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):

August 6, 2012

New Jersey	Commission File Number	21-0419870
State of Incorporation	1-3822	I.R.S. Employer Identification No.

One Campbell Place

Camden, New Jersey 08103-1799

Principal Executive Offices

Telephone Number: (856) 342-4800

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-(c))

Item 2.01 – Completion of Acquisition or Disposition of Assets

On August 6, 2012, Campbell Investment Company (“Campbell Investment”), a Delaware corporation and a wholly-owned subsidiary of Campbell Soup Company (“Campbell”), completed the acquisition of BF Bolthouse Holdco LLC (“Bolthouse”), a Delaware limited liability company, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) by and among Campbell Investment, Bolt Acquisition Sub LLC (“Merger Sub”), a newly formed Delaware limited liability company and a wholly-owned subsidiary of Campbell Investment, Campbell, Bolthouse and Madison Dearborn Capital Partners IV, L.P., a Delaware limited partnership, as representative of the holders of the outstanding membership interests of Bolthouse. Campbell Investment acquired 100% of the outstanding membership interests of Bolthouse through the merger of Merger Sub with and into Bolthouse. The aggregate purchase price paid by Campbell was $1.55 billion in cash, subject to customary purchase price adjustments related to the amount of Bolthouse’s cash, debt, working capital, transaction expenses and taxes.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, which is included as Exhibit 2.1 to Campbell’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 13, 2012.

A copy of the press release issued by Campbell on August 6, 2012 relating to the completion of the acquisition is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 – Financial Statements and Exhibits

(a) Financial statements of businesses acquired

Financial statements of the business acquired will be filed by amendment to this Current Report on Form 8-K (the “Report”) no later than October 22, 2012.

(b) Pro forma financial information

Pro forma financial information will be filed by amendment to this Report no later than October 22, 2012.

(d) Exhibits

99.1 Release dated August 6, 2012 announcing the completion of the acquisition of BF Bolthouse Holdco LLC.

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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.

CAMPBELL SOUP COMPANY

             (Registrant)

Date: August 6, 2012

By:	/s/ B. Craig Owens
	B. Craig Owens
	Senior Vice President – Chief
	Financial Officer and Chief Administrative    Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Release dated August 6, 2012 announcing the completion of the acquisition of BF Bolthouse Holdco LLC.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

CONTACTS:
	Anthony Sanzio (Media)
	(856) 968-4390
	Jennifer Driscoll (Analysts/Investors)
	(856) 342-6081

CAMPBELL COMPLETES ACQUISITION

OF BOLTHOUSE FARMS

CAMDEN, N.J. Aug. 6, 2012—Campbell Soup Company (NYSE: CPB) today announced it has completed the acquisition of Bolthouse Farms from a fund managed by Madison Dearborn Partners, LLC, a private equity firm, for $1.55 billion in cash. Campbell funded the acquisition through a combination of short- and long-term borrowings.

Headquartered in Bakersfield, Calif., Bolthouse is a vertically integrated food and beverage company focused on developing, manufacturing and marketing proprietary, high value-added natural, healthy products. The company has leading market positions in fresh carrots and super-premium beverages in the U.S., along with a growing presence in refrigerated salad dressings. Bolthouse employs about 2,100 people.

Denise Morrison, Campbell’s President and Chief Executive Officer, said, “We have acquired a terrific business that is a good strategic fit with Campbell’s existing portfolio and growth strategies. Bolthouse Farms has exceptional employees and fantastic products. This gives Campbell one of the leading positions in both the fast-growing packaged fresh food market and in healthy beverages and provides us with an opportunity to expand into adjacent segments that leverage exciting consumer trends.”

Campbell will operate Bolthouse as a separate business unit. Members of Bolthouse Farm’s senior management team will continue to lead the business, with Jeff Dunn, President, Bolthouse Farms, reporting directly to Morrison.

About Campbell Soup Company

Campbell Soup Company is a global manufacturer and marketer of high-quality foods and simple meals, including soup and sauces, baked snacks and healthy beverages. Founded in 1869, the company has a portfolio of market-leading brands, including “Campbell’s,” “Pepperidge

Farm,” “Arnott’s” and “V8.” Through its corporate social responsibility program, the company strives to make a positive impact in the workplace, in the marketplace and in the communities in which it operates. Campbell is a member of the Standard & Poor’s 500 and the Dow Jones Sustainability Indexes. For more information, visit www.campbellsoup.com.

Forward-Looking Statements

This release contains “forward-looking statements.” Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “believes,” “estimates,” “expects” and similar references to future periods. Examples of forward-looking statements include, but are not limited to, statements we make on the expected impact of the Bolthouse acquisition. Forward-looking statements are based on our current expectations and assumptions regarding our business, our industry and other future conditions. Forward-looking statements are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include our ability to realize the anticipated benefits from the Bolthouse acquisition and the other factors described in “Risk Factors” in the company’s most recent Form 10-K and subsequent SEC filings. We undertake no obligation to update these statements to reflect new information or future events.

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