NOTIFICATION OF THE REMOVAL FROM LISTING AND
REGISTRATION OF THE STATED SECURITIES

The New York Stock Exchange hereby notifies the SEC
 of its intention to remove the entire class of the
stated securities from listing and registration on
the Exchange at the opening of business on February
25, 2011, pursuant to the provisions of Rule 12d2-2
(a).


[  X  ] 17 CFR 240.12d2-2(a)(3)  That on November 2,
2009 the instruments representing the securities
comprising the entire class of this security came to
evidence, by operation of law or otherwise, other
securities in substitution therefore and represent
no other right except, if such be the fact, the right
to receive an immediate cash payment.

B&G Foods, Inc. had announced  that it has issued a
notice of redemption for $90,000,002.95 principal
amount of its outstanding 12% senior subordinated
notes due 2016 at a cash redemption price of 106% of
the principal amount of the notes being redeemed,
plus accrued and unpaid interest on such amount, to,
but excluding, November 2, 2009. Upon completion of
the redemption on November 2, 2009, $69,540,885.70
principal amount of the senior subordinated notes
remain outstanding.

Pursuant to the terms of the indenture, the partial
redemption of the senior subordinated notes by
B&G Foods resulted in an automatic separation
(or "splitting") of all of the EISs on OCTOBER 30,
2009.  The remaining senior subordinated notes
that are not redeemed, whether previously represented
by EISs or held separately, are not be listed on an
exchange and B&G Foods did not intend to create or
sustain a market for such notes following the
redemption date. Thus, the extent of any market for
the remaining senior subordinated notes will depend
upon, among other things, the principal amount of the
senior subordinated notes that remain outstanding
after the redemption date, the number of holders
remaining at such time and the interest in maintaining
a market in the senior subordinated notes on the part
of securities firms. Holders may need to hold their
senior subordinated notes until maturity or an
earlier redemption, if any, by the Company.

The automatic separation of the EISs and the partial
redemption of the senior subordinated notes did not
result in any change in the payments that holders of
the component senior subordinated notes and shares of
Class A common stock should expect to receive, except
that after the redemption date holders no longer
receive interest payments on those senior subordinated
notes that have been redeemed.

The Exchange also notifies the Securities and Exchange
Commission that as a result of the above indicated
conditions this security was suspended from trading
on October 27, 2009.