expense. This interest rate swap does not qualify for hedge treatment due to differences in the underlying bond and swap contract interest-rate indices.

We had the following aggregate outstanding notional values related to our undesignated positions (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	17		19
Soy Meal	Tons	96,800		1,200
Soy Oil	Pounds	—		17
Live Cattle	Pounds	191		68
Lean Hogs	Pounds	12		108
Foreign Currency	United States dollars	$	83	$	165
Interest Rate	Average monthly notional debt	$	25	$	27

The following table sets forth the pretax impact of the undesignated derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Consolidated Condensed Statements of Income Classification	Gain/(Loss) Recognized in Earnings						Gain/(Loss) Recognized in Earnings
		Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Derivatives not designated as hedging instruments:
Commodity contracts	Sales	$	(7	)	$	3		$	(19	)	$	(6	)
Commodity contracts	Cost of Sales	(8		)	(22		)	(15		)	36
Foreign exchange contracts	Other Income/Expense	(2		)	—			—			—
Total		$	(17	)	$	(19	)	$	(34	)	$	30

The following table sets forth the fair value of all derivative instruments outstanding in the Consolidated Condensed Balance Sheets (in millions):

	Fair Value
	June 29, 2013		September 29, 2012
Derivative Assets:
Derivatives designated as hedging instruments:
Commodity contracts	$	5	$	32
Derivatives not designated as hedging instruments:
Commodity contracts	4		21
Foreign exchange contracts	1		1
Total derivative assets – not designated	5		22
Total derivative assets	$	10	$	54
Derivative Liabilities:
Derivatives designated as hedging instruments:
Commodity contracts	$	9	$	6
Foreign exchange contracts	—		1
Total derivative liabilities – designated	9		7
Derivatives not designated as hedging instruments:
Commodity contracts	64		96
Foreign exchange contracts	3		2
Interest rate contracts	—		—
Total derivative liabilities – not designated	67		98
Total derivative liabilities	$	76	$	105

Our derivative assets and liabilities are presented in our Consolidated Condensed Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. See Note 12: Fair Value Measurements for a reconciliation to amounts reported in the Consolidated Condensed Balance Sheets in Other current assets and Other current liabilities.

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Derivative Financial Instruments (Pretax Impact Of Fair Value Hedge Derivative Instruments On The Consolidated Statements of Income) (Details) (Fair Value Hedging [Member], Cost of Sales [Member], USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Forward Contracts [Member]
Derivative [Line Items]
Gain/(Loss) on forwards	$ 11	$ 32	$ 26	$ 32
Purchase Contracts [Member]
Derivative [Line Items]
Gain/(Loss) on forwards	$ (11)	$ (32)	$ (26)	$ (32)

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Consolidated Condensed Balance Sheets (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Assets
Cash and cash equivalents	$ 943	$ 1,071
Accounts receivable, net	1,454	1,378
Inventories	2,901	2,809
Other current assets	229	145
Total Current Assets	5,527	5,403
Net Property, Plant and Equipment	4,042	4,022
Goodwill	1,903	1,891
Intangible Assets	143	129
Other Assets	487	451
Total Assets	12,102	11,896
Liabilities and Shareholders' Equity
Current debt	508	515
Accounts payable	1,309	1,372
Other current liabilities	1,121	943
Total Current Liabilities	2,938	2,830
Long-Term Debt	1,899	1,917
Deferred Income Taxes	467	558
Other Liabilities	551	549
Commitments and Contingencies (Note 15)
Shareholders' Equity:
Capital in excess of par value	2,288	2,278
Retained earnings	4,754	4,327
Accumulated other comprehensive loss	(122)	(63)
Treasury stock, at cost - 40 million shares at June 29, 2013, and 33 million shares at September 29, 2012	(746)	(569)
Total Tyson Shareholders' Equity	6,213	6,012
Noncontrolling Interest	34	30
Total Shareholders' Equity	6,247	6,042
Total Liabilities and Shareholders' Equity	12,102	11,896
Class A [Member]
Shareholders' Equity:
Common stock	32	32
Convertible Class B [Member]
Shareholders' Equity:
Common stock	$ 7	$ 7

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Inventories

9 Months Ended

Jun. 29, 2013

Inventory Disclosure [Abstract]

Inventories

INVENTORIES

Processed products, livestock and supplies and other are valued at the lower of cost or market. Cost includes purchased raw materials, live purchase costs, growout costs (primarily feed, contract grower pay and catch and haul costs), labor and manufacturing and production overhead, which are related to the purchase and production of inventories. Total inventory consists of the following (in millions):

	June 29, 2013		September 29, 2012
Processed products:
Weighted-average method – chicken and prepared foods	$	864	$	754
First-in, first-out method – beef and pork	628		611
Livestock – first-in, first-out method	1,003		952
Supplies and other – weighted-average method	406		492
Total inventories	$	2,901	$	2,809

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Accounting Policies Common Stock Repurchases (Tables)

9 Months Ended

Jun. 29, 2013

Common Stock Repurchases [Abstract]

Schedule of Common Stock Repurchases

A summary of cumulative share repurchases of our Class A common stock is as follows (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
	Shares	Dollars		Shares	Dollars		Shares	Dollars		Shares	Dollars
Shares repurchased:
Under share repurchase program	4.0	$	100	3.9	$	75	11.2	$	250	9.3	$	180
To fund certain obligations under equity compensation plans	0.4	10		0.4	6		2.3	48		1.6	29
Total share repurchases	4.4	$	110	4.3	$	81	13.5	$	298	10.9	$	209

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Commitments And Contingencies Contingencies (Details) (USD $)		0 Months Ended			1 Months Ended		0 Months Ended		1 Months Ended		1 Months Ended
	Jun. 29, 2013 Tyson Fresh Meats Inc [Member] Claims	Dec. 07, 2012 Garcia Case [Member]	Mar. 17, 2011 Garcia Case [Member]	Sep. 26, 2011 Bouaphakeo Case [Member]	Oct. 31, 2012 Bouaphakeo Case [Member]	Jun. 29, 2013 Maxwell Case [Member]	May 31, 2013 Acosta Case [Member]	Jun. 29, 2013 Carter Case [Member]	Oct. 31, 2010 Tyson Prepared Foods Plant [Member] Plantiffs	Oct. 20, 2010 Tyson Prepared Foods Plant [Member] Claims	Jun. 30, 2005 Attorney General and the Secretary of the Environment of the State Of Oklahoma [Member] acre	Jun. 30, 2005 Attorney General and the Secretary of the Environment of the State Of Oklahoma [Member] Poultry Integrators [Member] Integrators	Jun. 30, 2005 Attorney General and the Secretary of the Environment of the State Of Oklahoma [Member] Subsidiaries [Member] Subsidiary	Dec. 31, 2010 United States Environmental Protection Agency [Member] Facilities	Jun. 29, 2013 EPA Civil Penalties [Member]	Jun. 29, 2013 EPA Environmental Projects [Member]
Loss Contingencies [Line Items]
Number of cases filed	12									1
Loss Contingency, Damages Awarded, Value			$ 503,011	$ 5,784,758			$ 5,733,943
Granted application for attorneys fees and expenses		3,609,723
Filed application for attorneys' fees and expenses					2,692,145
Loss Contingency, Settlement Amount						970,000		950,000							3,950,000	300,000
Loss Contingency, Number of Plaintiffs									6
Loss Contingency, Number of Defendants												6	3
Area of land encompassed, acres											1,000,000
Loss contingency, damages sought											$ 800,000,000
Tyson Facilities														23

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Derivative Financial Instruments (Pretax Impact Of Undesignated Derivative Instruments On The Consolidated Statements Of Income) (Details) (Not Designated as Hedging Instrument [Member], USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Derivative [Line Items]
Gain/(Loss) Recognized in Earnings	$ (17)	$ (19)	$ (34)	$ 30
Commodity Contracts [Member] | Sales [Member]
Derivative [Line Items]
Gain/(Loss) Recognized in Earnings	(7)	3	(19)	(6)
Commodity Contracts [Member] | Cost of Sales [Member]
Derivative [Line Items]
Gain/(Loss) Recognized in Earnings	(8)	(22)	(15)	36
Foreign Exchange Contracts [Member] | Other Income/Expense [Member]
Derivative [Line Items]
Gain/(Loss) Recognized in Earnings	$ (2)	$ 0	$ 0	$ 0

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Fair Value Measurements

9 Months Ended

Jun. 29, 2013

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy contains three levels as follows:

Level 1 — Unadjusted quoted prices available in active markets for the identical assets or liabilities at the measurement date.

Level 2 — Other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including:

• Quoted prices for similar assets or liabilities in active markets;

• Quoted prices for identical or similar assets in non-active markets;

• Inputs other than quoted prices that are observable for the asset or liability; and

• Inputs derived principally from or corroborated by other observable market data.

Level 3 — Unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The fair value hierarchy requires the use of observable market data when available. In instances where the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. The following tables set forth by level within the fair value hierarchy our financial assets and liabilities accounted for at fair value on a recurring basis according to the valuation techniques we used to determine their fair values (in millions):

June 29, 2013	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	9	$	—	$	(1	)	$	8
Foreign Exchange Forward Contracts	—		1		—		—			1
Available for Sale Securities:
Current	—		81		—		—			81
Non-current	6		26		65		—			97
Deferred Compensation Assets	22		184		—		—			206
Total Assets	$	28	$	301	$	65	$	(1	)	$	393
Liabilities:
Commodity Derivatives	$	—	$	73	$	—	$	(72	)	$	1
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	76	$	—	$	(72	)	$	4

September 29, 2012	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	53	$	—	$	(40	)	$	13
Foreign Exchange Forward Contracts	—		1		—		(1		)	—
Available for Sale Securities:
Current	—		3		—		—			3
Non-current	6		25		86		—			117
Deferred Compensation Assets	31		149		—		—			180
Total Assets	$	37	$	231	$	86	$	(41	)	$	313
Liabilities:
Commodity Derivatives	$	—	$	102	$	—	$	(100	)	$	2
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	105	$	—	$	(100	)	$	5

(a) Our derivative assets and liabilities are presented in our Consolidated Condensed Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral, when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. At June 29, 2013, and September 29, 2012, we had posted with various counterparties $71 million and $59 million, respectively, of cash collateral and held no cash collateral.

The following table provides a reconciliation between the beginning and ending balance of debt securities measured at fair value on a recurring basis in the table above that used significant unobservable inputs (Level 3) (in millions):

	Nine Months Ended
	June 29, 2013			June 30, 2012
Balance at beginning of year	$	86		$	83
Total realized and unrealized gains (losses):
Included in earnings	1			1
Included in other comprehensive income (loss)	(1		)	(1		)
Purchases	14			20
Issuances	—			—
Settlements	(35		)	(21		)
Balance at end of period	$	65		$	82
Total gains (losses) for the nine-month period included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at end of period	$	—		$	—

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Derivative Assets and Liabilities: Our derivatives, including commodities, foreign exchange forward contracts and an interest rate swap, primarily include exchange-traded and over-the-counter contracts which are further described in Note 11: Derivative Financial Instruments. We record our commodity derivatives at fair value using quoted market prices adjusted for credit and non-performance risk and internal models that use as their basis readily observable market inputs including current and forward commodity market prices. Our foreign exchange forward contracts are recorded at fair value based on quoted prices and spot and forward currency prices adjusted for credit and non-performance risk. Our interest rate swap is recorded at fair value based on quoted LIBOR swap rates adjusted for credit and non-performance risk. We classify these instruments in Level 2 when quoted market prices can be corroborated utilizing observable current and forward commodity market prices on active exchanges, observable market transactions of spot currency rates and forward currency prices or observable benchmark market rates at commonly quoted intervals.

Available for Sale Securities: Our investments in marketable debt securities are classified as available-for-sale and are reported at fair value based on pricing models and quoted market prices adjusted for credit and non-performance risk. Short-term investments with maturities of less than 12 months are included in Other current assets in the Consolidated Condensed Balance Sheets and primarily include certificates of deposit and commercial paper. All other marketable debt securities are included in Other Assets in the Consolidated Condensed Balance Sheets and have maturities ranging up to 35 years. We classify our investments in U.S. government, U.S. agency, certificates of deposit and commercial paper debt securities as Level 2 as fair value is generally estimated using discounted cash flow models that are primarily industry-standard models that consider various assumptions, including time value and yield curve as well as other readily available relevant economic measures. We classify certain corporate, asset-backed and other debt securities as Level 3 as there is limited activity or less observable inputs into valuation models, including current interest rates and estimated prepayment, default and recovery rates on the underlying portfolio or structured investment vehicle. We also classified privately held redeemable preferred stock securities as Level 3 as there was limited activity or less observable inputs into valuation models, including interest rates and credit worthiness of the underlying private issuer. As of June 29, 2013, the privately held redeemable preferred stock had been fully redeemed. Significant changes to assumptions or unobservable inputs in the valuation of our Level 3 instruments would not have a significant impact to our consolidated condensed financial statements.

Additionally, we have 0.8 million shares of Syntroleum Corporation common stock and 0.4 million warrants, which expire in June 2015, to purchase an equivalent amount of Syntroleum Corporation common stock at an average price of $28.70. We record the shares and warrants in Other Assets in the Consolidated Condensed Balance Sheets at fair value based on quoted market prices. We classify the shares as Level 1 as the fair value is based on unadjusted quoted prices available in active markets. We classify the warrants as Level 2 as fair value can be corroborated based on observable market data.

The following table sets forth our available for sale securities' amortized cost basis, fair value and unrealized gain (loss) by significant investment category:

(in millions)	June 29, 2013							September 29, 2012
	Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)			Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)
Available for Sale Securities:
Debt Securities:
U.S. Treasury and Agency	$	26	$	27	$	1		$	26	$	27	$	1
Certificates of Deposit and Commercial Paper	80		80		—			—		—		—
Corporate and Asset-Backed (a)	65		65		—			64		66		2
Redeemable Preferred Stock	—		—		—			20		20		—
Equity Securities:
Common Stock and Warrants	9		6		(3		)	9		7		(2		)

(a) At June 29, 2013, and September 29, 2012, the amortized cost basis for Corporate and Asset-Backed debt securities had been reduced by accumulated other than temporary impairments of $1 million and $2 million, respectively.

Unrealized holding gains (losses), net of tax, are excluded from earnings and reported in OCI until the security is settled or sold. On a quarterly basis, we evaluate whether losses related to our available-for-sale securities are temporary in nature. Losses on equity securities are recognized in earnings if the decline in value is judged to be other than temporary. If losses related to our debt securities are determined to be other than temporary, the loss would be recognized in earnings if we intend, or more likely than not will be required, to sell the security prior to recovery. For debt securities in which we have the intent and ability to hold until maturity, losses determined to be other than temporary would remain in OCI, other than expected credit losses which are recognized in earnings. We consider many factors in determining whether a loss is temporary, including the length of time and extent to which the fair value has been below cost, the financial condition and near-term prospects of the issuer and our ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. We recognized no other than temporary impairments in earnings for the three and nine months ending June 29, 2013, and June 30, 2012. No other than temporary losses were deferred in OCI as of June 29, 2013, and September 29, 2012.

Deferred Compensation Assets: We maintain non-qualified deferred compensation plans for certain executives and other highly compensated employees. Investments are maintained within a trust and include money market funds, mutual funds and life insurance policies. The cash surrender value of the life insurance policies is invested primarily in mutual funds. The investments are recorded at fair value based on quoted market prices and are included in Other Assets in the Consolidated Condensed Balance Sheets. We classify the investments which have observable market prices in active markets in Level 1 as these are generally publicly-traded mutual funds. The remaining deferred compensation assets are classified in Level 2, as fair value can be corroborated based on observable market data. Realized and unrealized gains (losses) on deferred compensation are included in earnings.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

In addition to assets and liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. During the second quarter of fiscal 2013, we recorded a $56 million impairment charge related to our Weifang operation in China. The impairment charge resulted from the completion of an assessment of our long-term business strategy in China, in which we determined Weifang was no longer core to the execution of our future business plan. Our valuation of these assets incorporated unobservable Level 3 inputs. We did not have any significant measurements of assets or liabilities at fair value on a nonrecurring basis subsequent to their initial recognition during the nine months ended June 30, 2012.

Other Financial Instruments

Fair value of our debt is principally estimated using Level 2 inputs based on quoted prices for those or similar instruments. Fair value and carrying value for our debt are as follows (in millions):

	June 29, 2013				September 29, 2012
	Fair Value		Carrying Value		Fair Value		Carrying Value
Total Debt	$	2,535	$	2,407	$	2,596	$	2,432

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Earnings Per Share (Schedule Of Earnings Per Share, Basic And Diluted) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Earnings Per Share, Basic and Diluted [Line Items]
Income from continuing operations	$ 249	$ 79	$ 589	$ 411
Less: Net income (loss) from continuing operations attributable to noncontrolling interest	(4)	(3)	2	(3)
Net income (loss) from continuing operations attributable to Tyson	253	82	587	414
Undistributed earnings	236	67	497	370
Stock options and restricted stock - Dilutive	5	5	5	5
Convertible 2013 Notes and Warrants - Dilutive	11	3	7	4
Denominator for diluted earnings per share - adjusted weighted average shares and assumed conversions	369	369	366	373
Net Income Per Share from Continuing Operations Attributable to Tyson - Diluted	$ 0.69	$ 0.22	$ 1.61	$ 1.11
Net Income Per Share Attributable to Tyson - Diluted	$ 0.68	$ 0.21	$ 1.42	$ 1.07
Class A [Member]
Earnings Per Share, Basic and Diluted [Line Items]
Less Dividends Declared:	14	12	74	36
Undistributed earnings	193	56	406	305
Weighted average number of shares outstanding - Basic	283	291	284	294
Net Income Per Share from Continuing Operations Attributable to Tyson - Basic	$ 0.73	$ 0.23	$ 1.69	$ 1.16
Net Income Per Share Attributable to Tyson - Basic	$ 0.72	$ 0.21	$ 1.49	$ 1.11
Class B [Member]
Earnings Per Share, Basic and Diluted [Line Items]
Less Dividends Declared:	3	3	16	8
Undistributed earnings	$ 43	$ 11	$ 91	$ 65
Weighted average number of shares outstanding - Basic	70	70	70	70
Net Income Per Share from Continuing Operations Attributable to Tyson - Basic	$ 0.66	$ 0.20	$ 1.52	$ 1.04
Net Income Per Share Attributable to Tyson - Basic	$ 0.64	$ 0.19	$ 1.34	$ 1.00

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Derivative Financial Instruments (Fair Value Of All Derivative Instruments) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Derivative [Line Items]
Derivative Assets	$ 10	$ 54
Derivative Liabilities	76	105
Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liabilities	9	7
Designated as Hedging Instrument [Member] | Commodity Contracts [Member]
Derivative [Line Items]
Derivative Assets	5	32
Derivative Liabilities	9	6
Designated as Hedging Instrument [Member] | Foreign Exchange Contracts [Member]
Derivative [Line Items]
Derivative Liabilities	0	1
Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Assets	5	22
Derivative Liabilities	67	98
Not Designated as Hedging Instrument [Member] | Commodity Contracts [Member]
Derivative [Line Items]
Derivative Assets	4	21
Derivative Liabilities	64	96
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contracts [Member]
Derivative [Line Items]
Derivative Assets	1	1
Derivative Liabilities	3	2
Not Designated as Hedging Instrument [Member] | Interest Rate Contracts [Member]
Derivative [Line Items]
Derivative Liabilities	$ 0	$ 0

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Acquisitions (Details) (Series of Individually Immaterial Business Acquisitions [Member], USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013 business
Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Number of Businesses Acquired	2
Purchase price	$ 106
Purchase price of property, plant and equipment	50
Purchase price of intangible assets	41
Purchase price of goodwill	$ 12

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Property, Plant And Equipment (Tables)

9 Months Ended

Jun. 29, 2013

Property, Plant and Equipment, Net [Abstract]

Property, Plant And Equipment And Accumulated Depreciation

The major categories of property, plant and equipment and accumulated depreciation are as follows (in millions):

	June 29, 2013		September 29, 2012
Land	$	100	$	101
Buildings and leasehold improvements	2,903		2,868
Machinery and equipment	5,412		5,208
Land improvements and other	417		408
Buildings and equipment under construction	291		298
	9,123		8,883
Less accumulated depreciation	5,081		4,861
Net property, plant and equipment	$	4,042	$	4,022

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Inventories (Tables)

9 Months Ended

Jun. 29, 2013

Inventory Disclosure [Abstract]

Schedule of Inventory

Total inventory consists of the following (in millions):

	June 29, 2013		September 29, 2012
Processed products:
Weighted-average method – chicken and prepared foods	$	864	$	754
First-in, first-out method – beef and pork	628		611
Livestock – first-in, first-out method	1,003		952
Supplies and other – weighted-average method	406		492
Total inventories	$	2,901	$	2,809

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Sep. 29, 2012
Income Tax Disclosure [Abstract]
Effective tax rate	35.40%	40.20%	32.60%	35.90%
Unrecognized tax benefits	$ 171		$ 171		$ 168
Unrecognized tax benefits that would impact effective tax rate	151		151		154
Unrecognized tax benefits, income tax penalties and interest accrued	63		63		64
Unrecognized tax benefits, reductions that could result from tax audit resolutions	$ 15		$ 15

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Segment Reporting (Tables)

9 Months Ended

Jun. 29, 2013

Segment Reporting [Abstract]

Segment Reporting Information, By Segment

Information on segments and a reconciliation to income from continuing operations before income taxes are as follows (in millions):

	Three Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013				June 30, 2012
Sales:
Chicken	$	3,158		$	2,855			$	9,136			$	8,410
Beef	3,723			3,487				10,655				10,323
Pork	1,332			1,344				4,006				4,191
Prepared Foods	797			764				2,441				2,432
Other	—			24				47				124
Intersegment Sales	(279		)	(213		)		(805		)		(740		)
Total Sales	$	8,731		$	8,261			$	25,480			$	24,740
Operating Income (Loss):
Chicken	$	220		$	159			$	471			$	346
Beef	114			71				134				101
Pork	67			69				264				349
Prepared Foods	24			47				85				142
Other	(6		)	(4		)		5				(6		)
Total Operating Income	419			342				959				932
Total Other (Income) Expense	34			210			(b)	85			(a)	290			(b)
Income from Continuing Operations before Income Taxes	$	385		$	132			$	874			$	642

(a) Includes $19 million related to the recognized currency translation adjustment gain

(b) Includes $167 million charge related to the early extinguishment of debt

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Discontinued Operation (Narrative) (Details) (Weifang Operation [Member], USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Jun. 29, 2013 Other Current Assets [Member]	Jun. 29, 2013 Other Liabilities [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Asset Impairment Charges	$ 56
Assets Held-for-sale		30
Liabilities of Assets Held-for-sale			$ 29

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Earnings Per Share (Narrative) (Details) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Earnings Per Share, Basic and Diluted [Line Items]
Number Of Classes Of Common Stock			2
Percentage amount of per share cash dividends paid to holders of Class B stock that cannot exceed paid to holders of Class A stock	90.00%		90.00%
Class A [Member]
Earnings Per Share, Basic and Diluted [Line Items]
Undistributed earnings (losses), ratio used to calculate allocation to class of stock			1
Class B [Member]
Earnings Per Share, Basic and Diluted [Line Items]
Undistributed earnings (losses), ratio used to calculate allocation to class of stock			0.9
Stock Compensation Plan [Member]
Earnings Per Share, Basic and Diluted [Line Items]
Antidilutive securities excluded from computation of earnings per share, shares	0	4	4	4

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Derivative Financial Instruments (Tables)

9 Months Ended

Jun. 29, 2013

Derivative [Line Items]

Schedule Of Derivative Instruments In Statement Of Financial Position, Fair Value

The following table sets forth the fair value of all derivative instruments outstanding in the Consolidated Condensed Balance Sheets (in millions):

	Fair Value
	June 29, 2013		September 29, 2012
Derivative Assets:
Derivatives designated as hedging instruments:
Commodity contracts	$	5	$	32
Derivatives not designated as hedging instruments:
Commodity contracts	4		21
Foreign exchange contracts	1		1
Total derivative assets – not designated	5		22
Total derivative assets	$	10	$	54
Derivative Liabilities:
Derivatives designated as hedging instruments:
Commodity contracts	$	9	$	6
Foreign exchange contracts	—		1
Total derivative liabilities – designated	9		7
Derivatives not designated as hedging instruments:
Commodity contracts	64		96
Foreign exchange contracts	3		2
Interest rate contracts	—		—
Total derivative liabilities – not designated	67		98
Total derivative liabilities	$	76	$	105

Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member]

Derivative [Line Items]

Schedule Of Notional Amount Of Derivatives

We had the following aggregated notional values of outstanding forward and option contracts accounted for as cash flow hedges (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	10		12
Soy meal	Tons	195,600		164,700
Foreign Currency	United States dollar	$	61	$	80

Schedule Of Derivative Instruments, Gain (Loss) In Statement Of Financial Performance

The following table sets forth the pretax impact of cash flow hedge derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended							Three Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(5	)	$	7		Cost of Sales	$	(2	)	$	1
Foreign exchange contracts	3			1			Other Income/Expense	(2		)	(1		)
Total	$	(2	)	$	8			$	(4	)	$	—
	Gain/(Loss) Recognized in OCI On Derivatives						Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013			June 30, 2012
Cash Flow Hedge – Derivatives designated as hedging instruments:
Commodity contracts	$	(28	)	$	13		Cost of Sales	$	(5	)	$	(15	)
Foreign exchange contracts	(2		)	(6		)	Other Income/Expense	(4		)	4
Total	$	(30	)	$	7			$	(9	)	$	(11	)

Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]

Derivative [Line Items]

Schedule Of Notional Amount Of Derivatives

We had the following aggregated notional values of outstanding forward contracts entered into to hedge forecasted commodity purchases which are accounted for as a fair value hedge (in millions):

	Metric	June 29, 2013	September 29, 2012
Commodity:
Live Cattle	Pounds	93	232
Lean Hogs	Pounds	264	239

Schedule Of Derivative Instruments, Gain (Loss) In Statement Of Financial Performance

											in millions
	Consolidated Condensed Statements of Income Classification	Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Gain/(Loss) on forwards	Cost of Sales	$	11		$	32		$	26		$	32
Gain/(Loss) on purchase contract	Cost of Sales	(11		)	(32		)	(26		)	(32		)

Designated as Hedging Instrument [Member] | Net Investment Hedging [Member]

Derivative [Line Items]

Schedule Of Derivative Instruments, Gain (Loss) In Statement Of Financial Performance

The following table sets forth the pretax impact of these derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Three Months Ended						Three Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	1		Other Income/Expense	$	—		$	—
	Gain/(Loss) Recognized in OCI On Derivatives					Consolidated Condensed Statements of Income Classification	Gain/(Loss) Reclassified from OCI to Earnings
	Nine Months Ended						Nine Months Ended
	June 29, 2013		June 30, 2012				June 29, 2013			June 30, 2012
Net Investment Hedge – Derivatives designated as hedging instruments:
Foreign exchange contracts	$	—	$	(1	)	Other Income/Expense	$	(4	)	$	—

Not Designated as Hedging Instrument [Member]

Derivative [Line Items]

Schedule Of Notional Amount Of Derivatives

We had the following aggregate outstanding notional values related to our undesignated positions (in millions, except soy meal tons):

	Metric	June 29, 2013		September 29, 2012
Commodity:
Corn	Bushels	17		19
Soy Meal	Tons	96,800		1,200
Soy Oil	Pounds	—		17
Live Cattle	Pounds	191		68
Lean Hogs	Pounds	12		108
Foreign Currency	United States dollars	$	83	$	165
Interest Rate	Average monthly notional debt	$	25	$	27

Schedule Of Derivative Instruments, Gain (Loss) In Statement Of Financial Performance

The following table sets forth the pretax impact of the undesignated derivative instruments on the Consolidated Condensed Statements of Income (in millions):

	Consolidated Condensed Statements of Income Classification	Gain/(Loss) Recognized in Earnings						Gain/(Loss) Recognized in Earnings
		Three Months Ended						Nine Months Ended
		June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Derivatives not designated as hedging instruments:
Commodity contracts	Sales	$	(7	)	$	3		$	(19	)	$	(6	)
Commodity contracts	Cost of Sales	(8		)	(22		)	(15		)	36
Foreign exchange contracts	Other Income/Expense	(2		)	—			—			—
Total		$	(17	)	$	(19	)	$	(34	)	$	30

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Other Comprehensive Income (Components Of Other Comprehensive Income (Loss)) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Other Comprehensive Income Loss [Line Items]
Total Other Comprehensive Income (Loss), Before Tax	$ (29)	$ (31)	$ (68)	$ 13
Total Other Comprehensive Income (Loss), Tax	0	(2)	9	(7)
Total Other Comprehensive Income (Loss), Net of Taxes	(29)	(33)	(59)	6
Derivatives accounted for as cash flow hedges [Member]
Other Comprehensive Income Loss [Line Items]
Other Comprehensive Income (Loss), Before Reclassifications, Before Tax	(2)	8	(30)	7
Other Comprehensive Income (Loss), Before Reclassifications, Tax	1	(3)	12	(3)
Other Comprehensive Income (Loss), Before Reclassifications, Net of Tax	(1)	5	(18)	4
Derivatives accounted for as cash flow hedges [Member] | Cost of Sales [Member]
Other Comprehensive Income Loss [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Before Tax	2	(1)	5	15
Reclassification from Accumulated Other Comprehensive Income, Tax	(1)	0	(2)	(6)
Reclassification from Accumulated Other Comprehensive Income, Net of Tax	1	(1)	3	9
Derivatives accounted for as cash flow hedges [Member] | Other Income/Expense [Member]
Other Comprehensive Income Loss [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Before Tax	2	1	4	(4)
Reclassification from Accumulated Other Comprehensive Income, Tax	0	0	(1)	2
Reclassification from Accumulated Other Comprehensive Income, Net of Tax	2	1	3	(2)
Investments [Member]
Other Comprehensive Income Loss [Line Items]
Other Comprehensive Income (Loss), Before Reclassifications, Before Tax	1	(2)	(2)	0
Other Comprehensive Income (Loss), Before Reclassifications, Tax	0	1	1	0
Other Comprehensive Income (Loss), Before Reclassifications, Net of Tax	1	(1)	(1)	0
Investments [Member] | Other Income/Expense [Member]
Other Comprehensive Income Loss [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Before Tax	0	0	(1)	0
Reclassification from Accumulated Other Comprehensive Income, Tax	0	0	0	0
Reclassification from Accumulated Other Comprehensive Income, Net of Tax	0	0	(1)	0
Currency translation [Member]
Other Comprehensive Income Loss [Line Items]
Other Comprehensive Income (Loss), Before Reclassifications, Before Tax	(33)	(38)	(29)	(8)
Other Comprehensive Income (Loss), Before Reclassifications, Tax	0	0	0	0
Other Comprehensive Income (Loss), Before Reclassifications, Net of Tax	(33)	(38)	(29)	(8)
Currency translation [Member] | Other Income/Expense [Member]
Other Comprehensive Income Loss [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Before Tax	0	0	(19)	0
Reclassification from Accumulated Other Comprehensive Income, Tax	0	0	(1)	0
Reclassification from Accumulated Other Comprehensive Income, Net of Tax	0	0	(20)	0
Postretirement benefits [Member]
Other Comprehensive Income Loss [Line Items]
Total Other Comprehensive Income (Loss), Before Tax	1	1	4	3
Total Other Comprehensive Income (Loss), Tax	0	0	0	0
Total Other Comprehensive Income (Loss), Net of Taxes	$ 1	$ 1	$ 4	$ 3

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Fair Value Measurements Fair Value Measurement (Narrative) (Details) (Fair Value, Measurements, Nonrecurring [Member], Weifang Operation [Member], Level 3 [Member], USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 30, 2013
Fair Value, Measurements, Nonrecurring [Member] | Weifang Operation [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Asset Impairment Charges	$ 56

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Other Current Liabilities (Schedule of Other Current Liabilities) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Other Liabilities, Current [Abstract]
Accrued salaries, wages and benefits	$ 381	$ 382
Self-insurance reserves	272	274
Other	468	287
Total other current liabilities	$ 1,121	$ 943

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Condensed Consolidating Financial Statements (Condensed Consolidating Balance Sheet) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012	Jun. 30, 2012	Oct. 01, 2011
Assets
Cash and cash equivalents	$ 943	$ 1,071	$ 828	$ 716
Accounts receivable, net	1,454	1,378
Inventories	2,901	2,809
Other current assets	229	145
Total Current Assets	5,527	5,403
Net Property, Plant and Equipment	4,042	4,022
Goodwill	1,903	1,891
Intangible Assets	143	129
Other Assets	487	451
Investment in Subsidiaries	0	0
Total Assets	12,102	11,896
Liabilities and Shareholders' Equity
Current debt	508	515
Accounts payable	1,309	1,372
Other current liabilities	1,121	943
Total Current Liabilities	2,938	2,830
Long-Term Debt	1,899	1,917
Deferred Income Taxes	467	558
Other Liabilities	551	549
Total Tyson Shareholders' Equity	6,213	6,012
Noncontrolling Interest	34	30
Total Shareholders' Equity	6,247	6,042
Total Liabilities and Shareholders' Equity	12,102	11,896
TFI Parent [Member]
Assets
Cash and cash equivalents	0	1	1	1
Accounts receivable, net	0	1
Inventories	1	0
Other current assets	370	139
Total Current Assets	371	141
Net Property, Plant and Equipment	31	31
Goodwill	0	0
Intangible Assets	0	0
Other Assets	909	1,257
Investment in Subsidiaries	11,756	11,849
Total Assets	13,067	13,278
Liabilities and Shareholders' Equity
Current debt	452	439
Accounts payable	20	10
Other current liabilities	4,467	4,887
Total Current Liabilities	4,939	5,336
Long-Term Debt	1,770	1,774
Deferred Income Taxes	0	0
Other Liabilities	145	156
Total Tyson Shareholders' Equity	6,213	6,012
Noncontrolling Interest	0	0
Total Shareholders' Equity	6,213	6,012
Total Liabilities and Shareholders' Equity	13,067	13,278
TFM Parent, Guarantors [Member]
Assets
Cash and cash equivalents	13	9	0	1
Accounts receivable, net	589	499
Inventories	1,024	950
Other current assets	55	100
Total Current Assets	1,681	1,558
Net Property, Plant and Equipment	877	873
Goodwill	881	881
Intangible Assets	22	26
Other Assets	159	151
Investment in Subsidiaries	2,008	2,005
Total Assets	5,628	5,494
Liabilities and Shareholders' Equity
Current debt	132	0
Accounts payable	577	558
Other current liabilities	186	144
Total Current Liabilities	895	702
Long-Term Debt	679	809
Deferred Income Taxes	131	135
Other Liabilities	144	146
Total Tyson Shareholders' Equity	3,779	3,702
Noncontrolling Interest	0	0
Total Shareholders' Equity	3,779	3,702
Total Liabilities and Shareholders' Equity	5,628	5,494
Non-Guarantors [Member]
Assets
Cash and cash equivalents	930	1,061	827	714
Accounts receivable, net	865	878
Inventories	1,876	1,859
Other current assets	216	90
Total Current Assets	3,887	3,888
Net Property, Plant and Equipment	3,134	3,118
Goodwill	1,022	1,010
Intangible Assets	121	103
Other Assets	249	251
Investment in Subsidiaries	0	0
Total Assets	8,413	8,370
Liabilities and Shareholders' Equity
Current debt	251	167
Accounts payable	712	804
Other current liabilities	916	766
Total Current Liabilities	1,879	1,737
Long-Term Debt	246	486
Deferred Income Taxes	342	432
Other Liabilities	290	294
Total Tyson Shareholders' Equity	5,622	5,391
Noncontrolling Interest	34	30
Total Shareholders' Equity	5,656	5,421
Total Liabilities and Shareholders' Equity	8,413	8,370
Eliminations [Member]
Assets
Cash and cash equivalents	0	0	0	0
Accounts receivable, net	0	0
Inventories	0	0
Other current assets	(412)	(184)
Total Current Assets	(412)	(184)
Net Property, Plant and Equipment	0	0
Goodwill	0	0
Intangible Assets	0	0
Other Assets	(830)	(1,208)
Investment in Subsidiaries	(13,764)	(13,854)
Total Assets	(15,006)	(15,246)
Liabilities and Shareholders' Equity
Current debt	(327)	(91)
Accounts payable	0	0
Other current liabilities	(4,448)	(4,854)
Total Current Liabilities	(4,775)	(4,945)
Long-Term Debt	(796)	(1,152)
Deferred Income Taxes	(6)	(9)
Other Liabilities	(28)	(47)
Total Tyson Shareholders' Equity	(9,401)	(9,093)
Noncontrolling Interest	0	0
Total Shareholders' Equity	(9,401)	(9,093)
Total Liabilities and Shareholders' Equity	$ (15,006)	$ (15,246)

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Discontinued Operation (Tables)

9 Months Ended

Jun. 29, 2013

Discontinued Operations and Disposal Groups [Abstract]

Summary of Discontinued Operation's Results

The following is a summary of the discontinued operation's results (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Sales	$	36		$	47		$	108		$	165
Pretax loss	(2		)	(6		)	(68		)	(16		)
Income tax expense	2			—			2			—
Loss from Discontinued Operation	$	(4	)	$	(6	)	$	(70	)	$	(16	)

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Consolidated Condensed Statements Of Cash Flows (USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Cash Flows From Operating Activities:
Net Income	$ 519	$ 395
Depreciation and amortization	387	369
Deferred income taxes	(21)	75
Loss on early extinguishment of debt	0	167
Other, net	80	(1)
Net changes in working capital	(193)	(286)
Cash Provided by Operating Activities	772	719
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(425)	(530)
Purchases of marketable securities	(123)	(45)
Proceeds from sale of marketable securities	22	36
Acquisitions, net of cash acquired	(106)	0
Other, net	36	19
Cash Used for Investing Activities	(596)	(520)
Cash Flows From Financing Activities:
Payments on debt	(69)	(919)
Net proceeds from borrowings	48	1,082
Purchases of Tyson Class A common stock	(298)	(209)
Dividends	(87)	(44)
Stock options exercised	93	32
Other, net	13	(26)
Cash Used for Financing Activities	(300)	(84)
Effect of Exchange Rate Changes on Cash	(4)	(3)
Increase (Decrease) in Cash and Cash Equivalents	(128)	112
Cash and Cash Equivalents at Beginning of Year	1,071	716
Cash and Cash Equivalents at End of Period	$ 943	$ 828

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Acquisitions

9 Months Ended

Jun. 29, 2013

Business Combinations [Abstract]

Acquisitions

ACQUISITIONS

During the nine months of fiscal 2013, we acquired two value-added food businesses as part of our strategic expansion initiative which are included in our Prepared Foods segment. The aggregate purchase price of the acquisitions was $106 million, which included $50 million for property, plant and equipment, $41 million allocated to Intangible Assets and $12 million allocated to Goodwill.

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Property, Plant And Equipment

9 Months Ended

Jun. 29, 2013

Property, Plant and Equipment, Net [Abstract]

Property, Plant And Equipment

PROPERTY, PLANT AND EQUIPMENT

The major categories of property, plant and equipment and accumulated depreciation are as follows (in millions):

	June 29, 2013		September 29, 2012
Land	$	100	$	101
Buildings and leasehold improvements	2,903		2,868
Machinery and equipment	5,412		5,208
Land improvements and other	417		408
Buildings and equipment under construction	291		298
	9,123		8,883
Less accumulated depreciation	5,081		4,861
Net property, plant and equipment	$	4,042	$	4,022

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Discontinued Operation

9 Months Ended

Jun. 29, 2013

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operation

DISCONTINUED OPERATION

After conducting an assessment during fiscal 2013 of our long-term business strategy in China, we determined our Weifang operation (Weifang), which was part of our Chicken segment, was no longer core to the execution of our strategy given the capital investment it required to execute our future business plan. Consequently, in the second quarter of fiscal 2013, we conducted an impairment test and recorded a $56 million impairment charge. In the third quarter of fiscal 2013, we entered into an agreement to sell Weifang, which resulted in reporting it as a discontinued operation. The sale was completed in July 2013 and did not result in a significant gain or loss.

The carrying amount of Weifang's assets and liabilities held for sale at June 29, 2013, were $30 million and $29 million and are recorded in Other current assets and Other current liabilities in our Consolidated Condensed Balance Sheets, respectively.

Weifang's prior periods results, including the impairment charge, have been reclassified and presented as a discontinued operation in our Consolidated Condensed Statements of Income. The following is a summary of the discontinued operation's results (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Sales	$	36		$	47		$	108		$	165
Pretax loss	(2		)	(6		)	(68		)	(16		)
Income tax expense	2			—			2			—
Loss from Discontinued Operation	$	(4	)	$	(6	)	$	(70	)	$	(16	)

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Inventories (Schedule Of Inventory) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Inventory Disclosure [Abstract]
Processed Products - Weighted-average method – chicken and prepared foods	$ 864	$ 754
Processed Products - First-in, first-out method – beef and pork	628	611
Livestock – first-in, first-out method	1,003	952
Supplies and other – weighted-average method	406	492
Total inventories	$ 2,901	$ 2,809

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Other Current Liabilities (Tables)

9 Months Ended

Jun. 29, 2013

Other Liabilities, Current [Abstract]

Schedule Of Other Current Liabilities

Other current liabilities are as follows (in millions):

	June 29, 2013		September 29, 2012
Accrued salaries, wages and benefits	$	381	$	382
Self-insurance reserves	272		274
Other	468		287
Total other current liabilities	$	1,121	$	943

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Fair Value Measurements (Tables)

9 Months Ended

Jun. 29, 2013

Fair Value Disclosures [Abstract]

Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis

The following tables set forth by level within the fair value hierarchy our financial assets and liabilities accounted for at fair value on a recurring basis according to the valuation techniques we used to determine their fair values (in millions):

June 29, 2013	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	9	$	—	$	(1	)	$	8
Foreign Exchange Forward Contracts	—		1		—		—			1
Available for Sale Securities:
Current	—		81		—		—			81
Non-current	6		26		65		—			97
Deferred Compensation Assets	22		184		—		—			206
Total Assets	$	28	$	301	$	65	$	(1	)	$	393
Liabilities:
Commodity Derivatives	$	—	$	73	$	—	$	(72	)	$	1
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	76	$	—	$	(72	)	$	4

September 29, 2012	Level 1		Level 2		Level 3		Netting (a)			Total
Assets:
Commodity Derivatives	$	—	$	53	$	—	$	(40	)	$	13
Foreign Exchange Forward Contracts	—		1		—		(1		)	—
Available for Sale Securities:
Current	—		3		—		—			3
Non-current	6		25		86		—			117
Deferred Compensation Assets	31		149		—		—			180
Total Assets	$	37	$	231	$	86	$	(41	)	$	313
Liabilities:
Commodity Derivatives	$	—	$	102	$	—	$	(100	)	$	2
Foreign Exchange Forward Contracts	—		3		—		—			3
Total Liabilities	$	—	$	105	$	—	$	(100	)	$	5

(a) Our derivative assets and liabilities are presented in our Consolidated Condensed Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral, when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. At June 29, 2013, and September 29, 2012, we had posted with various counterparties $71 million and $59 million, respectively, of cash collateral and held no cash collateral.

Schedule Of Debt Securities Measured At Fair Value On A Recurring Basis, Unobservable Input Reconciliation

The following table provides a reconciliation between the beginning and ending balance of debt securities measured at fair value on a recurring basis in the table above that used significant unobservable inputs (Level 3) (in millions):

	Nine Months Ended
	June 29, 2013			June 30, 2012
Balance at beginning of year	$	86		$	83
Total realized and unrealized gains (losses):
Included in earnings	1			1
Included in other comprehensive income (loss)	(1		)	(1		)
Purchases	14			20
Issuances	—			—
Settlements	(35		)	(21		)
Balance at end of period	$	65		$	82
Total gains (losses) for the nine-month period included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at end of period	$	—		$	—

Schedule Of Available For Sale Securities

The following table sets forth our available for sale securities' amortized cost basis, fair value and unrealized gain (loss) by significant investment category:

(in millions)	June 29, 2013							September 29, 2012
	Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)			Amortized Cost Basis		Fair Value		Unrealized Gain/(Loss)
Available for Sale Securities:
Debt Securities:
U.S. Treasury and Agency	$	26	$	27	$	1		$	26	$	27	$	1
Certificates of Deposit and Commercial Paper	80		80		—			—		—		—
Corporate and Asset-Backed (a)	65		65		—			64		66		2
Redeemable Preferred Stock	—		—		—			20		20		—
Equity Securities:
Common Stock and Warrants	9		6		(3		)	9		7		(2		)

(a) At June 29, 2013, and September 29, 2012, the amortized cost basis for Corporate and Asset-Backed debt securities had been reduced by accumulated other than temporary impairments of $1 million and $2 million, respectively.

Schedule Of Fair Value And Carrying Value Of Debt

Fair value of our debt is principally estimated using Level 2 inputs based on quoted prices for those or similar instruments. Fair value and carrying value for our debt are as follows (in millions):

	June 29, 2013				September 29, 2012
	Fair Value		Carrying Value		Fair Value		Carrying Value
Total Debt	$	2,535	$	2,407	$	2,596	$	2,432

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Condensed Consolidating Financial Statements Condensed Consolidating Financial Statements (Narrative) (Details) (USD $) In Billions, unless otherwise specified	Jun. 29, 2013
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
Amount available under credit facility	$ 1.0

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Accounting Policies Share Repurchases (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Accounting Policies [Line Items]
Payment for common shares repurchased			$ 298	$ 209
Class A [Member]
Accounting Policies [Line Items]
Common shares repurchased	4.4	4.3	13.5	10.9
Payment for common shares repurchased	110	81	298	209
Share Repurchase Program [Member] | Class A [Member]
Accounting Policies [Line Items]
Common shares repurchased	4.0	3.9	11.2	9.3
Payment for common shares repurchased	100	75	250	180
Remaining shares available to repurchase	24		24
Open market repurchases to fund certain obligations under equity compensation plans [Member] | Class A [Member]
Accounting Policies [Line Items]
Common shares repurchased	0.4	0.4	2.3	1.6
Payment for common shares repurchased	$ 10	$ 6	$ 48	$ 29

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Condensed Consolidating Financial Statements (Condensed Consolidating Statement Of Cash Flows) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Condensed Financial Statements, Captions [Line Items]
Cash Provided by (Used for) Operating Activities	$ 772	$ 719
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(425)	(530)
(Purchases of)/ Proceeds from marketable securities, net	(101)	(9)
Acquisitions, net of cash acquired	(106)	0
Other, net	36	19
Cash Used for Investing Activities	(596)	(520)
Cash Flows From Financing Activities:
Net change in debt	(21)	163
Purchases of Tyson Class A common stock	(298)	(209)
Dividends	(87)	(44)
Stock options exercised	93	32
Other, net	13	(26)
Net change in intercompany balances	0	0
Cash Used for Financing Activities	(300)	(84)
Effect of Exchange Rate Changes on Cash	(4)	(3)
Increase (Decrease) in Cash and Cash Equivalents	(128)	112
Cash and Cash Equivalents at Beginning of Year	1,071	716
Cash and Cash Equivalents at End of Period	943	828
TFI Parent [Member]
Condensed Financial Statements, Captions [Line Items]
Cash Provided by (Used for) Operating Activities	185	280
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(3)	(1)
(Purchases of)/ Proceeds from marketable securities, net	0	0
Acquisitions, net of cash acquired	0	0
Other, net	(3)	2
Cash Used for Investing Activities	(6)	1
Cash Flows From Financing Activities:
Net change in debt	0	131
Purchases of Tyson Class A common stock	(298)	(209)
Dividends	(87)	(44)
Stock options exercised	93	32
Other, net	13	(5)
Net change in intercompany balances	99	(186)
Cash Used for Financing Activities	(180)	(281)
Effect of Exchange Rate Changes on Cash	0	0
Increase (Decrease) in Cash and Cash Equivalents	(1)	0
Cash and Cash Equivalents at Beginning of Year	1	1
Cash and Cash Equivalents at End of Period	0	1
TFM Parent, Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Cash Provided by (Used for) Operating Activities	196	237
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(82)	(78)
(Purchases of)/ Proceeds from marketable securities, net	(14)	(7)
Acquisitions, net of cash acquired	0	0
Other, net	9	5
Cash Used for Investing Activities	(87)	(80)
Cash Flows From Financing Activities:
Net change in debt	0	0
Purchases of Tyson Class A common stock	0	0
Dividends	0	0
Stock options exercised	0	0
Other, net	0	0
Net change in intercompany balances	(105)	(158)
Cash Used for Financing Activities	(105)	(158)
Effect of Exchange Rate Changes on Cash	0	0
Increase (Decrease) in Cash and Cash Equivalents	4	(1)
Cash and Cash Equivalents at Beginning of Year	9	1
Cash and Cash Equivalents at End of Period	13	0
Non-Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Cash Provided by (Used for) Operating Activities	404	212
Cash Flows From Investing Activities:
Additions to property, plant and equipment	(340)	(451)
(Purchases of)/ Proceeds from marketable securities, net	(87)	(2)
Acquisitions, net of cash acquired	(106)	0
Other, net	30	12
Cash Used for Investing Activities	(503)	(441)
Cash Flows From Financing Activities:
Net change in debt	(21)	32
Purchases of Tyson Class A common stock	0	0
Dividends	(13)	(10)
Stock options exercised	0	0
Other, net	0	(21)
Net change in intercompany balances	6	344
Cash Used for Financing Activities	(28)	345
Effect of Exchange Rate Changes on Cash	(4)	(3)
Increase (Decrease) in Cash and Cash Equivalents	(131)	113
Cash and Cash Equivalents at Beginning of Year	1,061	714
Cash and Cash Equivalents at End of Period	930	827
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash Provided by (Used for) Operating Activities	(13)	(10)
Cash Flows From Investing Activities:
Additions to property, plant and equipment	0	0
(Purchases of)/ Proceeds from marketable securities, net	0	0
Acquisitions, net of cash acquired	0	0
Other, net	0	0
Cash Used for Investing Activities	0	0
Cash Flows From Financing Activities:
Net change in debt	0	0
Purchases of Tyson Class A common stock	0	0
Dividends	13	10
Stock options exercised	0	0
Other, net	0	0
Net change in intercompany balances	0	0
Cash Used for Financing Activities	13	10
Effect of Exchange Rate Changes on Cash	0	0
Increase (Decrease) in Cash and Cash Equivalents	0	0
Cash and Cash Equivalents at Beginning of Year	0	0
Cash and Cash Equivalents at End of Period	$ 0	$ 0

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Derivative Financial Instruments (Aggregate Outstanding Notionals Related To Undesignated Positions) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Foreign Currency [Member]
Derivative [Line Items]
Notional amount of undesignated derivatives	$ 83	$ 165
Interest Rate [Member]
Derivative [Line Items]
Notional amount of undesignated derivatives	$ 25	$ 27
Not Designated as Hedging Instrument [Member] | Corn (in bushels)
Derivative [Line Items]
Aggregate notional amount, Commodity (Volume)	17,000,000	19,000,000
Not Designated as Hedging Instrument [Member] | Soy Meal (in tons)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	96,800	1,200
Not Designated as Hedging Instrument [Member] | Soy Oil (in pounds)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	0	17,000,000
Not Designated as Hedging Instrument [Member] | Live Cattle (in pounds)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	191,000,000	68,000,000
Not Designated as Hedging Instrument [Member] | Lean Hogs (in pounds)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	12,000,000	108,000,000

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Derivative Financial Instruments (Aggregate Outstanding Notionals Related To Cash Flow Hedges) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Derivative [Line Items]
Aggregate notional of derivative designated as hedging, Foreign Currency	$ 61	$ 80
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Corn (in bushels)
Derivative [Line Items]
Aggregate notional amount, Commodity (Volume)	10,000,000	12,000,000
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Soy Meal (in tons)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	195,600	164,700

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Debt (Narrative) (Details) (USD $)				12 Months Ended	1 Months Ended	3 Months Ended	9 Months Ended				1 Months Ended
	Jun. 29, 2013	Jun. 29, 2013 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member]	Sep. 30, 2008 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member]	Oct. 02, 2010 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member] Accounting Standards Update 2010-11 [Member]	Sep. 30, 2008 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member] Common Class A [Member]	Jun. 29, 2013 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member] Common Class A [Member]	Jun. 29, 2013 3.25% Convertible Senior Unsecured Notes Due October 15, 2013 [Member] Common Class A [Member]	Sep. 27, 2008 2016 Notes [Member]	Jun. 30, 2012 2016 Notes [Member] Prior To Credit Rating Adjustment [Member]	Jun. 30, 2012 2016 Notes [Member] After Credit Rating Adjustment [Member]	Nov. 30, 2008 GO Zone Tax-Exempt Bonds Due October 2033 [Member]	Oct. 31, 2008 GO Zone Tax-Exempt Bonds Due October 2033 [Member]	Jun. 29, 2013 GO Zone Tax-Exempt Bonds Due October 2033 [Member]	Jun. 29, 2013 Standby Letters of Credit [Member]	Jun. 29, 2013 Bilateral Letters Of Credit [Member]
Debt Instrument [Line Items]
Amount available under credit facility	$ 1,000,000,000
Amount available for borrowing under credit facility	944,000,000
Letters of credit issued amount														56,000,000	146,000,000
Debt instrument, face amount			458,000,000
Interest rate		3.25%	3.25%					6.60%
Conversion rate						59.5866
Principal amounts for conversion		1,000
Conversion price, per share						$ 16.78	$ 16.78
Initial Dividend Threshold					$ 0.04
Debt instrument, interest rate, effective percentage				8.26%
Discount on note recognized from adoption of accounting standard				92,000,000
After tax amount recorded to capital in excess of par value				56,000,000
Discount Accretion Term				5 years
Deferred tax assets					36,000,000
Call options purchased in private transactions - purchase price					94,000,000
Number of class A stock that can be acquired through call options					27,000,000
Option Indexed to Issuer's Equity, Strike Price							16.78
Proceeds from sale of warrants					44,000,000
Shares able to be purchased through warrants					27,000,000
Exercise price of warrants, per share						22.17	22.17
Maximum amount of shares that may be issued to satisfy conversion							35,900,000
Increase in stock price that would result in the issuance of additional stock							10.00%
Conversion price factoring convertible note hedge and warrant transactions, per share							$ 22.17
Additional stock issuance if increase in share price of ten percent							2,500,000
Share Price	$ 25.68
Additional Stock Issuance Required if Warrants are Exercised at Price Equal to Period End Closing Share Price						3,700,000	3,700,000
Interest rate at period end									6.85%	6.60%			0.06%
Proceeds from the sale of Gulf Opportunity Zone tax-exempt bonds												100,000,000
Interest rate swap period in force											5 years
Syntroleum Corporation Responsibility of Guarantee													50.00%
Syntroleum Corporation Maximum Guarantee Responsibility													$ 50,000,000

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Consolidated Condensed Statements of Comprehensive Income (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Statement of Other Comprehensive Income [Abstract]
Net Income	$ 245	$ 73	$ 519	$ 395
Other Comprehensive Income (Loss), Net of Taxes:
Derivatives accounted for as cash flow hedges	2	5	(12)	11
Investments	1	(1)	(2)	0
Currency translation	(33)	(38)	(49)	(8)
Postretirement benefits	1	1	4	3
Total Other Comprehensive Income (Loss), Net of Taxes	(29)	(33)	(59)	6
Comprehensive Income	216	40	460	401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)	2	(3)
Comprehensive Income Attributable to Tyson	$ 220	$ 43	$ 458	$ 404

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Income Taxes

9 Months Ended

Jun. 29, 2013

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

The effective tax rate for continuing operations was 35.4% and 40.2% for the third quarter of fiscal 2013 and 2012, respectively, and 32.6% and 35.9% for the nine months of fiscal 2013 and 2012, respectively. The effective tax rates for the third quarter and nine months of fiscal 2013 were impacted by such items as the domestic production deduction, state income taxes and losses in foreign jurisdictions for which no benefit is recognized. The effective tax rate for the nine months of fiscal 2013 was also impacted by the second quarter non-taxable currency translation adjustment gain and the retroactive extension of tax credits.

Unrecognized tax benefits were $171 million and $168 million at June 29, 2013, and September 29, 2012, respectively. The amount of unrecognized tax benefits, if recognized, that would impact our effective tax rate was $151 million and $154 million at June 29, 2013, and September 29, 2012, respectively.

We classify interest and penalties on unrecognized tax benefits as income tax expense. At June 29, 2013, and September 29, 2012, before tax benefits, we had $63 million and $64 million, respectively, of accrued interest and penalties on unrecognized tax benefits.

We are subject to income tax examinations for U.S. federal income taxes for fiscal years 2004 through 2012, for state and local income taxes for fiscal years 2003 through 2012 and for foreign income taxes for fiscal years 2002 through 2012. During the next twelve months, it is reasonably possible the amount of unrecognized tax benefits could decrease by $15 million due to audit settlements and the expiration of statutes of limitations.

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Condensed Consolidated Balance Sheets (Parentheticals) (USD $) In Millions, except Per Share data, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Treasury Stock, shares	40	33
Class A [Member]
Common stock, par value	$ 0.10	$ 0.10
Common stock, shares authorized	900	900
Common stock, shares issued	322	322
Convertible Class B [Member]
Common stock, par value	$ 0.10	$ 0.10
Common stock, shares authorized	900	900
Common stock, shares issued	70	70

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Derivative Financial Instruments (Narrative) (Details) (USD $)	9 Months Ended				9 Months Ended
	Jun. 29, 2013 Designated as Hedging Instrument [Member]	Jun. 29, 2013 Not Designated as Hedging Instrument [Member]	Jun. 29, 2013 Net Investment Hedging [Member]	Sep. 29, 2012 Net Investment Hedging [Member]	Jun. 29, 2013 Grain [Member]	Jun. 29, 2013 Foreign Exchange Contracts [Member]
Derivative [Line Items]
Maximum Length of Time Hedged in Cash Flow Hedge	18 months	18 months
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months					$ (5,000,000)	$ (1,000,000)
Notional Amount of Foreign Currency Derivatives			$ 0	$ 27,000,000

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Consolidated Condensed Statements Of Income (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended			9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012		Jun. 29, 2013		Jun. 30, 2012
Sales	$ 8,731	$ 8,261		$ 25,480		$ 24,740
Cost of Sales	8,049	7,695		23,791		23,140
Gross Profit	682	566		1,689		1,600
Selling, General and Administrative	263	224		730		668
Operating Income	419	342		959		932
Other (Income) Expense:
Interest income	(2)	(2)		(5)		(9)
Interest expense	36	215		109		316
Other, net	0	(3)		(19)		(17)
Total Other (Income) Expense	34	210	[1]	85	[2]	290	[1]
Income from Continuing Operations before Income Taxes	385	132		874		642
Income Tax Expense	136	53		285		231
Income from Continuing Operations	249	79		589		411
Loss from Discontinued Operation, Net of Tax	(4)	(6)		(70)		(16)
Net Income	245	73		519		395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)		2		(3)
Net Income Attributable to Tyson	249	76		517		398
Amounts attributable to Tyson:
Net Income from Continuing Operations	253	82		587		414
Net Loss from Discontinued Operation	$ (4)	$ (6)		$ (70)		$ (16)
Weighted Average Shares Outstanding:
Diluted, Shares	369	369		366		373
Net Income Per Share from Continuing Operations Attributable to Tyson:
Diluted (USD per share)	$ 0.69	$ 0.22		$ 1.61		$ 1.11
Net Loss Per Share from Discontinued Operation Attributable to Tyson:
Diluted (USD per share)	$ (0.01)	$ (0.01)		$ (0.19)		$ (0.04)
Earnings Per Share [Abstract]
Diluted (USD per share)	$ 0.68	$ 0.21		$ 1.42		$ 1.07
Class A [Member]
Weighted Average Shares Outstanding:
Basic, Shares	283	291		284		294
Net Income Per Share from Continuing Operations Attributable to Tyson:
Basic (USD per share)	$ 0.73	$ 0.23		$ 1.69		$ 1.16
Net Loss Per Share from Discontinued Operation Attributable to Tyson:
Basic (USD per share)	$ (0.01)	$ (0.02)		$ (0.20)		$ (0.05)
Earnings Per Share [Abstract]
Basic (USD per share)	$ 0.72	$ 0.21		$ 1.49		$ 1.11
Dividends Declared Per Share:
Dividends Declared (USD per share)	$ 0.050	$ 0.040		$ 0.260		$ 0.120
Class B [Member]
Weighted Average Shares Outstanding:
Basic, Shares	70	70		70		70
Net Income Per Share from Continuing Operations Attributable to Tyson:
Basic (USD per share)	$ 0.66	$ 0.20		$ 1.52		$ 1.04
Net Loss Per Share from Discontinued Operation Attributable to Tyson:
Basic (USD per share)	$ (0.02)	$ (0.01)		$ (0.18)		$ (0.04)
Earnings Per Share [Abstract]
Basic (USD per share)	$ 0.64	$ 0.19		$ 1.34		$ 1.00
Dividends Declared Per Share:
Dividends Declared (USD per share)	$ 0.045	$ 0.036		$ 0.234		$ 0.108

[1] Includes $167 million charge related to the early extinguishment of debt

[2] Includes $19 million related to the recognized currency translation adjustment gain

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Derivative Financial Instruments (Pretax Impact Of Cash Flow Hedge Derivative Instruments On The Consolidated Statements Of Income) (Details) (Cash Flow Hedging [Member], USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Derivative [Line Items]
Gain/(Loss) Recognized in OCI on Derivatives	$ (2)	$ 8	$ (30)	$ 7
Gain/(Loss) Reclassified from OCI to Earnings	(4)	0	(9)	(11)
Commodity Contracts [Member]
Derivative [Line Items]
Gain/(Loss) Recognized in OCI on Derivatives	(5)	7	(28)	13
Commodity Contracts [Member] | Cost of Sales [Member]
Derivative [Line Items]
Gain/(Loss) Reclassified from OCI to Earnings	(2)	1	(5)	(15)
Foreign Exchange Contracts [Member]
Derivative [Line Items]
Gain/(Loss) Recognized in OCI on Derivatives	3	1	(2)	(6)
Foreign Exchange Contracts [Member] | Other Income/Expense [Member]
Derivative [Line Items]
Gain/(Loss) Reclassified from OCI to Earnings	$ (2)	$ (1)	$ (4)	$ 4

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Debt (Tables)

9 Months Ended

Jun. 29, 2013

Debt Instruments [Abstract]

Major Components Of Debt

The major components of debt are as follows (in millions):

	June 29, 2013			September 29, 2012
Revolving credit facility	$	—		$	—
Senior notes:
3.25% Convertible senior notes due October 2013 (2013 Notes)	458			458
6.60% Senior notes due April 2016 (2016 Notes)	638			638
7.00% Notes due May 2018	120			120
4.50% Senior notes due June 2022 (2022 Notes)	1,000			1,000
7.00% Notes due January 2028	18			18
Discount on senior notes	(12		)	(28		)
GO Zone tax-exempt bonds due October 2033 (0.06% at 6/29/2013)	100			100
Other	85			126
Total debt	2,407			2,432
Less current debt	508			515
Total long-term debt	$	1,899		$	1,917

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Accounting Policies (Policy)

9 Months Ended

Jun. 29, 2013

Policy Text Block [Abstract]

Basis Of Presentation

BASIS OF PRESENTATION

The consolidated condensed financial statements have been prepared by Tyson Foods, Inc. (“Tyson,” “the Company,” “we,” “us” or “our”). Certain information and accounting policies and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. Although we believe the disclosures contained herein are adequate to make the information presented not misleading, these consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended September 29, 2012. Preparation of consolidated condensed financial statements requires us to make estimates and assumptions. These estimates and assumptions affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

We believe the accompanying consolidated condensed financial statements contain all adjustments, which are of a normal recurring nature, necessary to state fairly our financial position as of June 29, 2013, and the results of operations for the three and nine months ended June 29, 2013, and June 30, 2012. Results of operations and cash flows for the periods presented are not necessarily indicative of results to be expected for the full year.

Consolidation

CONSOLIDATION

The consolidated condensed financial statements include the accounts of all wholly-owned subsidiaries, as well as majority-owned subsidiaries over which we exercise control and, when applicable, entities for which we have a controlling financial interest or variable interest entities for which we are the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in consolidation.

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Debt (Major Components Of Debt) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012	Sep. 30, 2008
Debt Instrument [Line Items]
Revolving credit facility	$ 0	$ 0
Discount on senior notes	(12)	(28)
Other	85	126
Total debt	2,407	2,432
Less current debt	508	515
Total long-term debt	1,899	1,917
3.25% Convertible Senior Unsecured Notes Due October 15, 2013 (2013 Notes) [Member]
Debt Instrument [Line Items]
Senior Notes	458	458
Stated interest rate	3.25%		3.25%
6.60% Senior Notes Due April 2016 (2016 Notes) [Member]
Debt Instrument [Line Items]
Senior Notes	638	638
Stated interest rate	6.60%
7.00% Notes Due May 2018 [Member]
Debt Instrument [Line Items]
Senior Notes	120	120
Stated interest rate	7.00%
4.50% Senior Notes Due June 2022 (2022 Notes) [Member]
Debt Instrument [Line Items]
Senior Notes	1,000	1,000
Stated interest rate	4.50%
7.00% Notes Due January 2028 [Member]
Debt Instrument [Line Items]
Senior Notes	18	18
Stated interest rate	7.00%
GO Zone Tax-Exempt Bonds Due October 2033 [Member]
Debt Instrument [Line Items]
GO Zone tax-exempt bonds due October 2033	$ 100	$ 100
Interest rate at period end	0.06%

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Derivative Financial Instruments (Pretax Impact Of Net Investment Hedge Derivative Instruments On The Consolidated Statements Of Income) (Details) (Net Investment Hedging [Member], Foreign Exchange Contracts [Member], USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Derivative [Line Items]
Gain/(Loss) Recognized in OCI on Derivatives	$ 0	$ 1	$ 0	$ (1)
Other Income/Expense [Member]
Derivative [Line Items]
Gain/(Loss) Reclassified from OCI to Earnings	$ 0	$ 0	$ (4)	$ 0

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Segment Reporting (Segment Reporting Information, By Segment) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended			9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012		Jun. 29, 2013 Segments		Jun. 30, 2012
Segment Reporting Information [Line Items]
Number of segments				4
Sales	$ 8,731	$ 8,261		$ 25,480		$ 24,740
Operating Income (Loss)	419	342		959		932
Total Other (Income) Expense	34	210	[1]	85	[2]	290	[1]
Income from Continuing Operations before Income Taxes	385	132		874		642
Loss on early extinguishment of debt				0		167
Operating Segments [Member] | Chicken [Member]
Segment Reporting Information [Line Items]
Sales	3,158	2,855		9,136		8,410
Operating Income (Loss)	220	159		471		346
Operating Segments [Member] | Beef [Member]
Segment Reporting Information [Line Items]
Sales	3,723	3,487		10,655		10,323
Operating Income (Loss)	114	71		134		101
Operating Segments [Member] | Pork [Member]
Segment Reporting Information [Line Items]
Sales	1,332	1,344		4,006		4,191
Operating Income (Loss)	67	69		264		349
Operating Segments [Member] | Prepared Foods [Member]
Segment Reporting Information [Line Items]
Sales	797	764		2,441		2,432
Operating Income (Loss)	24	47		85		142
Intersegment Elimination [Member]
Segment Reporting Information [Line Items]
Sales	(279)	(213)		(805)		(740)
Intersegment Elimination [Member] | Beef [Member]
Segment Reporting Information [Line Items]
Sales	(59)	(49)		(156)		(162)
Intersegment Elimination [Member] | Pork [Member]
Segment Reporting Information [Line Items]
Sales	(220)	(164)		(649)		(578)
Other [Member]
Segment Reporting Information [Line Items]
Sales	0	24		47		124
Operating Income (Loss)	(6)	(4)		5		(6)
Other Income/Expense [Member]
Segment Reporting Information [Line Items]
Recognized currency translation adjustment gain				19
Loss on early extinguishment of debt		$ 167				$ 167

[1] Includes $167 million charge related to the early extinguishment of debt

[2] Includes $19 million related to the recognized currency translation adjustment gain

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Discontinued Operation (Summary of Discontinued Operation's Results) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss from Discontinued Operation	$ (4)	$ (6)	$ (70)	$ (16)
Weifang Operation [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sales	36	47	108	165
Pretax loss	(2)	(6)	(68)	(16)
Income tax expense	2	0	2	0
Loss from Discontinued Operation	$ (4)	$ (6)	$ (70)	$ (16)

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Condensed Consolidating Financial Statements (Tables)

9 Months Ended

Jun. 29, 2013

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidating Statement Of Income and Comprehensive Income

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	142		$	4,908		$	4,081		$	(400	)	$	8,731
Cost of Sales	8			4,679			3,762			(400		)	8,049
Gross Profit	134			229			319			—			682
Selling, General and Administrative	19			54			190			—			263
Operating Income	115			175			129			—			419
Other (Income) Expense:
Interest expense, net	9			15			10			—			34
Other, net	—			(1		)	1			—			—
Equity in net earnings of subsidiaries	(181		)	(15		)	—			196			—
Total Other (Income) Expense	(172		)	(1		)	11			196			34
Income from Continuing Operations before Income Taxes	287			176			118			(196		)	385
Income Tax Expense	38			56			42			—			136
Income from Continuing Operations	249			120			76			(196		)	249
Loss from Discontinued Operation, Net of Tax	—			—			(4		)	—			(4		)
Net Income	249			120			72			(196		)	245
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Net Income Attributable to Tyson	$	249		$	120		$	76		$	(196	)	$	249
Comprehensive Income (Loss)	216			103			49			(152		)	216
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Comprehensive Income (Loss) Attributable to Tyson	$	216		$	103		$	53		$	(152	)	$	220

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 30, 2012												in millions
	TFI Parent			TFM Parent		Non- Guarantors			Eliminations			Total
Sales	$	140		$	4,711	$	3,764		$	(354	)	$	8,261
Cost of Sales	20			4,536		3,493			(354		)	7,695
Gross Profit	120			175		271			—			566
Selling, General and Administrative	4			49		170			1			224
Operating Income	116			126		101			(1		)	342
Other (Income) Expense:
Interest expense, net	50			70		93			—			213
Other, net	1			—		(4		)	—			(3		)
Equity in net earnings of subsidiaries	(34		)	—		—			34			—
Total Other (Income) Expense	17			70		89			34			210
Income from Continuing Operations before Income Taxes	99			56		12			(35		)	132
Income Tax Expense	23			19		11			—			53
Income from Continuing Operations	76			37		1			(35		)	79
Loss from Discontinued Operation, Net of Tax	—			—		(6		)	—			(6		)
Net Income	76			37		(5		)	(35		)	73
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Net Income Attributable to Tyson	76			37		(2		)	(35		)	76
Comprehensive Income (Loss)	43			18		(29		)	8			40
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	43		$	18	$	(26	)	$	8		$	43

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	318		$	14,210		$	11,957		$	(1,005	)	$	25,480
Cost of Sales	35			13,696			11,065			(1,005		)	23,791
Gross Profit	283			514			892			—			1,689
Selling, General and Administrative	51			151			528			—			730
Operating Income	232			363			364			—			959
Other (Income) Expense:
Interest expense, net	26			46			32			—			104
Other, net	4			(1		)	(22		)	—			(19		)
Equity in net earnings of subsidiaries	(381		)	(29		)	—			410			—
Total Other (Income) Expense	(351		)	16			10			410			85
Income from Continuing Operations before Income Taxes	583			347			354			(410		)	874
Income Tax Expense	66			109			110			—			285
Income from Continuing Operations	517			238			244			(410		)	589
Loss from Discontinued Operation, Net of Tax	—			—			(70		)	—			(70		)
Net Income	517			238			174			(410		)	519
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Net Income Attributable to Tyson	$	517		$	238		$	172		$	(410	)	$	517
Comprehensive Income (Loss)	460			202			80			(282		)	460
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Comprehensive Income (Loss) Attributable to Tyson	$	460		$	202		$	78		$	(282	)	$	458

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	268		$	14,172		$	11,273		$	(973	)	$	24,740
Cost of Sales	12			13,647			10,453			(972		)	23,140
Gross Profit	256			525			820			(1		)	1,600
Selling, General and Administrative	25			156			488			(1		)	668
Operating Income	231			369			332			—			932
Other (Income) Expense:
Interest expense, net	39			126			142			—			307
Other, net	1			—			(18		)	—			(17		)
Equity in net earnings of subsidiaries	(268		)	(55		)	—			323			—
Total Other (Income) Expense	(228		)	71			124			323			290
Income from Continuing Operations before Income Taxes	459			298			208			(323		)	642
Income Tax Expense	61			83			87			—			231
Income from Continuing Operations	398			215			121			(323		)	411
Loss from Discontinued Operation, Net of Tax	—			—			(16		)	—			(16		)
Net Income	398			215			105			(323		)	395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Net Income Attributable to Tyson	$	398		$	215		$	108		$	(323	)	$	398
Comprehensive Income (Loss)	404			223			110			(336		)	401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	404		$	223		$	113		$	(336	)	$	404

Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet as of June 29, 2013										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	—	$	13	$	930	$	—		$	943
Accounts receivable, net	—		589		865		—			1,454
Inventories	1		1,024		1,876		—			2,901
Other current assets	370		55		216		(412		)	229
Total Current Assets	371		1,681		3,887		(412		)	5,527
Net Property, Plant and Equipment	31		877		3,134		—			4,042
Goodwill	—		881		1,022		—			1,903
Intangible Assets	—		22		121		—			143
Other Assets	909		159		249		(830		)	487
Investment in Subsidiaries	11,756		2,008		—		(13,764		)	—
Total Assets	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	452	$	132	$	251	$	(327	)	$	508
Accounts payable	20		577		712		—			1,309
Other current liabilities	4,467		186		916		(4,448		)	1,121
Total Current Liabilities	4,939		895		1,879		(4,775		)	2,938
Long-Term Debt	1,770		679		246		(796		)	1,899
Deferred Income Taxes	—		131		342		(6		)	467
Other Liabilities	145		144		290		(28		)	551
Total Tyson Shareholders’ Equity	6,213		3,779		5,622		(9,401		)	6,213
Noncontrolling Interest	—		—		34		—			34
Total Shareholders’ Equity	6,213		3,779		5,656		(9,401		)	6,247
Total Liabilities and Shareholders’ Equity	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102

Condensed Consolidating Balance Sheet as of September 29, 2012										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	1	$	9	$	1,061	$	—		$	1,071
Accounts receivable, net	1		499		878		—			1,378
Inventories	—		950		1,859		—			2,809
Other current assets	139		100		90		(184		)	145
Total Current Assets	141		1,558		3,888		(184		)	5,403
Net Property, Plant and Equipment	31		873		3,118		—			4,022
Goodwill	—		881		1,010		—			1,891
Intangible Assets	—		26		103		—			129
Other Assets	1,257		151		251		(1,208		)	451
Investment in Subsidiaries	11,849		2,005		—		(13,854		)	—
Total Assets	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	439	$	—	$	167	$	(91	)	$	515
Accounts payable	10		558		804		—			1,372
Other current liabilities	4,887		144		766		(4,854		)	943
Total Current Liabilities	5,336		702		1,737		(4,945		)	2,830
Long-Term Debt	1,774		809		486		(1,152		)	1,917
Deferred Income Taxes	—		135		432		(9		)	558
Other Liabilities	156		146		294		(47		)	549
Total Tyson Shareholders’ Equity	6,012		3,702		5,391		(9,093		)	6,012
Noncontrolling Interest	—		—		30		—			30
Total Shareholders’ Equity	6,012		3,702		5,421		(9,093		)	6,042
Total Liabilities and Shareholders’ Equity	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896

Condensed Consolidating Statement Of Cash Flows

Condensed Consolidating Statement of Cash Flows for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	185		$	196		$	404		$	(13	)	$	772
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(3		)	(82		)	(340		)	—			(425		)
(Purchases of)/Proceeds from marketable securities, net	—			(14		)	(87		)	—			(101		)
Acquisitions, net of cash acquired	—			—			(106		)	—			(106		)
Other, net	(3		)	9			30			—			36
Cash Provided by (Used for) Investing Activities	(6		)	(87		)	(503		)	—			(596		)
Cash Flows from Financing Activities:
Net change in debt	—			—			(21		)	—			(21		)
Purchases of Tyson Class A common stock	(298		)	—			—			—			(298		)
Dividends	(87		)	—			(13		)	13			(87		)
Stock options exercised	93			—			—			—			93
Other, net	13			—			—			—			13
Net change in intercompany balances	99			(105		)	6			—			—
Cash Provided by (Used for) Financing Activities	(180		)	(105		)	(28		)	13			(300		)
Effect of Exchange Rate Changes on Cash	—			—			(4		)	—			(4		)
Increase (Decrease) in Cash and Cash Equivalents	(1		)	4			(131		)	—			(128		)
Cash and Cash Equivalents at Beginning of Year	1			9			1,061			—			1,071
Cash and Cash Equivalents at End of Period	$	—		$	13		$	930		$	—		$	943

Condensed Consolidating Statement of Cash Flows for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	280		$	237		$	212		$	(10	)	$	719
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(1		)	(78		)	(451		)	—			(530		)
(Purchases of)/Proceeds from marketable securities, net	—			(7		)	(2		)	—			(9		)
Acquisitions, net of cash acquired	—			—			—			—			—
Other, net	2			5			12			—			19
Cash Provided by (Used for) Investing Activities	1			(80		)	(441		)	—			(520		)
Cash Flows from Financing Activities:
Net change in debt	131			—			32			—			163
Purchases of Tyson Class A common stock	(209		)	—			—			—			(209		)
Dividends	(44		)	—			(10		)	10			(44		)
Stock options exercised	32			—			—			—			32
Other, net	(5		)	—			(21		)	—			(26		)
Net change in intercompany balances	(186		)	(158		)	344			—			—
Cash Provided by (Used for) Financing Activities	(281		)	(158		)	345			10			(84		)
Effect of Exchange Rate Changes on Cash	—			—			(3		)	—			(3		)
Increase (Decrease) in Cash and Cash Equivalents	—			(1		)	113			—			112
Cash and Cash Equivalents at Beginning of Year	1			1			714			—			716
Cash and Cash Equivalents at End of Period	$	1		$	—		$	827		$	—		$	828

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Accounting Policies (Details) (Variable Interest Entity, Primary Beneficiary [Member], USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013	Sep. 29, 2012
Variable Interest Entity, Primary Beneficiary [Member]
Accounting Policies [Line Items]
Ownership interest percentage, investment in Dynamic Fuels, LLC joint venture	50.00%
Variable interest entity total assets	$ 168	$ 177
Variable interest entity net property, plant and equipment	144	146
Variable interest entity total liabilities	111	124
Variable interest entity long-term debt	$ 100	$ 100

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Debt

9 Months Ended

Jun. 29, 2013

Debt Instruments [Abstract]

Debt

DEBT

The major components of debt are as follows (in millions):

	June 29, 2013			September 29, 2012
Revolving credit facility	$	—		$	—
Senior notes:
3.25% Convertible senior notes due October 2013 (2013 Notes)	458			458
6.60% Senior notes due April 2016 (2016 Notes)	638			638
7.00% Notes due May 2018	120			120
4.50% Senior notes due June 2022 (2022 Notes)	1,000			1,000
7.00% Notes due January 2028	18			18
Discount on senior notes	(12		)	(28		)
GO Zone tax-exempt bonds due October 2033 (0.06% at 6/29/2013)	100			100
Other	85			126
Total debt	2,407			2,432
Less current debt	508			515
Total long-term debt	$	1,899		$	1,917

Revolving Credit Facility

We have a $1.0 billion revolving credit facility that supports short-term funding needs and letters of credit. The facility will mature and the commitments thereunder will terminate in August 2017. After reducing the amount available by outstanding letters of credit issued under this facility, the amount available for borrowing at June 29, 2013, was $944 million. At June 29, 2013, we had outstanding letters of credit issued under this facility totaling $56 million, none of which were drawn upon. We had an additional $146 million of bilateral letters of credit issued separately from the revolving credit facility, none of which were drawn upon. Our letters of credit are issued primarily in support of workers’ compensation insurance programs, derivative activities and Dynamic Fuels’ Gulf Opportunity Zone tax-exempt bonds.

This facility is unsecured. However, if at any time (the Collateral Trigger Date) we shall fail to have (a) a corporate rating from Moody's Investors Service, Inc. (Moody's) of "Ba1" or better, (b) a corporate rating from Standard & Poor's Ratings Services, a Standard & Poor's Financial Services LLC business (S&P), of "BB+" or better, or (c) a corporate rating from Fitch Ratings, a wholly owned subsidiary of Fimalac, S.A. (Fitch), of "BB+" or better, we, any subsidiary that has guaranteed any material indebtedness of the Company, and substantially all of our other domestic subsidiaries shall be required to secure the obligations under the credit agreement and related documents with a first-priority perfected security interest in our and such subsidiary's cash, deposit and securities accounts, accounts receivable and related assets, inventory and proceeds of any of the foregoing (the Collateral Requirement).

If on any date prior to any Collateral Trigger Date we shall have (a) a corporate rating from Moody's of "Baa2" or better, (b) a corporate rating from S&P of "BBB" or better and (c) a corporate rating from Fitch of "BBB" or better, in each case with stable or better outlook, then the Collateral Requirement will no longer be effective.

This facility is fully guaranteed by Tyson Fresh Meats, Inc (TFM Parent), our wholly owned subsidiary, until such date TFM Parent is released from all of its guarantees of other material indebtedness. If in the future any of our other subsidiaries shall guarantee any of our material indebtedness, such subsidiary shall also be required to guarantee the indebtedness, obligations and liabilities under this facility.

2013 Notes

In September 2008, we issued $458 million principal amount 3.25% convertible senior unsecured notes due October 15, 2013, with interest payable semi-annually in arrears on April 15 and October 15. At June 29, 2013, the conversion rate was 59.5866 shares of Class A stock per $1,000 principal amount of notes, which is equivalent to a conversion price of $16.78 per share of Class A stock. The conversion rate and conversion price of the 2013 Notes are subject to adjustments which include, among other events, making cash dividends or distributions to the holders of our Class A common stock during any quarterly fiscal period in excess of $0.04 per share. Upon conversion, we will deliver cash up to the aggregate principal amount of the 2013 Notes to be converted and shares of our Class A stock in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount of the 2013 Notes being converted.

Conditions for early conversion were met in our third quarter of fiscal 2013, and thus, holders maintain the option to convert the 2013 Notes during our fourth quarter of fiscal 2013. On and after July 15, 2013, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their notes at any time. Should the holders exercise the early conversion option on or after July 15, 2013, we would be required to make such delivery of cash and Class A stock, if any, at the October 15, 2013 maturity date. As of August 2, 2013, there were no significant early conversions.

The 2013 Notes were originally accounted for as a combined instrument because the conversion feature did not meet the requirements to be accounted for separately as a derivative financial instrument. However, we adopted new accounting guidance in the first quarter of fiscal 2010 and applied it retrospectively to all periods presented. This new accounting guidance required us to separately account for the liability and equity conversion features. Upon retrospective adoption, our effective interest rate on the 2013 Notes was determined to be 8.26%, which resulted in the recognition of a $92 million discount to these notes with the offsetting after tax amount of $56 million recorded to capital in excess of par value. This discount is being accreted over the five-year term of the convertible notes at the effective interest rate.

In connection with the issuance of the 2013 Notes, we entered into separate convertible note hedge transactions with respect to our Class A stock to minimize the potential economic dilution upon conversion of the 2013 Notes. We also entered into separate warrant transactions. We recorded the purchase of the note hedge transactions as a reduction to capital in excess of par value, net of $36 million pertaining to the related deferred tax asset, and we recorded the proceeds of the warrant transactions as an increase to capital in excess of par value. Subsequent changes in fair value of these instruments are not recognized in the financial statements as long as the instruments continue to meet the criteria for equity classification.

We purchased call options in private transactions for $94 million that permit us to acquire up to approximately 27 million shares of our Class A stock at the current strike price of $16.78 per share, subject to adjustment. The call options allow us to acquire a number of shares of our Class A stock initially equal to the number of shares of Class A stock issuable to the holders of the 2013 Notes upon conversion. These call options contractually expire upon the maturity of the 2013 Notes.

We sold warrants in private transactions for total proceeds of $44 million. The warrants permit the purchasers to acquire up to approximately 27 million shares of our Class A stock at the current exercise price of $22.17 per share, subject to adjustment. The warrants are exercisable on various dates from January 2014 through April 2014.

The maximum amount of shares that may be issued to satisfy the conversion of the 2013 Notes is limited to 35.9 million shares. However, the convertible note hedge and warrant transactions, in effect, increase the conversion price of the 2013 Notes from $16.78 per share to $22.17 per share, thus reducing the potential future economic dilution associated with conversion of the 2013 Notes. If our share price is below $22.17 upon exercise of the warrants, there is no economic net share impact. A 10% increase in our share price above the $22.17 warrant exercise price would result in the issuance of 2.5 million incremental shares. At $25.68, our closing share price on June 29, 2013, the incremental shares we would be required to issue upon exercise of the warrants would have resulted in 3.7 million shares. The 2013 Notes and the warrants have a dilutive effect on our earnings per share to the extent the price of our Class A stock during a given measurement period exceeds the respective exercise prices of those instruments. The call options are excluded from the calculation of diluted earnings per share as their impact is anti-dilutive.

2016 Notes

The 2016 Notes carry an interest rate at issuance of 6.60%, with an interest step up feature dependent on their credit rating. On February 11, 2013, S&P upgraded the credit rating of the 2016 Notes from "BBB-" to "BBB." This upgrade did not impact the interest rate on the 2016 Notes.

On June 7, 2012, Moody's upgraded the credit rating of the 2016 Notes from "Ba1" to "Baa3." This upgrade decreased the interest rate on the 2016 Notes from 6.85% to 6.60%, effective beginning with the six-month interest payment due October 1, 2012.

GO Zone Tax-Exempt Bonds

In October 2008, Dynamic Fuels received $100 million in proceeds from the sale of Gulf Opportunity Zone tax-exempt bonds made available by the federal government to the regions affected by Hurricanes Katrina and Rita in 2005. These floating rate bonds are due October 1, 2033. In November 2008, we entered into an interest rate swap related to these bonds to mitigate our interest rate risk on a portion of the bonds for five years. We also issued a letter of credit as a guarantee for the entire bond issuance. If any amounts are disbursed related to this guarantee, we would seek recovery of 50% (up to $50 million) from Syntroleum Corporation in accordance with our 2008 warrant agreement with Syntroleum Corporation.

Debt Covenants

Our revolving credit facility contains affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens and encumbrances; incur debt; merge, dissolve, liquidate or consolidate; dispose of or transfer assets; change the nature of our business; engage in certain transactions with affiliates; and enter into sale/leaseback or hedging transactions, in each case, subject to certain qualifications and exceptions. In addition, we are required to maintain minimum interest expense coverage and maximum debt-to-capitalization ratios.

Our 2022 Notes also contain affirmative and negative covenants that, among other things, may limit or restrict our ability to: create liens; engage in certain sale/leaseback transactions; and engage in certain consolidations, mergers and sales of assets.

We were in compliance with all debt covenants at June 29, 2013.

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Fair Value Measurements (Schedule Of Fair Value And Carrying Value Of Debt) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Fair Value Disclosures [Abstract]
Total Debt, Fair Value	$ 2,535	$ 2,596
Total Debt, Carrying Value	$ 2,407	$ 2,432

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Earnings Per Share (Tables)

9 Months Ended

Jun. 29, 2013

Earnings Per Share [Abstract]

Schedule Of Earnings Per Share, Basic And Diluted

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013		June 30, 2012
Numerator:
Income from continuing operations	$	249		$	79		$	589	$	411
Less: Net income (loss) from continuing operations attributable to noncontrolling interest	(4		)	(3		)	2		(3		)
Net income from continuing operations attributable to Tyson	253			82			587		414
Less Dividends Declared:
Class A	14			12			74		36
Class B	3			3			16		8
Undistributed earnings	$	236		$	67		$	497	$	370
Class A undistributed earnings	$	193		$	56		$	406	$	305
Class B undistributed earnings	43			11			91		65
Total undistributed earnings	$	236		$	67		$	497	$	370
Denominator:
Denominator for basic earnings per share:
Class A weighted average shares	283			291			284		294
Class B weighted average shares, and shares under the if-converted method for diluted earnings per share	70			70			70		70
Effect of dilutive securities:
Stock options and restricted stock	5			5			5		5
Convertible 2013 Notes and Warrants	11			3			7		4
Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversions	369			369			366		373
Net Income Per Share from Continuing Operations Attributable to Tyson:
Class A Basic	$	0.73		$	0.23		$	1.69	$	1.16
Class B Basic	$	0.66		$	0.20		$	1.52	$	1.04
Diluted	$	0.69		$	0.22		$	1.61	$	1.11
Net Income Per Share Attributable to Tyson:
Class A Basic	$	0.72		$	0.21		$	1.49	$	1.11
Class B Basic	$	0.64		$	0.19		$	1.34	$	1.00
Diluted	$	0.68		$	0.21		$	1.42	$	1.07

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Property, Plant And Equipment (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 9,123	$ 8,883
Less accumulated depreciation	5,081	4,861
Net property, plant and equipment	4,042	4,022
Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	100	101
Buildings And Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	2,903	2,868
Machinery And Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	5,412	5,208
Land Improvements And Other [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	417	408
Buildings And Equipment Under Construction [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 291	$ 298

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Earnings Per Share

9 Months Ended

Jun. 29, 2013

Earnings Per Share [Abstract]

Earnings Per Share

EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013		June 30, 2012
Numerator:
Income from continuing operations	$	249		$	79		$	589	$	411
Less: Net income (loss) from continuing operations attributable to noncontrolling interest	(4		)	(3		)	2		(3		)
Net income from continuing operations attributable to Tyson	253			82			587		414
Less Dividends Declared:
Class A	14			12			74		36
Class B	3			3			16		8
Undistributed earnings	$	236		$	67		$	497	$	370
Class A undistributed earnings	$	193		$	56		$	406	$	305
Class B undistributed earnings	43			11			91		65
Total undistributed earnings	$	236		$	67		$	497	$	370
Denominator:
Denominator for basic earnings per share:
Class A weighted average shares	283			291			284		294
Class B weighted average shares, and shares under the if-converted method for diluted earnings per share	70			70			70		70
Effect of dilutive securities:
Stock options and restricted stock	5			5			5		5
Convertible 2013 Notes and Warrants	11			3			7		4
Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversions	369			369			366		373
Net Income Per Share from Continuing Operations Attributable to Tyson:
Class A Basic	$	0.73		$	0.23		$	1.69	$	1.16
Class B Basic	$	0.66		$	0.20		$	1.52	$	1.04
Diluted	$	0.69		$	0.22		$	1.61	$	1.11
Net Income Per Share Attributable to Tyson:
Class A Basic	$	0.72		$	0.21		$	1.49	$	1.11
Class B Basic	$	0.64		$	0.19		$	1.34	$	1.00
Diluted	$	0.68		$	0.21		$	1.42	$	1.07

We had no stock-based compensation shares that were antidilutive for the three months ended June 29, 2013. Approximately 4 million of our stock-based compensation shares were antidilutive for the nine months ended June 29, 2013. Approximately 4 million of our stock-based compensation shares were antidilutive for both the three and nine months ended June 30, 2012. These shares were not included in the dilutive earnings per share calculation.

We have two classes of capital stock, Class A stock and Class B stock. Cash dividends cannot be paid to holders of Class B stock unless they are simultaneously paid to holders of Class A stock. The per share amount of cash dividends paid to holders of Class B stock cannot exceed 90% of the cash dividends paid to holders of Class A stock.

We allocate undistributed earnings based upon a 1 to 0.9 ratio per share to Class A stock and Class B stock, respectively. We allocate undistributed earnings based on this ratio due to historical dividend patterns, voting control of Class B shareholders and contractual limitations of dividends to Class B stock.

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Other Current Liabilities

9 Months Ended

Jun. 29, 2013

Other Liabilities, Current [Abstract]

Other Current Liabilities

OTHER CURRENT LIABILITIES

Other current liabilities are as follows (in millions):

	June 29, 2013		September 29, 2012
Accrued salaries, wages and benefits	$	381	$	382
Self-insurance reserves	272		274
Other	468		287
Total other current liabilities	$	1,121	$	943

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Accounting Policies

9 Months Ended

Jun. 29, 2013

Policy Text Block [Abstract]

Accounting Policies

ACCOUNTING POLICIES

BASIS OF PRESENTATION

The consolidated condensed financial statements have been prepared by Tyson Foods, Inc. (“Tyson,” “the Company,” “we,” “us” or “our”). Certain information and accounting policies and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. Although we believe the disclosures contained herein are adequate to make the information presented not misleading, these consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended September 29, 2012. Preparation of consolidated condensed financial statements requires us to make estimates and assumptions. These estimates and assumptions affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

We believe the accompanying consolidated condensed financial statements contain all adjustments, which are of a normal recurring nature, necessary to state fairly our financial position as of June 29, 2013, and the results of operations for the three and nine months ended June 29, 2013, and June 30, 2012. Results of operations and cash flows for the periods presented are not necessarily indicative of results to be expected for the full year.

CONSOLIDATION

The consolidated condensed financial statements include the accounts of all wholly-owned subsidiaries, as well as majority-owned subsidiaries over which we exercise control and, when applicable, entities for which we have a controlling financial interest or variable interest entities for which we are the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in consolidation.

VARIABLE INTEREST ENTITIES

We have an investment in a joint venture, Dynamic Fuels LLC (Dynamic Fuels), in which we have a 50 percent ownership interest. Dynamic Fuels qualifies as a variable interest entity for which we consolidate as we are the primary beneficiary. At June 29, 2013, Dynamic Fuels had $168 million of total assets, of which $144 million was net property, plant and equipment, and $111 million of total liabilities, of which $100 million was long-term debt. At September 29, 2012, Dynamic Fuels had $177 million of total assets, of which $146 million was net property, plant and equipment, and $124 million of total liabilities, of which $100 million was long-term debt.

SHARE REPURCHASES

A summary of cumulative share repurchases of our Class A common stock is as follows (in millions):

	Three Months Ended						Nine Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
	Shares	Dollars		Shares	Dollars		Shares	Dollars		Shares	Dollars
Shares repurchased:
Under share repurchase program	4.0	$	100	3.9	$	75	11.2	$	250	9.3	$	180
To fund certain obligations under equity compensation plans	0.4	10		0.4	6		2.3	48		1.6	29
Total share repurchases	4.4	$	110	4.3	$	81	13.5	$	298	10.9	$	209

As of June 29, 2013, 24 million shares remained available for repurchase under our share repurchase program. The share repurchase program has no fixed or scheduled termination date and the timing and extent to which we repurchase shares will depend upon, among other things, our working capital needs, market conditions, liquidity targets, our debt obligations and regulatory requirements. In addition to the share repurchase program, we purchase shares on the open market to fund certain obligations under our equity compensation plans.

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In June 2011, the FASB issued guidance regarding the presentation of comprehensive income. This guidance is effective for annual periods, and interim periods within those years, beginning after December 15, 2011. We adopted this guidance in the first quarter of fiscal year 2013. The adoption required a separate statement of comprehensive income and additional disclosures on our consolidated condensed financial statements.

In February 2013, the FASB issued guidance clarifying disclosures related to amounts reclassified out of accumulated other comprehensive income by component. We adopted this guidance in the second quarter of fiscal year 2013. The adoption required additional disclosures on our consolidated condensed financial statements.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2011 and February 2013, the FASB issued guidance enhancing disclosures related to offsetting of certain assets and liabilities. This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. We do not expect the adoption will have a significant impact on our consolidated condensed financial statements.

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Derivative Financial Instruments (Aggregate Outstanding Notionals Related To Fair Value Hedges) (Details) (Fair Value Hedging [Member], Designated as Hedging Instrument [Member])	Jun. 29, 2013 lb	Sep. 29, 2012 lb
Live Cattle (in pounds)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	93,000,000	232,000,000
Lean Hogs (in pounds)
Derivative [Line Items]
Aggregate notional amount, Commodity (Mass)	264,000,000	239,000,000

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Other Income And Charges (Details) (Other Income/Expense [Member], USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Other Income/Expense [Member]
Components of Other Income and Expenses [Line Items]
Recognized currency translation adjustment gain	$ 19
Equity Earnings In Joint Ventures		11
Foreign currency exchange gains		$ 4

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Other Comprehensive Income (Tables)

9 Months Ended

Jun. 29, 2013

Statement of Other Comprehensive Income [Abstract]

Components Of Other Comprehensive Income (Loss)

The before and after tax changes in the components of other comprehensive income (loss) are as follows (in millions):

	Three Months Ended																		Nine Months Ended
	June 29, 2013									June 30, 2012									June 29, 2013									June 30, 2012
	Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax
Derivatives accounted for as cash flow hedges:
(Gain) loss reclassified to Cost of Sales	$	2		$	(1	)	$	1		$	(1	)	$	—		$	(1	)	$	5		$	(2	)	$	3		$	15		$	(6	)	$	9
(Gain) loss reclassified to Other Income/Expense	2			—			2			1			—			1			4			(1		)	3			(4		)	2			(2		)
Unrealized gain (loss)	(2		)	1			(1		)	8			(3		)	5			(30		)	12			(18		)	7			(3		)	4
Investments:
(Gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(1		)	—			(1		)	—			—			—
Unrealized gain (loss)	1			—			1			(2		)	1			(1		)	(2		)	1			(1		)	—			—			—
Currency translation:
Translation (gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(19		)	(1		)	(20		)	—			—			—
Translation adjustment	(33		)	—			(33		)	(38		)	—			(38		)	(29		)	—			(29		)	(8		)	—			(8		)
Postretirement benefits	1			—			1			1			—			1			4			—			4			3			—			3
Total Other Comprehensive Income (Loss)	$	(29	)	$	—		$	(29	)	$	(31	)	$	(2	)	$	(33	)	$	(68	)	$	9		$	(59	)	$	13		$	(7	)	$	6

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Commitments And Contingencies Commitments (Details) (USD $) In Millions, unless otherwise specified			9 Months Ended
	Jun. 29, 2013	Sep. 29, 2012	Jun. 29, 2013 Guarantee of Indebtedness of Others [Member]	Jun. 29, 2013 Residual Value Guarantees [Member]
Guarantor Obligations [Line Items]
Guarantor Obligations, Maximum Exposure, Period (in years)			10 years
Maximum potential amount			$ 63	$ 57
Guarantor Obligations, Maximum Exposure, Remaining Lease Period (in years)				7 years
Amount recoverable through various recourse provisions				51
Potential maximum obligation under cash flow assistance programs	310
Total receivables under cash flow assistance programs	50	25
Uncollectible receivables estimated under cash flow assistance programs	$ 16	$ 10

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Fair Value Measurements (Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) (USD $) In Millions, unless otherwise specified	Jun. 29, 2013	Sep. 29, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets and liabilities posted cash collateral	$ 71	$ 59
Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign Exchange Forward Contracts, Assets	1	0
Available-for-Sale Securities, Current	81	3
Available for Sale Securities, Noncurrent	97	117
Deferred Compensation Assets	206	180
Total Assets	393	313
Foreign Exchange Forward Contracts, Liabilities	3	3
Total Liabilities	4	5
Fair Value, Measurements, Recurring [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign Exchange Forward Contracts, Assets	0	0
Available-for-Sale Securities, Current	0	0
Available for Sale Securities, Noncurrent	6	6
Deferred Compensation Assets	22	31
Total Assets	28	37
Foreign Exchange Forward Contracts, Liabilities	0	0
Total Liabilities	0	0
Fair Value, Measurements, Recurring [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign Exchange Forward Contracts, Assets	1	1
Available-for-Sale Securities, Current	81	3
Available for Sale Securities, Noncurrent	26	25
Deferred Compensation Assets	184	149
Total Assets	301	231
Foreign Exchange Forward Contracts, Liabilities	3	3
Total Liabilities	76	105
Fair Value, Measurements, Recurring [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign Exchange Forward Contracts, Assets	0	0
Available-for-Sale Securities, Current	0	0
Available for Sale Securities, Noncurrent	65	86
Deferred Compensation Assets	0	0
Total Assets	65	86
Foreign Exchange Forward Contracts, Liabilities	0	0
Total Liabilities	0	0
Fair Value, Measurements, Recurring [Member] | Netting [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign Exchange Forward Contracts, Assets	0	(1)
Available-for-Sale Securities, Current	0	0
Available for Sale Securities, Noncurrent	0	0
Deferred Compensation Assets	0	0
Total Assets	(1)	(41)
Foreign Exchange Forward Contracts, Liabilities	0	0
Total Liabilities	(72)	(100)
Commodity [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity Derivatives	8	13
Derivative Financial Instruments, Liabilities	1	2
Commodity [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity Derivatives	0	0
Derivative Financial Instruments, Liabilities	0	0
Commodity [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity Derivatives	9	53
Derivative Financial Instruments, Liabilities	73	102
Commodity [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity Derivatives	0	0
Derivative Financial Instruments, Liabilities	0	0
Commodity [Member] | Fair Value, Measurements, Recurring [Member] | Netting [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity Derivatives	(1)	(40)
Derivative Financial Instruments, Liabilities	$ (72)	$ (100)

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Other Comprehensive Income

9 Months Ended

Jun. 29, 2013

Statement of Other Comprehensive Income [Abstract]

Other Comprehensive Income (Loss)

OTHER COMPREHENSIVE INCOME (LOSS)

The before and after tax changes in the components of other comprehensive income (loss) are as follows (in millions):

	Three Months Ended																		Nine Months Ended
	June 29, 2013									June 30, 2012									June 29, 2013									June 30, 2012
	Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax			Before Tax			Tax			After Tax
Derivatives accounted for as cash flow hedges:
(Gain) loss reclassified to Cost of Sales	$	2		$	(1	)	$	1		$	(1	)	$	—		$	(1	)	$	5		$	(2	)	$	3		$	15		$	(6	)	$	9
(Gain) loss reclassified to Other Income/Expense	2			—			2			1			—			1			4			(1		)	3			(4		)	2			(2		)
Unrealized gain (loss)	(2		)	1			(1		)	8			(3		)	5			(30		)	12			(18		)	7			(3		)	4
Investments:
(Gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(1		)	—			(1		)	—			—			—
Unrealized gain (loss)	1			—			1			(2		)	1			(1		)	(2		)	1			(1		)	—			—			—
Currency translation:
Translation (gain) loss reclassified to Other Income/Expense	—			—			—			—			—			—			(19		)	(1		)	(20		)	—			—			—
Translation adjustment	(33		)	—			(33		)	(38		)	—			(38		)	(29		)	—			(29		)	(8		)	—			(8		)
Postretirement benefits	1			—			1			1			—			1			4			—			4			3			—			3
Total Other Comprehensive Income (Loss)	$	(29	)	$	—		$	(29	)	$	(31	)	$	(2	)	$	(33	)	$	(68	)	$	9		$	(59	)	$	13		$	(7	)	$	6

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Other Income And Charges

9 Months Ended

Jun. 29, 2013

Other Income and Expenses [Abstract]

Other Income And Charges

OTHER INCOME AND CHARGES

During the nine months of fiscal 2013, we recorded a $19 million currency translation adjustment gain recognized in conjunction with the receipt of proceeds constituting the final resolution of our investment in Canada, which was recorded in the Consolidated Condensed Statements of Income in Other, net.

During the nine months of fiscal 2012, we recorded $11 million of equity earnings in joint ventures and $4 million in net foreign currency exchange gains, which were recorded in the Consolidated Condensed Statements of Income in Other, net.

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Condensed Consolidating Financial Statements (Condensed Consolidating Statement Of Income and Comprehensive Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended			9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012		Jun. 29, 2013		Jun. 30, 2012
Condensed Financial Statements, Captions [Line Items]
Sales	$ 8,731	$ 8,261		$ 25,480		$ 24,740
Cost of Sales	8,049	7,695		23,791		23,140
Gross Profit	682	566		1,689		1,600
Selling, General and Administrative	263	224		730		668
Operating Income	419	342		959		932
Other (Income) Expense:
Interest expense, net	34	213		104		307
Other, net	0	(3)		(19)		(17)
Equity in net earnings of subsidiaries	0	0		0		0
Total Other (Income) Expense	34	210	[1]	85	[2]	290	[1]
Income from Continuing Operations before Income Taxes	385	132		874		642
Income Tax Expense	136	53		285		231
Income from Continuing Operations	249	79		589		411
Loss from Discontinued Operation, Net of Tax	(4)	(6)		(70)		(16)
Net Income	245	73		519		395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)		2		(3)
Net Income Attributable to Tyson	249	76		517		398
Comprehensive Income (Loss)	216	40		460		401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)		2		(3)
Comprehensive Income Attributable to Tyson	220	43		458		404
TFI Parent [Member]
Condensed Financial Statements, Captions [Line Items]
Sales	142	140		318		268
Cost of Sales	8	20		35		12
Gross Profit	134	120		283		256
Selling, General and Administrative	19	4		51		25
Operating Income	115	116		232		231
Other (Income) Expense:
Interest expense, net	9	50		26		39
Other, net	0	1		4		1
Equity in net earnings of subsidiaries	(181)	(34)		(381)		(268)
Total Other (Income) Expense	(172)	17		(351)		(228)
Income from Continuing Operations before Income Taxes	287	99		583		459
Income Tax Expense	38	23		66		61
Income from Continuing Operations	249	76		517		398
Loss from Discontinued Operation, Net of Tax	0	0		0		0
Net Income	249	76		517		398
Less: Net Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Net Income Attributable to Tyson	249	76		517		398
Comprehensive Income (Loss)	216	43		460		404
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Comprehensive Income Attributable to Tyson	216	43		460		404
TFM Parent, Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Sales	4,908	4,711		14,210		14,172
Cost of Sales	4,679	4,536		13,696		13,647
Gross Profit	229	175		514		525
Selling, General and Administrative	54	49		151		156
Operating Income	175	126		363		369
Other (Income) Expense:
Interest expense, net	15	70		46		126
Other, net	(1)	0		(1)		0
Equity in net earnings of subsidiaries	(15)	0		(29)		(55)
Total Other (Income) Expense	(1)	70		16		71
Income from Continuing Operations before Income Taxes	176	56		347		298
Income Tax Expense	56	19		109		83
Income from Continuing Operations	120	37		238		215
Loss from Discontinued Operation, Net of Tax	0	0		0		0
Net Income	120	37		238		215
Less: Net Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Net Income Attributable to Tyson	120	37		238		215
Comprehensive Income (Loss)	103	18		202		223
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Comprehensive Income Attributable to Tyson	103	18		202		223
Non-Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Sales	4,081	3,764		11,957		11,273
Cost of Sales	3,762	3,493		11,065		10,453
Gross Profit	319	271		892		820
Selling, General and Administrative	190	170		528		488
Operating Income	129	101		364		332
Other (Income) Expense:
Interest expense, net	10	93		32		142
Other, net	1	(4)		(22)		(18)
Equity in net earnings of subsidiaries	0	0		0		0
Total Other (Income) Expense	11	89		10		124
Income from Continuing Operations before Income Taxes	118	12		354		208
Income Tax Expense	42	11		110		87
Income from Continuing Operations	76	1		244		121
Loss from Discontinued Operation, Net of Tax	(4)	(6)		(70)		(16)
Net Income	72	(5)		174		105
Less: Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)		2		(3)
Net Income Attributable to Tyson	76	(2)		172		108
Comprehensive Income (Loss)	49	(29)		80		110
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	(4)	(3)		2		(3)
Comprehensive Income Attributable to Tyson	53	(26)		78		113
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Sales	(400)	(354)		(1,005)		(973)
Cost of Sales	(400)	(354)		(1,005)		(972)
Gross Profit	0	0		0		(1)
Selling, General and Administrative	0	1		0		(1)
Operating Income	0	(1)		0		0
Other (Income) Expense:
Interest expense, net	0	0		0		0
Other, net	0	0		0		0
Equity in net earnings of subsidiaries	196	34		410		323
Total Other (Income) Expense	196	34		410		323
Income from Continuing Operations before Income Taxes	(196)	(35)		(410)		(323)
Income Tax Expense	0	0		0		0
Income from Continuing Operations	(196)	(35)		(410)		(323)
Loss from Discontinued Operation, Net of Tax	0	0		0		0
Net Income	(196)	(35)		(410)		(323)
Less: Net Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Net Income Attributable to Tyson	(196)	(35)		(410)		(323)
Comprehensive Income (Loss)	(152)	8		(282)		(336)
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	0	0		0		0
Comprehensive Income Attributable to Tyson	$ (152)	$ 8		$ (282)		$ (336)

[1] Includes $167 million charge related to the early extinguishment of debt

[2] Includes $19 million related to the recognized currency translation adjustment gain

XML

Condensed Consolidating Financial Statements

9 Months Ended

Jun. 29, 2013

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidating Financial Statements

CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

TFM Parent, our wholly-owned subsidiary, has fully and unconditionally guaranteed the 2016 Notes. Additionally, TFM Parent has fully and unconditionally guaranteed the 2022 Notes until such date TFM Parent has been released of its guarantee of both (i) Tyson's $1.0 billion revolving credit facility and (ii) the 2016 Notes, at which time TFM Parent's guarantee of the 2022 Notes is permanently released. The following financial information presents condensed consolidating financial statements, which include Tyson Foods, Inc. (TFI Parent); TFM Parent; the Non-Guarantors Subsidiaries (Non-Guarantors) on a combined basis; the elimination entries necessary to consolidate TFI Parent, TFM Parent and the Non-Guarantors; and Tyson Foods, Inc. on a consolidated basis, and is provided as an alternative to providing separate financial statements for the guarantor. This presentation has been revised from the financial presentation disclosed in periods prior to September 29, 2012, to reflect changes in the subsidiary guarantees associated with the permanent release of certain subsidiary guarantors upon the retirement of the 10.50% Senior Notes due 2014.

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	142		$	4,908		$	4,081		$	(400	)	$	8,731
Cost of Sales	8			4,679			3,762			(400		)	8,049
Gross Profit	134			229			319			—			682
Selling, General and Administrative	19			54			190			—			263
Operating Income	115			175			129			—			419
Other (Income) Expense:
Interest expense, net	9			15			10			—			34
Other, net	—			(1		)	1			—			—
Equity in net earnings of subsidiaries	(181		)	(15		)	—			196			—
Total Other (Income) Expense	(172		)	(1		)	11			196			34
Income from Continuing Operations before Income Taxes	287			176			118			(196		)	385
Income Tax Expense	38			56			42			—			136
Income from Continuing Operations	249			120			76			(196		)	249
Loss from Discontinued Operation, Net of Tax	—			—			(4		)	—			(4		)
Net Income	249			120			72			(196		)	245
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Net Income Attributable to Tyson	$	249		$	120		$	76		$	(196	)	$	249
Comprehensive Income (Loss)	216			103			49			(152		)	216
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(4		)	—			(4		)
Comprehensive Income (Loss) Attributable to Tyson	$	216		$	103		$	53		$	(152	)	$	220

Condensed Consolidating Statement of Income and Comprehensive Income for the three months ended June 30, 2012												in millions
	TFI Parent			TFM Parent		Non- Guarantors			Eliminations			Total
Sales	$	140		$	4,711	$	3,764		$	(354	)	$	8,261
Cost of Sales	20			4,536		3,493			(354		)	7,695
Gross Profit	120			175		271			—			566
Selling, General and Administrative	4			49		170			1			224
Operating Income	116			126		101			(1		)	342
Other (Income) Expense:
Interest expense, net	50			70		93			—			213
Other, net	1			—		(4		)	—			(3		)
Equity in net earnings of subsidiaries	(34		)	—		—			34			—
Total Other (Income) Expense	17			70		89			34			210
Income from Continuing Operations before Income Taxes	99			56		12			(35		)	132
Income Tax Expense	23			19		11			—			53
Income from Continuing Operations	76			37		1			(35		)	79
Loss from Discontinued Operation, Net of Tax	—			—		(6		)	—			(6		)
Net Income	76			37		(5		)	(35		)	73
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Net Income Attributable to Tyson	76			37		(2		)	(35		)	76
Comprehensive Income (Loss)	43			18		(29		)	8			40
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—		(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	43		$	18	$	(26	)	$	8		$	43

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	318		$	14,210		$	11,957		$	(1,005	)	$	25,480
Cost of Sales	35			13,696			11,065			(1,005		)	23,791
Gross Profit	283			514			892			—			1,689
Selling, General and Administrative	51			151			528			—			730
Operating Income	232			363			364			—			959
Other (Income) Expense:
Interest expense, net	26			46			32			—			104
Other, net	4			(1		)	(22		)	—			(19		)
Equity in net earnings of subsidiaries	(381		)	(29		)	—			410			—
Total Other (Income) Expense	(351		)	16			10			410			85
Income from Continuing Operations before Income Taxes	583			347			354			(410		)	874
Income Tax Expense	66			109			110			—			285
Income from Continuing Operations	517			238			244			(410		)	589
Loss from Discontinued Operation, Net of Tax	—			—			(70		)	—			(70		)
Net Income	517			238			174			(410		)	519
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Net Income Attributable to Tyson	$	517		$	238		$	172		$	(410	)	$	517
Comprehensive Income (Loss)	460			202			80			(282		)	460
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			2			—			2
Comprehensive Income (Loss) Attributable to Tyson	$	460		$	202		$	78		$	(282	)	$	458

Condensed Consolidating Statement of Income and Comprehensive Income for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Sales	$	268		$	14,172		$	11,273		$	(973	)	$	24,740
Cost of Sales	12			13,647			10,453			(972		)	23,140
Gross Profit	256			525			820			(1		)	1,600
Selling, General and Administrative	25			156			488			(1		)	668
Operating Income	231			369			332			—			932
Other (Income) Expense:
Interest expense, net	39			126			142			—			307
Other, net	1			—			(18		)	—			(17		)
Equity in net earnings of subsidiaries	(268		)	(55		)	—			323			—
Total Other (Income) Expense	(228		)	71			124			323			290
Income from Continuing Operations before Income Taxes	459			298			208			(323		)	642
Income Tax Expense	61			83			87			—			231
Income from Continuing Operations	398			215			121			(323		)	411
Loss from Discontinued Operation, Net of Tax	—			—			(16		)	—			(16		)
Net Income	398			215			105			(323		)	395
Less: Net Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Net Income Attributable to Tyson	$	398		$	215		$	108		$	(323	)	$	398
Comprehensive Income (Loss)	404			223			110			(336		)	401
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest	—			—			(3		)	—			(3		)
Comprehensive Income (Loss) Attributable to Tyson	$	404		$	223		$	113		$	(336	)	$	404

Condensed Consolidating Balance Sheet as of June 29, 2013										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	—	$	13	$	930	$	—		$	943
Accounts receivable, net	—		589		865		—			1,454
Inventories	1		1,024		1,876		—			2,901
Other current assets	370		55		216		(412		)	229
Total Current Assets	371		1,681		3,887		(412		)	5,527
Net Property, Plant and Equipment	31		877		3,134		—			4,042
Goodwill	—		881		1,022		—			1,903
Intangible Assets	—		22		121		—			143
Other Assets	909		159		249		(830		)	487
Investment in Subsidiaries	11,756		2,008		—		(13,764		)	—
Total Assets	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	452	$	132	$	251	$	(327	)	$	508
Accounts payable	20		577		712		—			1,309
Other current liabilities	4,467		186		916		(4,448		)	1,121
Total Current Liabilities	4,939		895		1,879		(4,775		)	2,938
Long-Term Debt	1,770		679		246		(796		)	1,899
Deferred Income Taxes	—		131		342		(6		)	467
Other Liabilities	145		144		290		(28		)	551
Total Tyson Shareholders’ Equity	6,213		3,779		5,622		(9,401		)	6,213
Noncontrolling Interest	—		—		34		—			34
Total Shareholders’ Equity	6,213		3,779		5,656		(9,401		)	6,247
Total Liabilities and Shareholders’ Equity	$	13,067	$	5,628	$	8,413	$	(15,006	)	$	12,102

Condensed Consolidating Balance Sheet as of September 29, 2012										in millions
	TFI Parent		TFM Parent		Non- Guarantors		Eliminations			Total
Assets
Current Assets:
Cash and cash equivalents	$	1	$	9	$	1,061	$	—		$	1,071
Accounts receivable, net	1		499		878		—			1,378
Inventories	—		950		1,859		—			2,809
Other current assets	139		100		90		(184		)	145
Total Current Assets	141		1,558		3,888		(184		)	5,403
Net Property, Plant and Equipment	31		873		3,118		—			4,022
Goodwill	—		881		1,010		—			1,891
Intangible Assets	—		26		103		—			129
Other Assets	1,257		151		251		(1,208		)	451
Investment in Subsidiaries	11,849		2,005		—		(13,854		)	—
Total Assets	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896
Liabilities and Shareholders’ Equity
Current Liabilities:
Current debt	$	439	$	—	$	167	$	(91	)	$	515
Accounts payable	10		558		804		—			1,372
Other current liabilities	4,887		144		766		(4,854		)	943
Total Current Liabilities	5,336		702		1,737		(4,945		)	2,830
Long-Term Debt	1,774		809		486		(1,152		)	1,917
Deferred Income Taxes	—		135		432		(9		)	558
Other Liabilities	156		146		294		(47		)	549
Total Tyson Shareholders’ Equity	6,012		3,702		5,391		(9,093		)	6,012
Noncontrolling Interest	—		—		30		—			30
Total Shareholders’ Equity	6,012		3,702		5,421		(9,093		)	6,042
Total Liabilities and Shareholders’ Equity	$	13,278	$	5,494	$	8,370	$	(15,246	)	$	11,896

Condensed Consolidating Statement of Cash Flows for the nine months ended June 29, 2013													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	185		$	196		$	404		$	(13	)	$	772
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(3		)	(82		)	(340		)	—			(425		)
(Purchases of)/Proceeds from marketable securities, net	—			(14		)	(87		)	—			(101		)
Acquisitions, net of cash acquired	—			—			(106		)	—			(106		)
Other, net	(3		)	9			30			—			36
Cash Provided by (Used for) Investing Activities	(6		)	(87		)	(503		)	—			(596		)
Cash Flows from Financing Activities:
Net change in debt	—			—			(21		)	—			(21		)
Purchases of Tyson Class A common stock	(298		)	—			—			—			(298		)
Dividends	(87		)	—			(13		)	13			(87		)
Stock options exercised	93			—			—			—			93
Other, net	13			—			—			—			13
Net change in intercompany balances	99			(105		)	6			—			—
Cash Provided by (Used for) Financing Activities	(180		)	(105		)	(28		)	13			(300		)
Effect of Exchange Rate Changes on Cash	—			—			(4		)	—			(4		)
Increase (Decrease) in Cash and Cash Equivalents	(1		)	4			(131		)	—			(128		)
Cash and Cash Equivalents at Beginning of Year	1			9			1,061			—			1,071
Cash and Cash Equivalents at End of Period	$	—		$	13		$	930		$	—		$	943

Condensed Consolidating Statement of Cash Flows for the nine months ended June 30, 2012													in millions
	TFI Parent			TFM Parent			Non- Guarantors			Eliminations			Total
Cash Provided by (Used for) Operating Activities	$	280		$	237		$	212		$	(10	)	$	719
Cash Flows from Investing Activities:
Additions to property, plant and equipment	(1		)	(78		)	(451		)	—			(530		)
(Purchases of)/Proceeds from marketable securities, net	—			(7		)	(2		)	—			(9		)
Acquisitions, net of cash acquired	—			—			—			—			—
Other, net	2			5			12			—			19
Cash Provided by (Used for) Investing Activities	1			(80		)	(441		)	—			(520		)
Cash Flows from Financing Activities:
Net change in debt	131			—			32			—			163
Purchases of Tyson Class A common stock	(209		)	—			—			—			(209		)
Dividends	(44		)	—			(10		)	10			(44		)
Stock options exercised	32			—			—			—			32
Other, net	(5		)	—			(21		)	—			(26		)
Net change in intercompany balances	(186		)	(158		)	344			—			—
Cash Provided by (Used for) Financing Activities	(281		)	(158		)	345			10			(84		)
Effect of Exchange Rate Changes on Cash	—			—			(3		)	—			(3		)
Increase (Decrease) in Cash and Cash Equivalents	—			(1		)	113			—			112
Cash and Cash Equivalents at Beginning of Year	1			1			714			—			716
Cash and Cash Equivalents at End of Period	$	1		$	—		$	827		$	—		$	828

XML

Segment Reporting

9 Months Ended

Jun. 29, 2013

Segment Reporting [Abstract]

Segment Reporting

SEGMENT REPORTING

We operate in four segments: Chicken, Beef, Pork and Prepared Foods. We measure segment profit as operating income (loss).

Chicken: Chicken operations include breeding and raising chickens, as well as processing live chickens into fresh, frozen and value-added chicken products and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets. It also includes sales from allied products and our chicken breeding stock subsidiary.

Beef: Beef operations include processing live fed cattle and fabricating dressed beef carcasses into primal and sub-primal meat cuts and case-ready products. This segment also includes sales from allied products such as hides and variety meats, as well as logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

Pork: Pork operations include processing live market hogs and fabricating pork carcasses into primal and sub-primal cuts and case-ready products. This segment also includes our live swine group, related allied product processing activities and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

Prepared Foods: Prepared Foods operations include manufacturing and marketing frozen and refrigerated food products and logistics operations to move products through the supply chain. Products include pepperoni, bacon, beef and pork pizza toppings, pizza crusts, flour and corn tortilla products, appetizers, prepared meals, ethnic foods, soups, sauces, side dishes, meat dishes and processed meats. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and noncommercial foodservice establishments such as schools, healthcare facilities, the military and other food processors, as well as to international markets.

The results from Dynamic Fuels are included in Other.

Information on segments and a reconciliation to income from continuing operations before income taxes are as follows (in millions):

	Three Months Ended							Nine Months Ended
	June 29, 2013			June 30, 2012				June 29, 2013				June 30, 2012
Sales:
Chicken	$	3,158		$	2,855			$	9,136			$	8,410
Beef	3,723			3,487				10,655				10,323
Pork	1,332			1,344				4,006				4,191
Prepared Foods	797			764				2,441				2,432
Other	—			24				47				124
Intersegment Sales	(279		)	(213		)		(805		)		(740		)
Total Sales	$	8,731		$	8,261			$	25,480			$	24,740
Operating Income (Loss):
Chicken	$	220		$	159			$	471			$	346
Beef	114			71				134				101
Pork	67			69				264				349
Prepared Foods	24			47				85				142
Other	(6		)	(4		)		5				(6		)
Total Operating Income	419			342				959				932
Total Other (Income) Expense	34			210			(b)	85			(a)	290			(b)
Income from Continuing Operations before Income Taxes	$	385		$	132			$	874			$	642

(a) Includes $19 million related to the recognized currency translation adjustment gain

(b) Includes $167 million charge related to the early extinguishment of debt

The Beef segment had sales of $59 million and $49 million in the third quarter of fiscal 2013 and 2012, respectively, and sales of $156 million and $162 million in the nine months of fiscal 2013 and 2012, respectively, from transactions with other operating segments of the Company and Dynamic Fuels. The Pork segment had sales of $220 million and $164 million in the third quarter of fiscal 2013 and 2012, respectively, and sales of $649 million and $578 million in the nine months of fiscal 2013 and 2012, respectively, from transactions with other operating segments of the Company. The aforementioned sales from intersegment transactions, which were at market prices, were included in the segment sales in the above table.

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Document and Entity Information	9 Months Ended
	Jun. 29, 2013
Entity Registrant Name	TYSON FOODS INC
Entity Central Index Key	0000100493
Current Fiscal Year End Date	--09-28
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 29, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A [Member]
Entity Common Stock, Shares Outstanding	282,195,269
Class B [Member]
Entity Common Stock, Shares Outstanding	70,015,755

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Commitments And Contingencies

9 Months Ended

Jun. 29, 2013

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

COMMITMENTS AND CONTINGENCIES

Commitments

We guarantee obligations of certain outside third parties, which consist primarily of a lease and grower loans, which are substantially collateralized by the underlying assets. Terms of the underlying debt cover periods up to ten years, and the maximum potential amount of future payments as of June 29, 2013, was $63 million. We also maintain operating leases for various types of equipment, some of which contain residual value guarantees for the market value of the underlying leased assets at the end of the term of the lease. The remaining terms of the lease maturities cover periods over the next seven years. The maximum potential amount of the residual value guarantees is $57 million, of which $51 million could be recoverable through various recourse provisions and an additional undeterminable recoverable amount based on the fair value of the underlying leased assets. The likelihood of material payments under these guarantees is not considered probable. At June 29, 2013, and September 29, 2012, no material liabilities for guarantees were recorded.

We have cash flow assistance programs in which certain livestock suppliers participate. Under these programs, we pay an amount for livestock equivalent to a standard cost to grow such livestock during periods of low market sales prices. The amounts of such payments that are in excess of the market sales price are recorded as receivables and accrue interest. Participating suppliers are obligated to repay these receivables balances when market sales prices exceed this standard cost, or upon termination of the agreement. Our maximum obligation associated with these programs is limited to the fair value of each participating livestock supplier’s net tangible assets. The potential maximum obligation as of June 29, 2013, was approximately $310 million. The total receivables under these programs were $50 million and $25 million at June 29, 2013, and September 29, 2012, respectively, and are included, net of allowance for uncollectible amounts, in Accounts Receivable in our Consolidated Condensed Balance Sheets. Even though these programs are limited to the net tangible assets of the participating livestock suppliers, we also manage a portion of our credit risk associated with these programs by obtaining security interests in livestock suppliers’ assets. After analyzing residual credit risks and general market conditions, we have recorded an allowance for these programs’ estimated uncollectible receivables of $16 million and $10 million at June 29, 2013, and September 29, 2012, respectively.

Contingencies

We are involved in various claims and legal proceedings. We routinely assess the likelihood of adverse judgments or outcomes to those matters, as well as ranges of probable losses, to the extent losses are reasonably estimable. We record accruals for such matters to the extent that we conclude a loss is probable and the financial impact, should an adverse outcome occur, is reasonably estimable. Such accruals are reflected in the Company’s consolidated condensed financial statements. In our opinion, we have made appropriate and adequate accruals for these matters and believe the probability of a material loss beyond the amounts accrued to be remote; however, the ultimate liability for these matters is uncertain, and if accruals are not adequate, an adverse outcome could have a material effect on the consolidated condensed financial condition or results of operations. Listed below are certain claims made against the Company and/or our subsidiaries for which the potential exposure is considered material to the Company’s consolidated condensed financial statements. We believe we have substantial defenses to the claims made and intend to vigorously defend these matters.

We have pending against us a lawsuit styled DeAsencio v. Tyson Foods, Inc. (E.D. Pennsylvania, August 22, 2000) in which the plaintiffs allege that we failed to compensate certain poultry plant employees for the time it takes to engage in pre- and post-shift activities such as changing into and out of protective and sanitary clothing and walking to and from the changing area, work areas and break areas in violation of the Fair Labor Standards Act (FLSA). They seek back wages, liquidated damages, pre- and post-judgment interest, and attorneys’ fees. Plaintiffs appealed a jury verdict and final judgment entered in our favor on June 22, 2006. On September 7, 2007, the U.S. Court of Appeals for the Third Circuit reversed the jury verdict and remanded the case to the District Court for further proceedings. We sought rehearing en banc, which was denied by the Court of Appeals on October 5, 2007. The United States Supreme Court denied our petition for a writ of certiorari on June 9, 2008. The new trial date has not been set.

We have twelve separate wage and hour actions involving Tyson Fresh Meats Inc.’s plants located in Garden City, Kansas (Garcia, et al. v. Tyson Foods, Inc., Tyson Fresh Meats, Inc., D. Kansas, May 15, 2006), Emporia, Kansas (Abdiaziz, et al. v. Tyson Foods, Inc., Tyson Fresh Meats, Inc., D. Kansas, September 30, 2011), Storm Lake, Iowa (Bouaphakeo (f/k/a Sharp), et al. v. Tyson Foods, Inc., N.D. Iowa, February 6, 2007), Columbus Junction, Iowa (Guyton (f/k/a Robinson), et al. v. Tyson Foods, Inc., d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, September 12, 2007), Joslin, Illinois (Murray, et al. v. Tyson Foods, Inc., C.D. Illinois, January 2, 2008; and DeVoss v. Tyson Foods, Inc. d.b.a. Tyson Fresh Meats, C.D. Illinois, March 2, 2011), Dakota City, Nebraska (Gomez, et al. v. Tyson Foods, Inc., D. Nebraska, January 16, 2008), Madison, Nebraska (Acosta, et al. v Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., D. Nebraska, February 29, 2008), Perry and Waterloo, Iowa (Edwards, et al. v. Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, March 20, 2008); Council Bluffs, Iowa (Maxwell (f/k/a Salazar), et al. v. Tyson Foods, Inc. d.b.a Tyson Fresh Meats, Inc., S.D. Iowa, April 29, 2008); Logansport, Indiana (Carter, et al. v. Tyson Foods, Inc. and Tyson Fresh Meats, Inc., N.D. Indiana, April 29, 2008); and Goodlettsville, Tennessee (Abadeer v. Tyson Foods, Inc., and Tyson Fresh Meats, Inc., M.D. Tennessee, February 6, 2009). The actions allege we failed to pay employees for all hours worked, including overtime compensation for the time it takes to change into protective work uniforms, safety equipment and other sanitary and protective clothing worn by employees, and for walking to and from the changing area, work areas and break areas in violation of the FLSA and analogous state laws. The plaintiffs seek back wages, liquidated damages, pre- and post-judgment interest, attorneys’ fees and costs. Each case is proceeding in its jurisdiction.

• After a trial in the Garcia case involving our Garden City, Kansas facility, a jury verdict in favor of the plaintiffs was entered on March 17, 2011. Exclusive of pre- and post-judgment interest, attorneys’ fees and costs, the jury found violations of federal and state laws for pre- and post-shift work activities and awarded damages in the amount of $503,011. Plaintiffs’ counsel filed an application for attorneys’ fees and expenses which we contested. On December 7, 2012, the court granted plaintiffs' counsel's application and awarded a total of $3,609,723. We filed an appeal with the Tenth Circuit Court of Appeals on December 27, 2012.

• A jury trial was held in the Bouaphakeo case, which involves our Storm Lake, Iowa pork plant, which resulted in a jury verdict in favor of the plaintiffs for violations of federal and state laws for pre- and post-shift work activities. The trial court also awarded the plaintiffs liquidated damages, resulting in total damages awarded in the amount of $5,784,758. We have appealed the jury's verdict and trial court's award. The plaintiffs' counsel has also filed an application for attorneys' fees and expenses in the amount of $2,692,145.

• A jury trial was held in the Guyton case, which involves our Columbus Junction, Iowa pork plant, which resulted in a jury verdict in favor of Tyson on April 25, 2012. The plaintiffs have appealed to the Eighth Circuit Court of Appeals.

• The Maxwell case, which involves our Council Bluffs, Iowa plant, has been resolved by the parties for $970,000, and all payments required by the settlement have been paid and the claims dismissed.

• A bench trial was held in the Acosta case, which involves our Madison, Nebraska pork plant, in January 2013. The trial court filed its findings of fact and conclusions of law on May 31, 2013, and awarded $5,733,943 for unpaid overtime wages. The court ordered each party to submit an updated back pay calculation reflecting payroll data through the date of its order. A judgment has not yet been entered.

• A jury trial in the Gomez case, which involves our Dakota City, Nebraska beef plant, was held, and the jury found in favor of the plaintiffs on April 3, 2013. The trial court has not determined the amount of damages.

• The trial court in the Edwards case, which involves the Perry and Waterloo, Iowa facilities, split the case into two trials. The trial involving the Perry facility is scheduled to begin October 7, 2013, and the trial involving the Waterloo facility is scheduled to begin December 9, 2013.

• The Carter case, which involves our Logansport, Indiana pork plant, has been resolved by the parties for $950,000. The parties' joint motion for approval of the settlement is pending.

We have pending one wage and hour action involving our Tyson Prepared Foods plant located in Jefferson, Wisconsin (Weissman, et al. v. Tyson Prepared Foods, Inc., Jefferson County (Wisconsin) Circuit Court, October 20, 2010). The plaintiffs allege that employees should be paid for the time it takes to engage in pre- and post-shift activities such as changing into and out of protective and sanitary clothing and the associated time it takes to walk to and from their workstations post-donning and pre-doffing of protective and sanitary clothing. Six named plaintiffs seek to act as state law class representatives on behalf of all current and former employees who were allegedly not paid for time worked and seek back wages, liquidated damages, pre- and post-judgment interest, and attorneys’ fees and costs. On May 16, 2011, the plaintiffs filed a motion to certify a state law class of all hourly employees who have worked at the Jefferson plant from October 20, 2008, to the present. We filed motions for summary judgment seeking dismissal of the claims, or, in the alternative, to limit the claims made for non-compensable clothes changing activities. The court granted summary judgment in favor of Tyson on August 31, 2012, and the plaintiffs filed a notice of appeal on October 5, 2012. On August 1, 2013, the appeals court reversed and remanded the case to the trial court, concluding that the applicable activities at this plant are compensable, subject to certain defenses.

On June 19, 2005, the Attorney General and the Secretary of the Environment of the State of Oklahoma filed a complaint in the U.S. District Court for the Northern District of Oklahoma against us, three of our subsidiaries and six other poultry integrators. The complaint, which was subsequently amended, asserts a number of state and federal causes of action including, but not limited to, counts under Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), Resource Conservation and Recovery Act (RCRA), and state-law public nuisance theories. The amended complaint asserts that defendants and certain contract growers who are not named in the amended complaint polluted the surface waters, groundwater and associated drinking water supplies of the Illinois River Watershed (IRW) through the land application of poultry litter. Oklahoma asserts that this alleged pollution has also caused extensive injury to the environment (including soils and sediments) of the IRW and that the defendants have been unjustly enriched. Oklahoma’s claims cover the entire IRW, which encompasses more than one million acres of land and the natural resources (including lakes and waterways) contained therein. Oklahoma seeks wide-ranging relief, including injunctive relief, compensatory damages in excess of $800 million, an unspecified amount in punitive damages and attorneys’ fees. We and the other defendants have denied liability, asserted various defenses, and filed a third-party complaint that asserts claims against other persons and entities whose activities may have contributed to the pollution alleged in the amended complaint. The district court has stayed proceedings on the third party complaint pending resolution of Oklahoma’s claims against the defendants. On October 31, 2008, the defendants filed a motion to dismiss for failure to join the Cherokee Nation as a required party or, in the alternative, for judgment as a matter of law based on the plaintiffs’ lack of standing. This motion was granted in part and denied in part on July 22, 2009. In its ruling, the district court dismissed Oklahoma’s claims for cost recovery and for natural resources damages under CERCLA and for unjust enrichment under Oklahoma common law. This ruling also narrowed the scope of Oklahoma’s remaining claims by dismissing all damage claims under its causes of action for Oklahoma common law nuisance, federal common law nuisance, and Oklahoma common law trespass, leaving only its claims for injunctive relief for trial. On August 18, 2009, the Court granted partial summary judgment in favor of the defendants on Oklahoma’s claims for violations of the Oklahoma Registered Poultry Feeding Operations Act. Oklahoma later voluntarily dismissed the remainder of this claim. On September 2, 2009, the Cherokee Nation filed a motion to intervene in the lawsuit. Its motion to intervene was denied on September 15, 2009, and the Cherokee Nation filed a notice of appeal of that ruling in the Tenth Circuit Court of Appeals on September 17, 2009. A non-jury trial of the case began on September 24, 2009. At the close of Oklahoma’s case-in-chief, the Court granted the defendants’ motions to dismiss claims based on RCRA, nuisance per se, and health risks related to bacteria. The defense rested its case on January 13, 2010, and closing arguments were held on February 11, 2010. On September 21, 2010, the Court of Appeals affirmed the district court’s denial of the Cherokee Nation’s motion to intervene. On October 6, 2010, the Cherokee Nation and the State of Oklahoma filed a petition for rehearing or en banc review seeking reconsideration of this ruling. The Court of Appeals denied this petition. The district court has not yet rendered its decision from the trial, which ended in February 2010.

In late 2010, the United States Environmental Protection Agency (EPA) Region 7 began a Clean Air Act investigation of the Company related to operation and maintenance of ammonia refrigeration equipment at multiple facilities. The EPA subsequently referred the matter, which involves allegations of potential non-compliance with the Clean Air Act’s Risk Management Plan requirements at 23 Tyson facilities in Kansas, Missouri, Iowa and Nebraska, to the United States Department of Justice (DOJ). We reached a settlement agreement with the EPA and DOJ in which we agreed to pay $3,950,000 in civil penalties and fund $300,000 in supplemental environmental projects related to the purchase of emergency response equipment for certain communities in which we have operations. We also agreed to conduct third party audits of the 23 facilities. Pursuant to this settlement, the DOJ filed the complaint and consent decree, which contains the terms of the settlement agreement, with the federal district court in the Eastern District of Missouri. The Court has entered the consent decree, which has become a final settlement of this matter.

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Fair Value Measurements (Schedule Of Available For Sale Securities) (Details) (USD $) Share data in Millions, unless otherwise specified	9 Months Ended	12 Months Ended
	Jun. 29, 2013	Sep. 29, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other than Temporary Impairment Losses, Investments, Available-for-sale Securities	$ 1,000,000	$ 2,000,000
U.S. Treasury and Agency [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost Basis	26,000,000	26,000,000
Fair Value	27,000,000	27,000,000
Unrealized Gain/(Loss)	1,000,000	1,000,000
Certificates of Deposit and Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost Basis	80,000,000	0
Fair Value	80,000,000	0
Unrealized Gain/(Loss)	0	0
Corporate And Asset-Backed [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost Basis	65,000,000	64,000,000
Fair Value	65,000,000	66,000,000
Unrealized Gain/(Loss)	0	2,000,000
Redeemable Preferred Stock [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost Basis	0	20,000,000
Fair Value	0	20,000,000
Unrealized Gain/(Loss)	0	0
Common Stock and Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost Basis	9,000,000	9,000,000
Fair Value	6,000,000	7,000,000
Unrealized Gain/(Loss)	(3,000,000)	(2,000,000)
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of shares of Syntroleum Corporation acquired	0.8
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of warrants to purchase equivalent amount of shares in Syntroleum Corporation	0.4
Exercise price of warrants to purchase shares of Sytroleum Corporation (USD per warrant)	$ 28.70
Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short Term Investment Maturity Period	12 months
Available For Sale Securities Debt Maturity Period	35 years

XML

Fair Value Measurements (Schedule Of Debt Securities Measured At Fair Value On A Recurring Basis, Unobservable Input Reconciliation) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of year	$ 86	$ 83
Total realized gains (losses) included in earnings	1	1
Total unrealized gains (losses) included in other comprehensive income (loss)	(1)	(1)
Purchases	14	20
Issuances	0	0
Settlements	(35)	(21)
Balance at end of period	65	82
Total gains (losses) for the nine-month period included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at end of period	$ 0	$ 0