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): December 14, 2011

Sara Lee Corporation

(Exact name of registrant as specified in charter)

Maryland	1-3344	36-2089049
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

3500 Lacey Road, Downers Grove, Illinois 60515

(Address of principal executive offices)

Registrant’s telephone number, including area code: (630) 598-6000

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):

¨ 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 2.02 Results of Operations and Financial Condition

Sara Lee Corporation (“Sara Lee” or the “corporation”) is filing this Current Report to disclose several changes in its reported financial results for fiscal 2011 and 2010 to reflect certain businesses as discontinued operations and to present Aidells and Gallo Salame as part of the North American Foodservice and Specialty Meats segment.

Discontinued Operations

On October 10, 2011, Sara Lee announced that it had signed an agreement to sell its Spanish bakery business to Grupo Bimbo for €115 million. In the second quarter of fiscal 2012, the corporation announced that it was considering a binding offer for the sale of the French refrigerated dough business for €115 million.

On October 24, 2011, the Sara Lee announced that it had signed an agreement to sell the majority of its North American foodservice beverage operations to the J.M. Smucker Company for $350 million. The transaction is expected to close in the second quarter of 2012 and Sara Lee plans to sell or close the remaining assets of the North American foodservice beverage business.

As a result of the above, Sara Lee’s European Bakery operations and the North American foodservice beverage businesses have been classified as discontinued operations. Sara Lee began reporting the results of these operations as discontinued operations beginning with the first quarter of fiscal 2012. The unaudited financial schedules attached as Exhibit 99 and incorporated herein by reference show Sara Lee’s revised financial results reflecting the results of the operations comprising its European bakery and North American foodservice beverage businesses as discontinued operations for fiscal 2011 on a quarterly and full year basis and for fiscal 2010 on a full year basis. Sara Lee’s Household and Body Care and North American Fresh Bakery businesses are also reflected as discontinued operations for all periods presented.

Continuing Operations

The results for the company’s Aidells gourmet sausage business and the Gallo Salame business are being reported as part of the North American Foodservice and Specialty Meats segment (formerly North American Foodservice) for all periods presented. Prior to fiscal 2012, these businesses were reported under the North American Retail segment.

The information disclosed in this Current Report, including Exhibit 99 which is incorporated herein by this reference, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 9.01   Financial Statements and Exhibits

(d) Exhibits

Exhibit 99 Financial Schedules

SIGNATURES

Pursuant to the requirement 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.

Dated: December 14, 2011

SARA LEE CORPORATION

(Registrant)

By:	/s/ John P. Zyck
	Corporate Controller (Principal Accounting Officer)

EX-99

Sara Lee Corporation   Financial Summary - As Reported   (in millions, except per share data - unaudited) Exhibit 99

																Fiscal
	Fiscal 2011															2010
	First Quarter			Second Quarter			Third Quarter			Fourth Quarter			Total Year			Total Year
Continuing operations:
Net sales:
N. A. Retail	$	695		$	741		$	670		$	704		$	2,810		$	2,771
N. A. FS & Specialty Meats		274			290			243			279			1,086			1,082
Coffee & Tea		728			899			925			996			3,548			3,221
Australian Bakery		36			35			29			35			135			129
Intersegment		(6	)		(7	)		(7	)		(7	)		(27	)		(32	)
Total net sales	$	1,727		$	1,958		$	1,860		$	2,007		$	7,552		$	7,171
Operating income (loss):
N. A. Retail	$	60		$	84		$	82		$	71		$	297		$	333
N. A. FS & Specialty Meats		23			38			21			9			91			60
Coffee & Tea		90			109			134			119			452			592
Australian Bakery		2			(1	)		—			(3	)		(2	)		5
Operating segment income		175			230			237			196			838			990
General corporate expenses		(27	)		(50	)		(47	)		(79	)		(203	)		(272	)
Mark-to-market derivative gain/(loss)		12			(2	)		8			(7	)		11			(13	)
Amortization		(3	)		(3	)		(4	)		(4	)		(14	)		(12	)
Contingent sale proceeds		—			—			—			—			—			133
Total operating income	$	157		$	175		$	194		$	106		$	632		$	826
Income from continuing operations	$	61		$	88		$	124		$	78		$	351		$	589
Net income	$	194		$	833		$	156		$	113		$	1,296		$	527
Amounts attributable to Sara Lee:
Net income (loss) from continuing operations	$	61		$	88		$	124		$	78		$	351		$	589
Net income (loss) from discontinued operations	$	131		$	743		$	29		$	33		$	936		$	(83	)
Diluted earnings per share:
Continuing operations	$	0.09		$	0.14		$	0.20		$	0.13		$	0.56		$	0.85
Net income	$	0.29		$	1.30		$	0.25		$	0.19		$	2.06		$	0.73
Operating margin:
N. A. Retail		8.7	%		11.4	%		12.2	%		10.0	%		10.6	%		12.0	%
N. A. FS & Specialty Meats		8.5			13.0			8.5			3.4			8.4			5.5
Coffee & Tea		12.3			12.1			14.5			12.0			12.7			18.4
Australian Bakery		6.2			(2.0	)		(2.0	)		(9.5	)		(1.7	)		3.2
Total Sara Lee		9.1	%		9.0	%		10.4	%		5.3	%		8.4	%		11.5	%

Page 1

Financial Summary - As Adjusted ¹

(in millions, except per share data - unaudited)

																Fiscal
	Fiscal 2011															2010
	First Quarter			Second Quarter			Third Quarter			Fourth Quarter			Total Year			Total Year
Continuing operations:
Adjusted net sales:
N. A. Retail	$	695		$	741		$	670		$	704		$	2,810		$	2,719
N. A. FS & Specialty Meats		274			290			243			268			1,075			1,064
Coffee & Tea		728			896			912			978			3,514			3,199
Australian Bakery		36			35			29			35			135			142
Intersegment		(6	)		(7	)		(7	)		(7	)		(27	)		(32	)
Total adjusted net sales	$	1,727		$	1,955		$	1,847		$	1,978		$	7,507		$	7,092
Adjusted operating income (loss):
N. A. Retail	$	61		$	84		$	83		$	80		$	308		$	325
N. A. FS & Specialty Meats		25			38			22			25			110			84
Coffee & Tea		92			142			134			121			489			593
Australian Bakery		2			(1	)		—			(3	)		(2	)		5
Adjusted operating segment income		180			263			239			223			905			1,007
General corporate expenses		(24	)		(40	)		(33	)		(22	)		(119	)		(211	)
Mark-to-market derivative gain/(loss)		12			(2	)		8			(7	)		11			(13	)
Amortization		(3	)		(3	)		(4	)		(4	)		(14	)		(12	)
Contingent sale proceeds		—			—			—			—			—			—
Total adjusted operating income	$	165		$	218		$	210		$	190		$	783		$	771
Adjusted income from continuing operations	$	81		$	134		$	132		$	123		$	470		$	429
Adjusted net income	$	137		$	198		$	185		$	145		$	665		$	765
Amounts attributable to Sara Lee:
Adjusted net income from continuing operations	$	81		$	134		$	132		$	123		$	470		$	429
Adjusted net income from discontinued operations	$	54		$	62		$	50		$	20		$	186		$	315
Adjusted diluted earnings per share:
Continuing operations	$	0.12		$	0.21		$	0.22		$	0.21		$	0.75		$	0.62
Net income	$	0.21		$	0.31		$	0.30		$	0.24		$	1.05		$	1.08
Adjusted operating margin:
N. A. Retail		8.7	%		11.4	%		12.5	%		11.3	%		11.0	%		11.9	%
N. A. FS & Specialty Meats		9.2			13.0			8.9			9.5			10.2			8.0
Coffee & Tea		12.7			15.8			14.7			12.4			13.9			18.5
Australian Bakery		6.2			(2.0	)		(2.0	)		(7.5	)		(1.2	)		2.9
Total Sara Lee		9.6	%		11.2	%		11.4	%		9.6	%		10.4	%		10.9	%

(1) The “adjusted” financial results are non-GAAP financial measures which are explained and reconciled to comparable US GAAP measures at the end of this report.

Page 2

Consolidated Statements of Income

For the Fiscal Years ended July 2, 2011 and July 3, 2010 (in millions, except per share data - unaudited)

	Year ended
	July 2, 2011			July 3, 2010
Continuing operations
Net sales	$	7,552		$	7,171
Cost of sales		5,046			4,555
Selling, general and administrative expenses		1,777			1,874
Net charges for exit activities, asset and business dispositions		76			34
Impairment charges		21			15
Contingent sales proceeds		—			(133	)
Operating income		632			826
Interest expense		117			138
Interest income		(31	)		(23	)
Debt extinguishment costs		55			—
Income from continuing operations before income taxes		491			711
Income tax expense (benefit)		140			122
Income from continuing operations		351			589
Discontinued operations:
Income (loss) from discontinued operations, net of tax expense (benefit) of $(41) and $484		209			(146	)
Gain on sale of discontinued operations, net of tax expense of $568 and $74		736			84
Net income (loss) from discontinued operations		945			(62	)
Net income		1,296			527
Less: Income from noncontrolling interests, net of tax
Discontinued operations		9			21
Net income attributable to Sara Lee	$	1,287		$	506
Amounts attributable to Sara Lee:
Net income (loss) from continuing operations	$	351		$	589
Net income (loss) from discontinued operations		936			(83	)
Earnings per share of common stock:
Basic
Income from continuing operations	$	0.56		$	0.86
Net income	$	2.07		$	0.74
Average shares outstanding		621			688
Diluted
Income from continuing operations	$	0.56		$	0.85
Net income	$	2.06		$	0.73
Average shares outstanding		625			691
Cash dividends declared per share of common stock	$	0.46		$	0.44

Page 3

Consolidated Statements of Income

For the Quarters ended October 2, 2010, January 1, 2011, April 2, 2011 and July 2, 2011 (in millions, except per share data - unaudited)

	Quarter ended
	Oct. 2, 2010			Jan. 1, 2011			Apr. 2, 2011			July 2, 2011
Continuing operations
Net sales	$	1,727		$	1,958		$	1,860		$	2,007
Cost of sales		1,157			1,281			1,226			1,382
Selling, general and administrative expenses		409			463			436			469
Net charges for exit activities, asset and business dispositions		4			39			4			29
Impairment charges		—			—			—			21
Operating income		157			175			194			106
Interest expense		34			28			25			30
Interest income		(5	)		(7	)		(9	)		(10	)
Debt extinguishment costs		30			25			—			—
Income from continuing operations before income taxes		98			129			178			86
Income tax expense (benefit)		37			41			54			8
Income from continuing operations		61			88			124			78
Discontinued operations:
Income (loss) from discontinued operations, net of tax expense (benefit) of $25, $(199), $8 and $125		44			255			3			(93	)
Gain on sale of discontinued operations, net of tax expense (benefit) of $166, $396, $14 and $(8)		89			490			29			128
Net income from discontinued operations		133			745			32			35
Net income		194			833			156			113
Less: Income from noncontrolling interests, net of tax
Discontinued operations		2			2			3			2
Net income attributable to Sara Lee	$	192		$	831		$	153		$	111
Amounts attributable to Sara Lee:
Net income from continuing operations	$	61		$	88		$	124		$	78
Net income from discontinued operations		131			743			29			33
Earnings per share of common stock:
Basic
Income from continuing operations	$	0.09		$	0.14		$	0.21		$	0.13
Net income	$	0.29		$	1.30		$	0.25		$	0.19
Average shares outstanding		653			638			605			588
Diluted
Income from continuing operations	$	0.09		$	0.14		$	0.20		$	0.13
Net income	$	0.29		$	1.30		$	0.25		$	0.19
Average shares outstanding		655			642			609			592
Cash dividends declared per share of common stock	$	—		$	0.115		$	0.115		$	0.23

Page 4

Significant Items

(in millions, except per share data - unaudited)

	Fiscal 2011									Fiscal 2010
(In millions except per share data)	Pretax Income			Net Income			Diluted EPS Impact (1)			Pretax Income			Net Income			Diluted EPS Impact (1)
Continuing Operations:
Restructuring actions:
Severance/ retention costs	$	(77	)	$	(52	)	$	(0.08	)	$	(22	)	$	(16	)	$	(0.02	)
Lease and contractual obligation exit costs		—			—			—			(12	)		(7	)		(0.01	)
Consulting/ advisory costs		(55	)		(43	)		(0.07	)		(22	)		(15	)		(0.02	)
Accelerated depreciation		(2	)		(1	)		—			(10	)		(6	)		(0.01	)
Total Restructuring Actions		(134	)		(96	)		(0.15	)		(66	)		(44	)		(0.06	)
Impairment charges		(21	)		(14	)		(0.02	)		(15	)		(10	)		(0.01	)
Tax indemnification charge		—			—			—			(26	)		(26	)		(0.04	)
Pension curtailment gain		—			—			—			17			11			0.02
Debt extinguishment costs		(55	)		(35	)		(0.06	)		—			—			—
Impact of significant items on income from continuing operations before income taxes		(210	)		(145	)		(0.23	)		(90	)		(69	)		(0.10	)
UK net operating loss utilization		—			—			—			—			11			0.02
Tax on unremitted earnings		—			—			—			—			(121	)		(0.18	)
Tax audit settlement/reserve adjustments		—			26			0.04			—			197			0.29
Belgian tax proceedings		—			—			—			—			(44	)		(0.06	)
Tax valuation allowance adjustment		—			—			—			—			(5	)		(0.01	)
Tax credit adjustment		—			—			—			—			25			0.04
Deferred tax adjustment on repatriation		—			—			—			—			11			0.02
Other tax adjustments, net		—			—			—			—			12			0.02
Impact of significant items on income from continuing operations		(210	)		(119	)		(0.19	)		(90	)		17			0.02
Discontinued operations:
Restructuring actions:
Severance/ retention costs		(99	)		(70	)		(0.11	)		(36	)		(25	)		(0.04	)
Consulting/ advisory costs		(27	)		(21	)		(0.04	)		(36	)		(31	)		(0.04	)
Business disposition/ exit activities		—			—			—			(30	)		(23	)		(0.03	)
Accelerated depreciation		(3	)		(2	)		—			(2	)		(2	)		—
Lease and contractual obligation exit costs		—			—			—			(2	)		(1	)		—
Impairment charges		—			—			—			(13	)		(9	)		(0.01	)
Gain on the sale of discontinued operations		1,304			736			1.18			158			84			0.12
Licensing agreement termination charge		(39	)		(27	)		(0.04	)		—			—			—
Antitrust (provision)/ reversal		27			18			0.03			(28	)		(28	)		(0.04	)
Pension curtailment/withdrawal liability		(1	)		(1	)		—			(26	)		(18	)		(0.03	)
Tax basis differences		—			120			0.19			—			2			—
Tax audit settlement/reserve adjustments		—			1			—			—			(2	)		—
Tax valuation allowance adjustment		—			2			—			—			40			0.06
Tax on unremitted earnings		—			(6	)		(0.01	)		—			(427	)		(0.62	)
Capital loss carryforward benefit		—			—			—			—			22			0.03
Deferred tax adjustment on repatriation		—			—			—			—			9			0.01
Impact of significant items on income (loss) from discontinued operations		1,162			750			1.20			(15	)		(409	)		(0.59	)
Impact of significant items on net income	$	952		$	631		$	1.01		$	(105	)	$	(392	)	$	(0.57	)

Notes:

(1) EPS amounts are rounded to the nearest $0.01 and may not add to the total.

Page 5

Significant Items

(in millions, except per share data - unaudited)

	Quarter ended Oct. 2, 2010									Quarter ended Jan. 1, 2011
(In millions except per share data)	Pretax Income			Net Income			Diluted EPS Impact (1)			Pretax Income			Net Income			Diluted EPS Impact (1)
Continuing Operations:
Restructuring actions:
Severance/ retention costs	$	(4	)	$	(2	)	$	—		$	(39	)	$	(29	)	$	(0.04	)
Consulting/ advisory costs		(2	)		(2	)		—			(4	)		(3	)		—
Accelerated depreciation		(2	)		(1	)		—			—			—			—
Total Restructuring Actions		(8	)		(5	)		(0.01	)		(43	)		(32	)		(0.05	)
Impairment charges		—			—			—			—			—			—
Debt extinguishment costs		(30	)		(19	)		(0.03	)		(25	)		(16	)		(0.02	)
Impact of significant items on income from continuing operations before income taxes		(38	)		(24	)		(0.04	)		(68	)		(48	)		(0.07	)
Tax audit settlement/reserve adjustments		—			4			0.01			—			2			—
Impact of significant items on income from continuing operations		(38	)		(20	)		(0.03	)		(68	)		(46	)		(0.07	)
Discontinued operations:
Restructuring actions:
Severance/ retention costs		(10	)		(7	)		(0.01	)		(39	)		(28	)		(0.04	)
Consulting/ advisory costs		(3	)		(2	)		—			—			—			—
Accelerated depreciation		—			—			—			(1	)		(1	)		—
Gain on the sale of discontinued operations		255			89			0.14			886			490			0.77
Licensing agreement termination charge		—			—			—			—			—			—
Antitrust reversal		—			—			—			—			—			—
Pension curtailment/withdrawal		—			—			—			(1	)		—			—
Tax basis differences		—			2			—			—			223			0.35
Tax audit settlement/reserve adjustments		—			—			—			—			1			—
Tax valuation allowance adjustment		—			—			—			—			(3	)		—
Tax on unremitted earnings		—			(5	)		(0.01	)		—			(1	)		—
Impact of significant items on income from discontinued operations		242			77			0.12			845			681			1.06
Impact of significant items on net income	$	204		$	57		$	0.08		$	777		$	635		$	0.99

Notes:

(1) EPS amounts are rounded to the nearest $0.01 and may not add to the total.

Page 6

Significant Items

(in millions, except per share data - unaudited)

	Quarter ended Apr. 2, 2011									Quarter ended July 2, 2011
(In millions except per share data)	Pretax Income			Net Income			Diluted EPS Impact (1)			Pretax Income			Net Income			Diluted EPS Impact (1)
Continuing Operations:
Restructuring actions:
Severance/ retention costs	$	(4	)	$	(2	)	$	—		$	(30	)	$	(19	)	$	(0.03	)
Consulting/ advisory costs		(13	)		(8	)		(0.01	)		(36	)		(30	)		(0.05	)
Accelerated depreciation		—			—			—			—			—			—
Total Restructuring Actions		(17	)		(10	)		(0.02	)		(66	)		(49	)		(0.08	)
Impairment charges		—			—			—			(21	)		(14	)		(0.02	)
Debt extinguishment costs		—			—			—			—			—			—
Impact of significant items on income from continuing operations before income taxes		(17	)		(10	)		(0.02	)		(87	)		(63	)		(0.11	)
Tax audit settlement/reserve adjustments		—			2			—			—			18			0.03
Impact of significant items on income from continuing operations		(17	)		(8	)		(0.02	)		(87	)		(45	)		(0.08	)
Discontinued operations:
Restructuring actions:
Severance/ retention costs		(17	)		(12	)		(0.02	)		(33	)		(23	)		(0.04	)
Consulting/ advisory costs		(9	)		(7	)		(0.01	)		(15	)		(12	)		(0.02	)
Accelerated depreciation		(1	)		(1	)		—			(1	)		—			—
Gain on the sale of discontinued operations		43			29			0.05			120			128			0.22
Licensing agreement termination charge		(39	)		(27	)		(0.04	)		—			—			—
Antitrust reversal		—			—			—			27			18			0.03
Pension curtailment/withdrawal		(2	)		(2	)		—			2			1			—
Tax basis differences		—			—			—			—			(105	)		(0.18	)
Tax audit settlement/reserve adjustments		—			(1	)		—			—			1			—
Tax valuation allowance adjustment		—			—			—			—			5			0.01
Tax on unremitted earnings		—			—			—			—			—			—
Impact of significant items on income from discontinued operations		(25	)		(21	)		(0.03	)		100			13			0.02
Impact of significant items on net income	$	(42	)	$	(29	)	$	(0.05	)	$	13		$	(32	)	$	(0.05	)

Notes:

(1) EPS amounts are rounded to the nearest $0.01 and may not add to the total.

Page 7

EPS Reconciliation - Reported to Adjusted

(in millions, except per share data - unaudited)

	Fiscal year ended July 2, 2011									Fiscal year ended July 3, 2010
	As Reported			Impact of Significant Items			Adjusted (1)			As Reported			Impact of Significant Items			Contingent Sale Proceeds		Impact of 53rd Week		Adjusted (1)
Continuing operations:
Income from continuing operations before income taxes	$	491		$	(210	)	$	701		$	711		$	(90	)	$	133	$	15	$	653
Income tax (benefit) expense		140			(91	)		231			122			(107	)		—		5		224
Income from continuing operations		351			(119	)		470			589			17			133		10		429
Discontinued operations:
Income (loss) from discontinued operations, net of tax		209			14			195			(146	)		(493	)		—		11		336
Gain on sale of discontinued operations, net of tax		736			736			—			84			84			—		—		—
Net income (loss) from discontinued operations		945			750			195			(62	)		(409	)		—		11		336
Net income (loss)		1,296			631			665			527			(392	)		133		21		765
Less: Income from noncontrolling interests, net of tax
Discontinued operations		9			—			9			21			—			—		—		21
Net income (loss) attributable to Sara Lee	$	1,287		$	631		$	656		$	506		$	(392	)	$	133	$	21	$	744
Amounts attributable to Sara Lee:
Net income (loss) from continuing operations	$	351		$	(119	)	$	470		$	589		$	17		$	133	$	10	$	429
Net income (loss) from discontinued operations		936			750			186			(83	)		(409	)		—		11		315
Earnings per share of common stock:
Diluted
Income (loss) from continuing operations	$	0.56		$	(0.19	)	$	0.75		$	0.85		$	0.02		$	0.19	$	0.01	$	0.62
Net income (loss)	$	2.06		$	1.01		$	1.05		$	0.73		$	(0.57	)	$	0.19	$	0.03	$	1.08
Effective tax rate - continuing operations		28.5	%					33.0	%		17.1	%									34.2	%

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this report.

Page 8

EPS Reconciliation - Reported to Adjusted

(in millions, except per share data - unaudited)

	Quarter ended October 2, 2010									Quarter ended January 1, 2011
	As Reported			Impact of Significant Items			Adjusted (1)			As Reported			Impact of Significant Items			Adjusted (1)
Continuing operations:
Income from continuing operations before income taxes	$	98		$	(38	)	$	136		$	129		$	(68	)	$	197
Income tax (benefit) expense		37			(18	)		55			41			(22	)		63
Income from continuing operations		61			(20	)		81			88			(46	)		134
Discontinued operations:
Income (loss) from discontinued operations, net of tax		44			(12	)		56			255			191			64
Gain on sale of discontinued operations, net of tax		89			89			—			490			490			—
Net income (loss) from discontinued operations		133			77			56			745			681			64
Net income		194			57			137			833			635			198
Less: Income from noncontrolling interests, net of tax
Discontinued operations		2			—			2			2			—			2
Net income (loss) attributable to Sara Lee	$	192		$	57		$	135		$	831		$	635		$	196
Amounts attributable to Sara Lee:
Net income (loss) from continuing operations	$	61		$	(20	)	$	81		$	88		$	(46	)	$	134
Net income (loss) from discontinued operations		131			77			54			743			681			62
Earnings per share of common stock:
Diluted
Income (loss) from continuing operations	$	0.09		$	(0.03	)	$	0.12		$	0.14		$	(0.07	)	$	0.21
Net income (loss)	$	0.29		$	0.08		$	0.21		$	1.30		$	0.99		$	0.31
Effective tax rate - continuing operations		38.0	%					40.6	%		31.6	%					32.0	%

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

Page 9

EPS Reconciliation - Reported to Adjusted

(in millions, except per share data - unaudited)

	Quarter ended April 2, 2011									Quarter ended July 2, 2011
	As Reported			Impact of Significant Items			Adjusted (1)			As Reported			Impact of Significant Items			Adjusted (1)
Continuing operations:
Income from continuing operations before income taxes	$	178		$	(17	)	$	195		$	86		$	(87	)	$	173
Income tax (benefit) expense		54			(9	)		63			8			(42	)		50
Income from continuing operations		124			(8	)		132			78			(45	)		123
Discontinued operations:
Income (loss) from discontinued operations, net of tax		3			(50	)		53			(93	)		(115	)		22
Gain on sale of discontinued operations, net of tax		29			29			—			128			128			—
Net income (loss) from discontinued operations		32			(21	)		53			35			13			22
Net income (loss)		156			(29	)		185			113			(32	)		145
Less: Income from noncontrolling interests, net of tax
Discontinued operations		3			—			3			2			—			2
Net income (loss) attributable to Sara Lee	$	153		$	(29	)	$	182		$	111		$	(32	)	$	143
Amounts attributable to Sara Lee:
Net income (loss) from continuing operations	$	124		$	(8	)	$	132		$	78		$	(45	)	$	123
Net income (loss) from discontinued operations		29			(21	)		50			33			13			20
Earnings per share of common stock:
Diluted
Income (loss) from continuing operations	$	0.20		$	(0.02	)	$	0.22		$	0.13		$	(0.08	)	$	0.21
Net income (loss)	$	0.25		$	(0.05	)	$	0.30		$	0.19		$	(0.05	)	$	0.24
Effective tax rate - continuing operations		30.0	%					31.9	%		10.0	%					29.2	%

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this report.

Page 10

Operating Results by Business Segment

(in millions - unaudited)

	As Reported			Changes in Foreign Currency Exchange Rates			Acq./ Disp.		Impact of 53rd Week		As Adjusted (1)
Fiscal 2011
Net sales:
N. A. Retail	$	2,810		$	—		$	—	$	—	$	2,810
N. A. FS & Specialty Meats		1,086			—			11		—		1,075
Coffee & Tea		3,548			—			34		—		3,514
Australian Bakery		135			—			—		—		135
Intersegment		(27	)		—			—		—		(27	)
Total net sales	$	7,552		$	—		$	45	$	—	$	7,507
Fiscal 2010
Net sales:
N. A. Retail	$	2,771		$	—		$	—	$	52	$	2,719
N. A. FS & Specialty Meats		1,082			(1	)		—		19		1,064
Coffee & Tea		3,221			(27	)		1		48		3,199
Australian Bakery		129			(15	)		—		2		142
Intersegment		(32	)		—			—		—		(32	)
Total net sales	$	7,171		$	(43	)	$	1	$	121	$	7,092

	As Reported			Changes in Foreign Currency Exchange Rates			Acq./ Disp.		Restructuring Actions			Impairment Charges			Curtailment Gain/ Tax Indemnifcation			Contingent Sale Proceeds		Impact of 53rd Week			As Adjusted (1)
Fiscal 2011
Operating income:
N. A. Retail	$	297		$	—		$	—	$	(11	)	$	—		$	—			—	$	—		$	308
N. A. FS & Specialty Meats		91			—			1		(5	)		(15	)		—			—		—			110
Coffee & Tea		452			—			3		(34	)		(6	)		—			—		—			489
Australian Bakery		(2	)		—			—		—			—			—			—		—			(2	)
Total operating segment income		838			—			4		(50	)		(21	)		—			—		—			905
General corporate expenses		(203	)		—			—		(84	)		—			—			—		—			(119	)
Mark-to-market derivative gains/(losses)		11			—			—		—			—			—			—		—			11
Amortization of trademarks and other intangibles		(14	)		—			—		—			—			—			—		—			(14	)
Operating income	$	632		$	—		$	4	$	(134	)	$	(21	)	$	—			—	$	—		$	783
Fiscal 2010
Operating income:
N. A. Retail	$	333		$	—		$	—	$	(4	)	$	—		$	7			—	$	5		$	325
N. A. FS & Specialty Meats		60			—			—		(12	)		(15	)		2			—		1			84
Coffee & Tea		592			(6	)		—		(12	)		—			—			—		17			593
Australian Bakery		5			—			—		—			—			—			—		—			5
Total operating segment income		990			(6	)		—		(28	)		(15	)		9			—		23			1,007
General corporate expenses		(272	)		1			—		(38	)		—			(18	)		—		(6	)		(211	)
Mark-to-market derivative gains/(losses)		(13	)		—			—		—			—			—			—		—			(13	)
Amortization of trademarks and other intangibles		(12	)		—			—		—			—			—			—		—			(12	)
Contingent sale proceeds		133			—			—		—			—			—			133		—			—
Operating income	$	826		$	(5	)	$	—	$	(66	)	$	(15	)	$	(9	)		133	$	17		$	771

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this report.

Page 11

Operating Results by Business Segment - Net Sales

(in millions - unaudited)

	As Reported			Acquisitions/ Dispositions		As Adjusted (1)
First Quarter 2011
Net sales:
N. A. Retail	$	695		$	—	$	695
N. A. FS & Specialty Meats		274			—		274
Coffee & Tea		728			—		728
Australian Bakery		36			—		36
Intersegment		(6	)		—		(6	)
Total net sales	$	1,727		$	—	$	1,727
Second Quarter 2011
Net sales:
N. A. Retail	$	741		$	—	$	741
N. A. FS & Specialty Meats		290			—		290
Coffee & Tea		899			3		896
Australian Bakery		35			—		35
Intersegment		(7	)		—		(7	)
Total net sales	$	1,958		$	3	$	1,955
Third Quarter 2011
Net sales:
N. A. Retail	$	670		$	—	$	670
N. A. FS & Specialty Meats		243			—		243
Coffee & Tea		925			13		912
Australian Bakery		29			—		29
Intersegment		(7	)		—		(7	)
Total net sales	$	1,860		$	13	$	1,847
Fourth Quarter 2011
Net sales:
N. A. Retail	$	704		$	—	$	704
N. A. FS & Specialty Meats		279			11		268
Coffee & Tea		996			18		978
Australian Bakery		35			—		35
Intersegment		(7	)		—		(7	)
Total net sales	$	2,007		$	29	$	1,978

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this report.

Page 12

Operating Results by Business Segment - Operating Income

(in millions - unaudited)

First Quarter 2011	As Reported			Restructuring Actions			Acq./ Disp.		Impairment Charges			As Adjusted (1)
Operating income:
N. A. Retail	$	60		$	(1	)	$	—	$	—		$	61
N. A. FS & Specialty Meats		23			(2	)		—		—			25
Coffee & Tea		90			(2	)		—		—			92
Australian Bakery		2			—			—		—			2
Total operating segment income		175			(5	)		—		—			180
General corporate expenses		(27	)		(3	)		—		—			(24	)
Mark-to-market derivative gains/(losses)		12			—			—		—			12
Amortization of trademarks and other intangibles		(3	)		—			—		—			(3	)
Operating income	$	157		$	(8	)	$	—	$	—		$	165
Second Quarter 2011
Operating income:
N. A. Retail	$	84		$	—		$	—	$	—		$	84
N. A. FS & Specialty Meats		38			—			—		—			38
Coffee & Tea		109			(33	)		—		—			142
Australian Bakery		(1	)		—			—		—			(1	)
Total operating segment income		230			(33	)		—		—			263
General corporate expenses		(50	)		(10	)		—		—			(40	)
Mark-to-market derivative gains/(losses)		(2	)		—			—		—			(2	)
Amortization of trademarks and other intangibles		(3	)		—			—		—			(3	)
Operating income	$	175		$	(43	)	$	—	$	—		$	218
Third Quarter 2011
Operating income:
N. A. Retail	$	82		$	(1	)	$	—	$	—		$	83
N. A. FS & Specialty Meats		21			(1	)		—		—			22
Coffee & Tea		134			(1	)		1		—			134
Australian Bakery		—			—			—		—			—
Total operating segment income		237			(3	)		1		—			239
General corporate expenses		(47	)		(14	)		—		—			(33	)
Mark-to-market derivative gains/(losses)		8			—			—		—			8
Amortization of trademarks and other intangibles		(4	)		—			—		—			(4	)
Operating income	$	194		$	(17	)	$	1	$	—		$	210
Fourth Quarter 2011
Operating income:
N. A. Retail	$	71		$	(9	)	$	—	$	—		$	80
N. A. FS & Specialty Meats		9			(2	)		1		(15	)		25
Coffee & Tea		119			2			2		(6	)		121
Australian Bakery		(3	)		—			—		—			(3	)
Total operating segment income		196			(9	)		3		(21	)		223
General corporate expenses		(79	)		(57	)		—		—			(22	)
Mark-to-market derivative gains/(losses)		(7	)		—			—		—			(7	)
Amortization of trademarks and other intangibles		(4	)		—			—		—			(4	)
Operating income	$	106		$	(66	)	$	3	$	(21	)	$	190

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this report.

Page 13

Explanation of Non-GAAP Financial Measures

Management measures and reports Sara Lee’s financial results in accordance with U.S. generally accepted accounting principles (“GAAP”). In this release, Sara Lee highlights certain items that have significantly impacted the corporation’s financial results and uses several non-GAAP financial measures to help investors understand the financial impact of these significant items.

“Significant items” are income or charges (and related tax impact) that management believes have had or are likely to have a significant impact on the earnings of the applicable business segment or on the total corporation for the period in which the item is recognized, are not indicative of the company’s core operating results and affect the comparability of underlying results from period to period. Significant items may include, but are not limited to: charges for exit activities; consulting and advisory costs, transformation program and Project Accelerate costs; impairment charges; pension partial withdrawal liability charges; debt extinguishment costs; spin-off related costs; tax charge on deemed repatriated earnings; tax costs and benefits resulting from the disposition of a business; impact of tax law changes; gains on the sale of discontinued operations; changes in tax valuation allowances and favorable or unfavorable resolution of open tax matters based on the finalization of tax authority examinations or the expiration of statutes of limitations. Management highlights significant items to provide greater transparency into the underlying sales or profit trends of Sara Lee or the applicable business segment or discontinued operations and to enable more meaningful comparability between financial results from period to period. Additionally, Sara Lee believes that investors desire to understand the impact of these factors to better project and assess the longer term trends and future financial performance of the corporation.

“Contingent sale proceeds are contingent proceeds from the sale of the company’s tobacco business in 1999. Under the sales agreement, Sara Lee received cash payments annually so long as tobacco continued to be a legal product in the specified countries. Our last cash payment was received on July 15, 2009. Contingent sale proceeds are not “significant items,” but are identified separately because the income is not generated by the company’s underlying business and has a finite term.

“Impact of 53^rd week” is the financial impact to Sara Lee, in terms of additional sales, expense or income, resulting from fiscal 2010 having 53 weeks as compared to 52 weeks in the comparable fiscal years.

This release contains certain non-GAAP financial measures that exclude from a financial measure computed in accordance with GAAP the impact of the significant items, the receipt of contingent sale proceeds, the impact of acquisitions and dispositions, the impact of the 53^rd week and changes in foreign currency exchange rates. Management believes that these non-GAAP financial measures reflect an additional way of viewing aspects of Sara Lee’s business that, when viewed together with Sara Lee’s financial results computed in accordance with GAAP, provide a more complete understanding of factors and trends affecting Sara Lee’s historical financial performance and projected future operating results, greater transparency of underlying profit trends and greater comparability of results across periods. These non-GAAP financial measures are not intended to be a substitute for the comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

In addition, investors frequently have requested information from management regarding the impact of significant items. Management believes, based on feedback it has received during earnings calls and discussions with investors, that these non-GAAP measures enhance investors’ ability to assess Sara Lee’s historical and project future financial performance. Management also uses certain of these non-GAAP financial measures, in conjunction with the GAAP financial measures, to understand, manage and evaluate our businesses, in planning for and forecasting financial results for future periods, and as one factor in determining achievement of incentive compensation. Two of the three performance measures under Sara Lee’s annual incentive plan are net sales and operating income, which are the reported amounts as adjusted for significant items and possibly other items. Operating income, as adjusted for significant items, also may be used as a component of Sara Lee’s long-term incentive plans. Many of the significant items will recur in future periods; however, the amount and frequency of each significant item varies from period to period.

Management also has received inquiries from investors seeking to better understand and project the corporation’s tax rate, which can be complex given the multiple foreign jurisdictions in which Sara Lee operates and the numerous tax rules with which it must comply. The information contained in the tables that reconcile the as adjusted to the as reported amounts for each fiscal period includes certain non-GAAP financial measures, and is intended to help investors better understand Sara Lee’s effective tax rate.

The following is an explanation of the non-GAAP financial measures presented in this release.

In the “EPS Reconciliation - Reported to Adjusted” tables each item in the “Adjusted” column of that table equals the indicated financial measure computed in accordance with GAAP less the impact of significant items, contingent sales proceeds and the impact of the 53^rd week recognized in the fiscal period presented.

“Adjusted EPS” excludes from diluted EPS, as reported, for total Sara Lee, for continuing operations or for discontinued operations, as indicated, the per share impact of significant items, contingent sales proceeds and the impact of the 53^rd week recognized in the fiscal period presented.

Page 14

“Adjusted income from continuing operations” and “Adjusted net income (loss)” for continuing operations, for discontinued operations or for total Sara Lee, as indicated, excludes from the applicable net income (loss) the impact of significant items, contingent sale proceeds and the impact of the 53^rd week.

“Adjusted net sales” for continuing operations or discontinued operations, as indicated, excludes from applicable net sales the impact of businesses acquired or divested after the start of the fiscal period and the impact of the 53^rd week and also presents fiscal 2010 results at fiscal 2011 currency exchange rates.

“Adjusted operating income” for continuing operations or discontinued operations, as indicated, excludes from applicable operating income the impact of significant items, businesses acquired or divested after the start of the fiscal period, the impact of the 53^rd week and also presents fiscal 2010 results at fiscal 2011 currency exchange rates.

“Adjusted operating margin” for continuing operations, a specified business segment or discontinued operations, as indicated, is a non-GAAP financial measure that equals adjusted operating income for the applicable portion of the business divided by adjusted net sales of the corporation (in the case of computing adjusted operating margin for continuing operations) or adjusted operating segment income for a business segment or discontinued operations divided by adjusted net sales for that business segment or discontinued operation (in the case of computing adjusted operating margin for a specific business segment or discontinued operations).

“Adjusted operating segment income” for continuing operations, a specified business segment or discontinued operations, as indicated, excludes from the applicable operating segment income measure the impact of significant items recognized by that portion of the business during the fiscal period presented, the results of businesses acquired or divested after the start of the fiscal period presented and the impact of the 53^rd week, and also presents fiscal 2010 results at fiscal 2011 currency exchange rates.

Page 15