8-K

As filed with the Securities and Exchange Commission on October 19, 2011

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 18, 2011

B&G Foods, Inc.

(Exact name of Registrant as specified in its charter)

Delaware	001-32316	13-3918742
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Four Gatehall Drive, Suite 110, Parsippany, New Jersey	07054
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (973) 401-6500

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

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.  Other Events.

On October 18, 2011, B&G Foods, Inc. issued a press release announcing that its Board of Directors has increased the Company’s quarterly dividend rate from $0.21 per share of common stock to $0.23 per share of common stock.  The next quarterly dividend will be payable on January 30, 2012 to shareholders of record as of December 30, 2011.

A copy of the press release issued by B&G Foods announcing the foregoing is attached to this report as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits.

(d)Exhibits.

99.1 Press Release dated October 18, 2011

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SIGNATURE

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

	B&G FOODS, INC.
Dated: October 19, 2011	By:	/s/ Scott E. Lerner
		Scott E. Lerner
		Executive Vice President,
		General Counsel and Secretary

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EX-99.1

Exhibit 99.1

B&G Foods Increases Quarterly Dividend by 9.5 Percent

PARSIPPANY, N.J., October 18, 2011 — B&G Foods, Inc. (NYSE: BGS) announced today that its Board of Directors increased the Company’s quarterly dividend rate 9.5% from $0.21 per share of common stock to $0.23 per share of common stock.  On an annualized basis, the dividend increases from $0.84 per share to $0.92 per share. The next quarterly dividend will be payable on January 30, 2012 to shareholders of record as of December 30, 2011.  At the closing market price of the common stock on October 18, 2011, the new dividend rate represents an annualized yield of 5.2%.  This is the twenty-ninth consecutive quarterly dividend declared by the Board of Directors since B&G Foods’ initial public offering in October 2004.

“We are very pleased that our solid financial performance and strong cash flow generation allow us to increase our dividend for the second time this year,” stated David L. Wenner, President and Chief Executive Officer, of B&G Foods.  “We believe that returning cash to our shareholders in the form of dividends is a key component of B&G Foods’ total shareholder return.”

About B&G Foods, Inc.

B&G Foods and its subsidiaries manufacture, sell and distribute a diversified portfolio of high-quality, shelf-stable foods across the United States, Canada and Puerto Rico.  B&G Foods’ products include hot cereals, fruit spreads, canned meats and beans, spices, seasonings, hot sauces, wine vinegar, maple syrup, molasses, salad dressings, Mexican-style sauces, taco shells and kits, salsas, pickles, peppers and other specialty food products.  B&G Foods competes in the retail grocery, food service, specialty, private label, club and mass merchandiser channels of distribution.  Based in Parsippany, New Jersey, B&G Foods’ products are marketed under many recognized brands, including Ac’cent, B&G, B&M, Brer Rabbit, Cream of Rice, Cream of Wheat, Don Pepino, Emeril’s, Grandma’s Molasses, Joan of Arc, Las Palmas, Maple Grove Farms of Vermont, Ortega, Polaner, Red Devil, Regina, Sa-són, Sclafani, Trappey’s, Underwood, Vermont Maid and Wright’s.

Contacts:

Investor Relations:	Media Relations:
ICR, Inc.	ICR, Inc.
Don Duffy	Matt Lindberg
866-211-8151	203-682-8214