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)   September 20, 2004

HORMEL FOODS CORPORATION

(Exact name of registrant as specified in its charter)

	Delaware	1-2402	41-0319970
	(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
1 Hormel Place Austin, MN  55912
(Address of Principal Executive Office)
Registrant’s telephone number, including area code:  (507) 437-5611

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:

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))

Section 5 - CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Pursuant to resolutions approved by the Board of Directors of the Company on September 20, 2004, the Board of Directors approved amendments to Sections 34, 35 and 40 of the Bylaws of Hormel Foods Corporation.

Section 34 of the Bylaws was amended to provide, in addition to the existing provisions, that (i) shares of the Company’s stock may be certificated or uncertificated, as provided under Delaware law, and (ii) any or all of the signatures on a stock certificate may be a facsimile.

Section 35 of the Bylaws was amended to provide that in connection with the transfer of stock of the Company, the surrender of certificates for the transferred stock is required only in the case of stock represented by a certificate.

Section 40 of the Bylaws was amended to provide that the fiscal year of the Company shall end on the last Sunday of October of each year.  Prior to this amendment, Section 40 of the Bylaws had provided that “the fiscal year of the corporation shall end on the last Saturday of October in each year.”

The text of Sections 34, 35 and 40 of the Bylaws of Hormel Foods Corporation, as amended on September 20, 2004, is attached hereto as Exhibit 3(ii).

Section 7 – REGULATION FD

Item 7.01 Regulation FD Disclosure

The Company has initiated a business realignment project which will consolidate the Company’s sales and services functions within separate legal entities.  These changes will result in a realignment of the Company’s sales and manufacturing functions and centralization of various service functions.  The new entities will be established as of the first day of the Company’s new fiscal year, which is October 31, 2004.

Section 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(c)Exhibits pursuant to Item 5.03

3(ii)Amendment of Sections 34, 35 and 40 of the Bylaws of Hormel Foods Corporation

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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.

		HORMEL FOODS CORPORATION
		(Registrant)
Dated:	September 24, 2004	By	/s/M. J. McCOY
			M. J. McCOY
			Executive Vice President
			and Chief Financial Officer
Dated:	September 24, 2004	By	/s/J. N. SHEEHAN
			J. N. SHEEHAN
			Vice President and Controller

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EX-3.(II)

Exhibit 3(ii)

Amendment of Sections 34, 35 and 40 of the Bylaws of
Hormel Foods Corporation

34.Shares of the Corporation’s stock may be certificated or uncertificated, as provided under Delaware law.  All stock certificates of the Corporation shall be numbered consecutively and shall be entered on the books of the Corporation as they are issued.  They shall exhibit the holders’ names and the number of shares and shall be signed by the Chairman of the Board or the President or a Vice President, and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary.  Any or all of the signatures on the certificate may be a facsimile.  Until such other transfer agent is appointed, the Secretary shall sign as transfer agent.  Each certificate shall bear the corporate seal or a facsimile thereof.  Each certificate shall recite the kind or class of stock it represents.

Where a certificate is countersigned by (i) a transfer agent other than the corporation or its employee, or (ii) a registrar other than the Corporation or its employee, either of which countersignatures may be a facsimile, any other signature on the certificate may be a facsimile.  In case any officer, transfer agent or registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, transfer agent or registrar before such certificate is issued, it may be issued by the corporation with the same effect as if he were such officer, transfer agent or registrar at the date of issue.

35.All transfer of stock of the Corporation shall be made on the books of the Corporation only by the person named in the certificate or by an attorney lawfully constituted in writing, and, in the case of stock represented by a certificate, upon the surrender of certificates for the stock so transferred.  Unless other transfer agents be designated by the Board of Directors, the Secretary shall be the sole transfer agent.

40.The fiscal year of the corporation shall end on the last Sunday of October of each year.