8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report: May 3, 2011

DOLE FOOD COMPANY, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-4455	99-0035300
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

One Dole Drive
Westlake Village, California 91362

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (818) 879-6600

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

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

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

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

TABLE OF CONTENTS

EX-99.1

EX-99.2

Section 2. Financial Information.

Item 2.02. Results of Operations and Financial Condition.

On May 3, 2011, Dole Food Company, Inc. issued a press release to report first quarter 2011 results and related matters. The text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Section 7. Regulation FD

Item 7.01. Regulation FD Disclosure

On May 3, 2011, Dole will host a previously announced conference call/webcast and slide presentation at 4:45 p.m. EDT, in connection with Dole’s May 3, 2011 filing of its Quarterly Report on Form 10-Q. As noted in the April 26, 2011 press release announcing the conference call/webcast and slide presentation, any interested party can listen to the call using the telephone numbers and passcode provided in the press release, and the webcast and slide presentation are available to the public on the website provided in the press release. The slide presentation furnished as Exhibit 99.2 to this Current Report on Form 8-K is the slide presentation available on such website and will be discussed on the conference call/webcast and slide presentation.

Section 9. Financial Statement and Exhibits

Item 9.01. Financial Statements and Exhibits

(d) Exhibits:

99.1	Press Release dated May 3, 2011 re first quarter 2011 results and related matters.
99.2	Slide presentation to be discussed on publicly accessible May 3, 2011 conference call/webcast and slide presentation.

Pursuant to the rules and regulations of the Securities and Exchange Commission, the exhibits and the information set forth therein and herein are furnished to the Commission and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended.

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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, thereunto duly authorized.

May 3, 2011	Dole Food Company, Inc. Registrant
	By:	/s/ Joseph S. Tesoriero Joseph S. Tesoriero
		Executive Vice President and Chief
		Financial Officer

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EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated May 3, 2011 re first quarter 2011 results and related matters.
99.2	Slide presentation to be discussed on publicly accessible May 3, 2011 conference call/webcast and slide presentation.

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EX-99.1

Exhibit 99.1

Food Company, Inc.
One Dole Drive • Westlake Village, CA 91362 • 818-874-4000 • Fax 818-874-4625

NEWS RELEASE
Contact: Joseph Tesoriero
Phone: (818) 879-6900
Beth Potillo
Phone: (818) 879-6733

DOLE FOOD COMPANY, INC. ANNOUNCES
FIRST QUARTER 2011 RESULTS

     WESTLAKE VILLAGE, California — May 3, 2011 — Dole Food Company, Inc. today announced its financial and operating results for the first quarter ended March 26, 2011. Dole reported first quarter 2011 Adjusted EBITDA of $106 million compared to $85 million in the first quarter of 2010. GAAP income from continuing operations for the first quarter of 2011 was $2 million, or $0.02 per share, compared to $22 million, or $0.26 in the first quarter of 2010. Excluding unrealized losses from the refinancing of the Company’s yen cross currency swap and certain other items, Comparable Income from continuing operations for the first quarter of 2011 was $45 million, or $0.51 per share, compared to $15 million, or $0.17 per share in the first quarter of 2010 (see Exhibit 2).

     David A. DeLorenzo, Dole’s President and CEO said, “We are very pleased with the improvement in our first quarter financial results as each of our operating segments reported higher revenues and we generated a 25% increase in Adjusted EBITDA compared to last year. Our fresh fruit segment realized a turnaround on two fronts—better market conditions in Europe and Asia, and an improved cost position in our European operations due to our restructuring plan. Our packaged foods and fresh vegetable operations continued to have strong performances, with some of the packaged foods earnings growth offset with investment in our new product introductions. In line with our expectations, the packaged foods segment results were softer than in 2010 due to increased marketing spending to support the launch of our FRUIT BOWLS^® in 100% juice in the first quarter as well as a shift of Easter sales to the second quarter this year. The successful launch of this new product illustrates our leadership position in meeting the consumers’ desire for healthier products with no sugar added. Looking forward, we remain optimistic about achieving significantly improved results in 2011 over 2010.”

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Selected Financial Data (Unaudited)

	Quarter Ended
	March 26,		March 27,
	2011		2010
	(In millions)
Revenues, net	$	1,686	$	1,606
Operating income		79		59
Adjusted EBITDA		106		85
Comparable Income		45		15

Reconciliation of Net income to EBIT and Adjusted EBITDA (Unaudited):

	Quarter Ended
	March 26,		March 27,
	2011		2010
	(In millions)
Net income	$	2	$	23
Interest expense		36		41
Income taxes		5		3
Earnings before interest and taxes (“EBIT”)		43		67
Depreciation and amortization		23		26
Net unrealized loss on derivative instruments		31		4
Foreign currency (gain) loss on vessel obligations		2		(5	)
Net unrealized (gain) loss on foreign denominated instruments		7		(5	)
Gain on asset sales		—		(2	)
Adjusted EBITDA	$	106	$	85

See “Non-GAAP Measurements” below for discussion of EBIT and Adjusted EBITDA.

Revenues

     Revenues increased 5% to $1.7 billion during the quarter ended March 26, 2011. Revenues grew in all of Dole’s three operating segments primarily as a result of higher pricing. Fresh fruit revenues benefited from higher sales of bananas in North America and Asia and higher volumes sold of Chilean deciduous fruit partially offset by planned lower volumes of bananas sold in Europe. Fresh vegetables revenues increased from improved pricing across all major product lines as well as higher volumes sold of packaged salads. Packaged foods revenues increased primarily due to higher volumes sold in Asia and Europe and improved pricing in North America partially offset by lower volumes sold in North America due to the timing of Easter in 2011.

Adjusted EBITDA

     Adjusted EBITDA increased 25% or $21 million to $106 million in the first quarter of 2011. First quarter Adjusted EBITDA included $2.8 million of charges related to restructuring and $3 million of non-cash asset write-downs in the Company’s operations in Australia as a result of Cyclone Yasi. Fresh fruit Adjusted EBITDA increased due to improved performance in the Company’s banana operations primarily

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due to improved pricing worldwide as well as lower shipping and distribution costs in Europe resulting from the 2010 restructuring initiatives. These improvements were partially offset by higher fruit and packaging costs. Fresh vegetables Adjusted EBITDA increased slightly as higher pricing was offset by higher product costs due to product shortages associated with challenging weather conditions in January and February. Packaged foods Adjusted EBITDA decreased primarily due to higher marketing expenditures in North America related to our introduction of FRUIT BOWLS in 100% juice and fruit in jars in 100% juice and higher product costs worldwide.

Cash and Debt (Unaudited)
	March 26,		January 1,
	2011		2011
	(In millions)
Cash:
Cash and cash equivalents*	$	154	$	180
Total Debt:
Revolving credit facility	$	—	$	—
Term loan facilities		830		830
Senior Notes and Debentures		697		697
Other debt, net of debt discount		79		76
Total Debt	$	1,606	$	1,603
Net Debt	$	1,452	$	1,423

* includes $11 million and $10 million of restricted cash at March 26, 2011 and January 1, 2011, respectively.

Segment Information (Unaudited)

	Quarter Ended
	March 26,		March 27,
	2011		2010
	(In millions)
Revenues from external customers
Fresh fruit	$	1,175	$	1,123
Fresh vegetables		246		231
Packaged foods		265		252
	$	1,686	$	1,606

	March 26,			March 27,
	2011			2010
	(In millions)
EBIT
Fresh fruit	$	67		$	43
Fresh vegetables		11			11
Packaged foods		12			29
Total operating segments		90			83
Corporate:
Unrealized (loss) on cross currency swap		(4	)		(4	)
Unrealized (loss) on long-term Japanese yen hedges		(27	)		—
Unrealized gain (loss) on foreign denominated instruments		(6	)		5
Operating and other expenses, net		(10	)		(17	)
Total Corporate		(47	)		(16	)
Total EBIT	$	43		$	67

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See Exhibit 1 for further detailed information on the fresh fruit and packaged foods segments.

Conference Call

     Dole will hold a conference call for investors to discuss its results at 4:45 p.m. EDT today. Access to a live audio webcast is available at http://investors.dole.com under “Webcasts.” Toll-free telephone access will be available by dialing 1-866-788-0542 in the United States and 1-857-350-1680 from international locations and providing the conference code 75261244. A replay of the call will be available until May 17, 2011. To access the telephone replay, dial 1-888-286-8010 from the United States and 617-801-6888 from international locations and enter the confirmation code 98922835. A replay of the webcast will be available online at www.dole.com as soon as possible.

Non-GAAP Measurements

     EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are measures commonly used by financial analysts in evaluating the performance of companies. EBIT is calculated by subtracting income from discontinued operations, net of incomes taxes, from net income, by adding interest expense and by adding income tax expense to net income. Adjusted EBITDA is calculated by adding depreciation and amortization to EBIT, by adding the net unrealized loss or subtracting the net unrealized gain on certain derivative instruments (foreign currency and bunker fuel hedges and the cross currency swap), to or from EBIT, respectively, by adding the foreign currency loss or subtracting the foreign currency gain on the vessel obligations to or from EBIT, respectively, by adding the net unrealized loss or subtracting the net unrealized gain on foreign denominated instruments to or from EBIT, respectively, and by subtracting the gain on asset sales from EBIT. Comparable Income (loss) from continuing operations is calculated from income (loss) from continuing operations by adding charges for restructuring and long-term receivables, net of income taxes, adding the net unrealized loss or subtracting the net unrealized gain on certain derivative instruments (foreign currency and bunker fuel hedges and the cross currency swap), net of income taxes, adding the foreign currency loss or subtracting the foreign currency gain on the vessel obligations, net of income taxes, adding the net unrealized loss or subtracting the net unrealized gain on foreign denominated instruments, net of income taxes, and subtracting gain on asset sales, net of income taxes. These items have been adjusted because management excludes these amounts when evaluating the performance of Dole. Net debt is calculated as total debt less cash and cash equivalents.

     EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are not calculated or presented in accordance with U.S. GAAP. EBIT and Adjusted EBITDA are not a substitute for net income attributable to Dole Food Company, Inc., net income, income from continuing operations, cash flows from operating activities or any other measure prescribed by U.S. GAAP. Further, EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) as used herein are not necessarily comparable to similarly titled measures of other companies. However, Dole has included EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) herein because management believes that EBIT and Adjusted EBITDA are useful performance measures for Dole. In addition, EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are presented because Dole’s management

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believes that these measures are frequently used by securities analysts, investors and others in the evaluation of Dole.

     Dole, with 2010 net revenues of $6.9 billion, is the world’s largest producer and marketer of high-quality fresh fruit and fresh vegetables, and is the leading producer of organic bananas. Dole markets a growing line of packaged and frozen fruit and is a produce industry leader in nutrition education and research.

     This release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties. Forward looking statements, which are based on management’s current expectations, are generally identifiable by the use of terms such as “may,” “will,” “expects,” “believes,” “intends,” “anticipates” and similar expressions. The potential risks and uncertainties that could cause actual results to differ materially from those expressed or implied herein include weather-related phenomena; market responses to industry volume pressures; product and raw materials supplies and pricing; energy supply and pricing; changes in interest and currency exchange rates; economic crises and security risks in developing countries; international conflict; and quotas, tariffs and other governmental actions. Further information on the factors that could affect Dole’s financial results is included in its SEC filings, including its Annual Report on Form 10-K.

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Exhibit 1 (Unaudited)

Fresh fruit and packaged foods EBIT was impacted by charges for restructuring, unrealized non-cash foreign currency exchange gains and losses, and gain on asset sales, which are detailed in the tables below.

	Quarter Ended
	March 26,			March 27,
	2011			2010
	(In millions)
Fresh Fruit
Revenues, net	$	1,175		$	1,123
EBIT:
Fresh fruit products	$	71		$	37
Charges for restructuring and long-term receivables		(3	)		(1	)
Unrealized gain on foreign currency and fuel hedges		1			—
Foreign currency exchange gain (loss) on vessel obligations		(2	)		5
Gain on asset sales		—			2
Total Fresh Fruit EBIT	$	67		$	43

	Quarter Ended
	March 26,			March 27,
	2011			2010
	(In millions)
Packaged Foods
Revenues, net	$	265		$	252
EBIT:
Packaged foods products	$	14		$	29
Unrealized loss on foreign currency hedges		(1	)		—
Unrealized loss on foreign denominated instruments		(1	)		—
Total Packaged Foods EBIT	$	12		$	29

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Exhibit 2 — Reconciliation of Income from continuing operations to Comparable Income from continuing operations (Unaudited):

	Quarter Ended
	March 26, 2011				March 27, 2010
	(In millions, except per share data)
			Earnings					Earnings
			per share					per share
Income from continuing operations	$	2	$	0.02	$	22		$	0.26
Net unrealized loss on derivative instruments, net of income taxes		31		0.35		4			0.04
Charges for restructuring and long-term receivables, net of income taxes		3		0.03		1			0.01
Foreign currency exchange (gain) loss on vessel obligations, net of income taxes		2		0.03		(5	)		(0.06	)
Net unrealized (gain) loss on foreign denominated instruments, net of income taxes		7		0.08		(5	)		(0.06	)
Gain on asset sales, net of income taxes		—		—		(2	)		(0.02	)
Comparable Income from continuing operations	$	45	$	0.51	$	15		$	0.17

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EX-99.2

Exhibit 99.2

1 1 Dole Food Company, Inc. Earnings Call and Webcast First Quarter 2011 May 3, 2011

2 2 Beth Potillo Treasurer

3 3 Forward Looking Statements Some of the information presented contains forward-looking statements that involve a number of risks and uncertainties. Forward looking statements, which are based on management's assumptions and describe the company's future plans, strategies and expectations, are generally identifiable by the use of terms such as "anticipate," "will," "expect," "believe," "shall," or similar expressions. The potential risks and uncertainties that could cause the company's actual results to differ materially from those expressed or implied herein include weather-related phenomena; market responses to industry volume pressures; product and raw materials supplies and pricing; electrical power supply and pricing; changes in interest and currency exchange rates; economic crises; quotas, tariffs and other governmental actions; and international conflict.

4 Non-GAAP Financial Measures EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are measures commonly used by financial analysts in evaluating the performance of companies. EBIT is calculated by subtracting income from discontinued operations, net of incomes taxes, from net income, by adding interest expense and by adding income tax expense to net income. Adjusted EBITDA is calculated by adding depreciation and amortization to EBIT, by adding the net unrealized loss or subtracting the net unrealized gain on certain derivative instruments (foreign currency and bunker fuel hedges and the cross currency swap), to or from EBIT, respectively, by adding the foreign currency loss or subtracting the foreign currency gain on the vessel obligations to or from EBIT, respectively, by adding the net unrealized loss or subtracting the net unrealized gain on foreign denominated instruments to or from EBIT, respectively, and by subtracting the gain on asset sales from EBIT. Comparable Income (loss) from continuing operations is calculated from income (loss) from continuing operations by adding charges for restructuring and long-term receivables, net of income taxes, adding the net unrealized loss or subtracting the net unrealized gain on certain derivative instruments (foreign currency and bunker fuel hedges and the cross currency swap), net of income taxes, adding the foreign currency loss or subtracting the foreign currency gain on the vessel obligations, net of income taxes, adding the net unrealized loss or subtracting the net unrealized gain on foreign denominated instruments, net of income taxes, and subtracting gain on asset sales, net of income taxes. These items have been adjusted because management excludes these amounts when evaluating the performance of Dole. Net debt is calculated as total debt less cash and cash equivalents. EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are not calculated or presented in accordance with U.S. GAAP. EBIT and Adjusted EBITDA are not a substitute for net income attributable to Dole Food Company, Inc., net income, income from continuing operations, cash flows from operating activities or any other measure prescribed by U.S. GAAP. Further, EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) as used herein are not necessarily comparable to similarly titled measures of other companies. However, Dole has included EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) herein because management believes that EBIT and Adjusted EBITDA are useful performance measures for Dole. In addition, EBIT, Adjusted EBITDA and Comparable Income (loss) from continuing operations (total and per share) are presented because Dole's management believes that these measures are frequently used by securities analysts, investors and others in the evaluation of Dole.

5 5 David A. DeLorenzo Chief Executive Officer

6 ($ millions) Packaged foods Fresh vegetables Fresh fruit Note: Graph does not include Corporate Q1 Results 2011 2010 Fresh Fruit 81 52 Fresh Vegetables 16 15 Packaged Foods 19 34 $106 $85 Q1 Adjusted EBITDA increased $21 million Fresh fruit increased $29 million 56% Higher pricing worldwide, increased volumes in North America and Asia Lower shipping and distribution costs in Europe resulting from 2010 restructuring activity, partially offset by higher fruit and packaging costs Vegetables increased $1 million Higher pricing across most major product lines, offsetting higher product costs due to a shortage of raw product Packaged foods decreased $15 million Higher marketing expenses in North America in relation to launch of FRUIT BOWLS in 100% juice, as well as higher product costs and unfavorable FX movement in Thailand and the Philippines

Restructuring on track Annual cost savings estimated at $36 million Latin America Severe weather conditions throughout Latin America reduced industry supply, which continued through first quarter of 2011 Europe Reduced 2011 banana volumes Lower shipping and distribution costs, partially offset by higher fruit and packaging costs North America Benefited from higher sales of bananas in North America Offset by higher fruit and packaging costs Asia Improved performance of banana operations with stronger banana prices Dole Fresh Fruit 7

Fresh Vegetables EBITDA improved to $16 million Adverse weather during January and February caused product shortages Costs increased dramatically Prices on fresh-packed products also increased, covering the increase in costs Packaged salads Shifted volumes from fresh-packed to packaged salads retail business to cover product shortage caused by growing conditions Increased retail volumes by 6.5% 8

U.S. Dollar Market Shares Dole Packaged Foods *Source: IRI Syndicated Data Total US for the first quarter ended March 26, 2011 and March 27, 2010 Product 2011* 2010* Canned pineapple 55% #1 55% Canned pineapple juice 56% #1 56% Fruit Bowls 49.8% #1 48.6% 9 Successful launch of FRUIT BOWLS in 100% juice Increase in Dollar market share EBITDA impacted by: Higher marketing expenses in North America Higher product costs worldwide Easter shift reduced North America volumes

10 Summary Strong performance to begin fiscal 2011 with strength in fresh fruit and vegetables Successful introduction of FRUIT BOWLS in 100% juice Dole will continue to improve the balance sheet, driving down interest expense, thereby improving net income in 2011

11 11 Joseph S. Tesoriero Chief Financial Officer

Comparable Net Income 12 ($ millions See Appendix for definition of non-GAAP measures

13 Segment Revenues 2011 2010 Fresh Fruit 1175 1123 Fresh Vegetables 246 231 Packaged Foods 265 252 $1,686 $1,606 Packaged foods Fresh vegetables Fresh fruit ($ millions) Q1 Revenues increased 5% Fresh fruit increased 5% Higher banana pricing worldwide, increased banana volumes in North America and Asia offset partially by planned volume reduction in Europe Increased volumes in Chilean fruit Vegetables increased 7% Higher pricing across most major product lines and higher volumes in packaged salads Packaged foods increased 5% Higher volumes in Europe and Asia, offset by lower North America volumes due to the later Easter holiday

14 2011 2010 Fresh Fruit 81 52 Fresh Vegetables 16 15 Packaged Foods 19 34 ($ millions) $106 $85 Packaged foods Fresh vegetables Fresh fruit Note: Graph does not include Corporate Q1 Adjusted EBITDA increased $21 million Fresh fruit increased $29 million 56% Higher pricing worldwide, increased volumes in North America and Asia Lower shipping and distribution costs in Europe resulting from 2010 restructuring activity, partially offset by higher fruit and packaging costs Vegetables increased $1 million Higher pricing across most major product lines, offsetting higher product costs due to a shortage of raw product Packaged foods decreased $15 million Higher marketing expenses in North America in relation to launch of FRUIT BOWLS in 100% juice, as well as higher product costs and unfavorable FX movement in Thailand and the Philippines Q1 Adjusted EBITDA

15 15 Q&A

16 16 Appendix

17 Reconciliation of Net Income to EBIT and Adjusted EBITDA ($ millions)

18 Adjusted Q1 EBITDA by Segment

19 Q1 Statement of Operations ($ thousands)

20 Non-GAAP Financial Measures ($ thousands)

Balance Sheet 21