8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): April 28, 2005

Pinnacle Foods Group Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	333-118390	943303521
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
6 Executive Campus, Suite 100, Cherry Hill, New Jersey		08002
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (856) 969-7100

Not Applicable
______________________________________________
Former name or former address, if changed since last report

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.05. Costs Associated with Exit or Disposal Activities.

On April 21, 2005, Pinnacle Foods Group Inc. ("PFGI") announced that, effective May 9, 2005, they will be shutting down a bagel production line at its Mattoon, IL facility that produces the company's Lender's® Bagels. In connection with the shut down of the production line, PFGI will be laying off 28 full-time and 7 part-time employees. Pinnacle acquired the facility, together with other major food brands and production facilities, with its acquisition of Aurora Foods Inc. out of bankruptcy in March 2004.

A portion of the assets that was used in the bagel line will be utilized in other production areas. In accordance with Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment and Disposal of Long-Lived Assets", PFGI will incur a non-cash charge of $862,000 for an impairment to the assets being taken out of service, which will be recorded in results for the three months ended March 27, 2005. We expect that any costs associated with the removal of the assets would be offset from the proceeds received from the sale of those assets.

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 hereunto duly authorized.

	Pinnacle Foods Group Inc.
April 28, 2005	By:	N. Michael Dion
		Name: N. Michael Dion
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release

EX-99.1

For Immediate Release

PINNACLE FOODS ANNOUNCES LAYOFF
AT ITS MATTOON, IL PRODUCTION FACILITY

MOUNTAIN LAKES, NEW JERSEY April 21, 2005 — Pinnacle Foods Group Inc. announced today that, effective May 9, 2005, it will be laying off 28 full-time and 7 part-time employees at its Mattoon, IL facility that produces the company’s Lender’s® Bagels. Pinnacle acquired the facility, together with other major food brands and production facilities, with its acquisition of Aurora Foods Inc. out of bankruptcy in March 2004.

“Over the last couple of years, the bagel business has continued to decline. As a result, we are eliminating one of our bagel production lines and will be preparing the plant for the future production of different products,” said Harold Tessman, SVP of Operations for Pinnacle.

The company has offered the laid off employees the opportunity to apply for open positions at other company facilities around the country. The Mattoon facility will continue to employ approximately 300 full-time and part-time employees.

Pinnacle Foods Group Inc. is a leading producer, marketer and distributor of high-quality branded food products in the frozen foods and dry foods segments. The frozen foods segments consists primarily of Swanson® and Hungry Man® frozen dinners and entrees; Van de Kamp’s® and Mrs. Paul’s® frozen seafood; Aunt Jemima® frozen breakfasts and Lender’s® bagels. The dry foods segment consists primarily of Vlasic® pickles, peppers and relish; Duncan Hines® baking mixes and frostings and Mrs. Butterworth’s® and Log Cabin® syrups and pancake mixes.

Contact:

Kelley Maggs
SVP & General Counsel
(973) 541 — 6640