SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                                (Amendment No. 2 )*

                             DOLE FOOD COMPANY, INC.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                                  Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    256605106
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                            with a copy to:
Alexander J. Roepers                        Allen B. Levithan
Atlantic Investment Management, Inc.        LOWENSTEIN SANDLER PC
666 Fifth Avenue                            65 Livingston Avenue
New York, New York  10103                   Roseland, New Jersey  07068
(212) 484-5050                              (973) 597-2500

- --------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                November 7, 2002
- --------------------------------------------------------------------------------
             (Date of Event which Requires Filing of this Statement)


If the filing person has previously  filed a statement on Schedule l3G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), (f) or (g), check the following box [ ].

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the  schedule,  including  all  exhibits.  See Rule l3d-7(b) for other
parties to whom copies are to be sent.

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).




Item 4.  Purpose of Transaction
         ----------------------

Item 4 is hereby amended by adding the following to the end thereof:

          On November 7, 2002,  the  Reporting  Person sent the letter  attached
hereto as Exhibit A to Mr. Richard M. Ferry,  Chairman of the Special  Committee
of the Board of Directors of the Issuer.


Item 7.  Material to be filed as exhibits
         --------------------------------

See Exhibit A attached hereto.






                                    SIGNATURE

          After  reasonable  inquiry  and  to  the  best  of  the  undersigned's
knowledge and belief,  the undersigned hereby certifies that the information set
forth in this statement is true, complete and correct.

                                  November 8, 2002


                                  ATLANTIC INVESTMENT MANAGEMENT, INC.


                                  By: /s/ Alexander J. Roepers
                                  ----------------------------------------
                                     Alexander J. Roepers, President


      ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
               FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).







                                   EXHIBIT A




                         ATLANTIC INVESTMENT MANAGEMENT
                                  INCORPORATED

BY FAX: (310) 553 8640

November 7, 2002


Mr. Richard M. Ferry
Korn/Ferry International
1800 Century Park East, Suite 900
Los Angeles, CA  90067

Dear Mr. Ferry:

     First of all,  I would  like to  commend  you and the other  members of the
Independent  Committee ("IC") of the Board of Directors of Dole Food Company for
your October 23, 2002 rejection of Mr. Murdock's $29.50 cash per share offer and
your efforts to negotiate an acceptable  price from him and  legitimate  outside
buyers.  Further,  I appreciated  your letter of October 8, 2002 to me, in which
you acknowledged that the IC will consider all alternatives in this process with
the sole objective of maximizing the value of Dole stockholders' investment.

     I am  writing  to you at this time to inform you about our view on the just
released quarterly earnings and Dole's valuation, which we believe has increased
as a result  of this new  data.  Further,  I  reiterate  our view  that the most
compelling long term value creation opportunity for all Dole shareholders is for
Dole to remain a public company.

     The Q3-2002 earnings release
     ----------------------------

     Dole's earnings release of yesterday was remarkable in two ways. First, the
operating  results  and cash flow  generation  were  outstanding  and well above
"Street"  estimates.  Second,  while the reported Q3-2002 EPS of $0.24 was a 60%
improvement over last year's Q3, the "real" EPS was at least $0.38 (up 150% over
last years' and 58% higher than the  reported  EPS),  as Dole chose to include a
$10.2 million increase in a legal reserve as a recurring corporate expense item.
It is unacceptable that (i) there was no mention of this important non-recurring
charge in the earnings  release,  (ii) that it was up to us to pry this critical
information  loose during the  conference  call (please refer to the  conference
call replay for  details),  and (iii) that this action takes place in the middle
of the buy-out effort by Dole's Chairman/CEO.


               666 FIFTH AVENUE, 34TH FLOOR, NEW YORK, N.Y. 10103
                  TELEPHONE (212) 484 5050   FAX (212) 484 5060
                           www.atlanticinvestment.net



Page Two
Mr. Richard M. Ferry
November 7, 2002

     Further,  the negative dilution of the $400 million senior note deal, which
we deem to be  entirely  redundant,  is running at $0.07 per share per  quarter,
which would have made Dole's Q3-2002 EPS $0.45 (up 200% over last years' and 88%
higher than the reported EPS).

     Dole's  valuation
     -----------------

     Dole's  valuation  has  increased  as a  result  of  the  latest  quarterly
financial data for two primary reasons: higher EBITDA and lower net debt.

     EBITDA for the last twelve months  ("LTM")  ending October 5, 2002 was $374
million (i.e.  $364 million as reported  plus the $10 million  increase in legal
reserve),  up 8.4% from the EBITDA of $345  million  for the LTM ending June 30,
2002. LTM EBITDA is expected to increase further in the current quarter as well.

     Net debt has  improved  from $594  million  at the end of June 2002 to $455
million on  October  5,  2002.  This $140  million  debt  reduction  is equal to
$2.47/share.  Dole carries $683  million in cash on the balance  sheet,  despite
having paid an  estimated  $100  million of the $300  million in total 2003 debt
maturities,  the March  2002  payment of $128  million in taxes on the  Honduran
brewery  sale of late 2001 and buying eight ships out of lease in April 2002 for
$121  million.

     As you may know, we have previously  stated that we would find $35/share in
cash  acceptable if Dole were to be bought out. Given the increase in LTM EBITDA
and the recent net debt improvement,  we now find that a cash deal substantially
higher than $35 per share represents fair value for  shareholders.

     We reiterate that we believe that Dole  shareholders  are likely to achieve
substantially  higher  value  over time if the firm  remains  a public  company,
provided  that Dole buys back $400  million of its own shares  and  organizes  a
proper investor  relations  effort.  Using pro forma 2003 EPS of $3.90 (includes
$0.84  accretion of  the suggested share  buy back)  and an  achievable  P/E  of
12-15x, Dole shares could trade in the $47 to $58 range in 12-18 months.

     Our proposal
     ------------

     We propose  that,  unless a  substantially  higher  cash bid is made by Mr.
Murdock or another legitimate buyer in the coming week, the IC should cancel the
"auction" process and simultaneously announce a $400 million share buy back plan
along with its intent to create a proper investor relations effort.




Page Three
Mr. Richard M. Ferry
November 7, 2002

     Clearly,  Mr. Murdock's  responsibilities at Dole would need to be reviewed
in the  context  of his then  unsuccessful  attempt to buy the  company  and the
obvious and damaging (to earnings and P/E  multiple)  actions he appears to have
directed in preparation for his bid.

     I have great  confidence in you and the other members of the IC to take the
right actions on behalf of all Dole shareholders.

     As before, I remain entirely at your and your advisors' disposal to discuss
these matters.


     Sincerely,




     Alexander J. Roepers
     President