8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 8, 2011

SMITHFIELD FOODS, INC.

(Exact name of registrant as specified in its charter)

Virginia	1-15321	52-0845861
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

200 Commerce Street Smithfield, Virginia	23430
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (757) 365-3000

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))

Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

On September 8, 2011, C. Larry Pope, president and chief executive officer, and Robert W. Manly, executive vice president and chief financial officer, of Smithfield Foods, Inc. (the "Company"), will make a presentation at the Barclays Capital Back-To-School Consumer Conference in Boston, Massachusetts. The slides to be used in this presentation are furnished herewith as Exhibit 99.1 and are incorporated by reference herein.

The presentation will contain certain non-GAAP financial information about the Company. The Company has included reconciliations of non-GAAP financial measures to GAAP financial measures in the presentation.

The non-GAAP financial measures in the presentation use financial measures computed in accordance with GAAP as a starting point. The GAAP measures are adjusted by the impact of certain significant items to arrive at the non-GAAP financial measures. Management believes that these non-GAAP financial measures reflect an additional way of viewing aspects of our business that, when viewed together with our financial results computed in accordance with GAAP, provide a more complete understanding of factors and trends affecting our historical financial performance and projected future operating results. This combined view of GAAP and non-GAAP measures also provides greater transparency of underlying profit trends and better comparability of results across periods. Additionally, investors frequently request information from management regarding significant items and 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 our historical performance and to project future financial performance. 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. Management also uses certain of these non-GAAP financial measures, in conjunction with the GAAP financial measures, to understand, manage and evaluate our businesses and in planning for and forecasting financial results for future periods.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Slides to be used in the Company’s presentation at the Barclays Capital Back-To-School Consumer Conference on September 8, 2011.

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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.

	SMITHFIELD FOODS, INC.
Date: September 8, 2011	/s/ Michael H. Cole
	Michael H. Cole
	Vice President, Chief Legal Officer and Secretary

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EXHIBIT INDEX

Exhibit 99.1 Slides to be used in the Company’s presentation at the Barclays Capital Back-To-School Consumer Conference on September 8, 2011.

4

EX-99.1

BARCLAYS CAPITALBACK-TO-SCHOOL CONSUMER CONFERENCE

September 8, 2011

C. Larry Pope

President and Chief Executive Officer

Robert W. Manly

Executive Vice President and Chief Financial Officer

PLATFORM FOR GROWTH

FORWARD-LOOKING STATEMENTS

This presentation contains “forward-looking” statements within the meaning of the federal securities laws.

The forward-looking statements include statements concerning the Company’s outlook for the future, as

well as other statements of beliefs, future plans and strategies or anticipated events, and similar

expressions concerning matters that are not historical facts. The Company’s forward-looking information

and statements are subject to risks and uncertainties that could cause actual results to differ materially

from those expressed in, or implied by, the statements. These risks and uncertainties include the

availability and prices of live hogs, raw materials, fuel and supplies, food safety, livestock disease, live hog

production costs, product pricing, the competitive environment and related market conditions, risks

associated with our indebtedness, including cost increases due to rising interest rates or changes in debt

ratings or outlook, hedging risk, operating efficiencies, changes in foreign currency exchange rates, access

to capital, the cost of compliance with changes to regulations and laws, including changes in accounting

standards, tax laws, environmental laws, agricultural laws and occupational, health and safety laws,

adverse results from on-going litigation, actions of domestic and foreign governments, labor relations

issues, credit exposure to large customers, the ability to make effective acquisitions and dispositions and

successfully integrate newly acquired businesses into existing operations, the Company’s ability to

effectively restructure portions of its operations and achieve cost savings from such restructurings and

other risks and uncertainties described in the Company’s Annual Report on Form 10-K for fiscal 2011.

Readers are cautioned not to place undue reliance on forward-looking statements because actual results

may differ materially from those expressed in, or implied by, the statements. Any forward-looking statement

that the Company makes speaks only as of the date of such statement, and the Company undertakes no

obligation to update any forward-looking statements, whether as a result of new information, future events

or otherwise. Comparisons of results for current and any prior periods are not intended to express any

future trends or indications of future performance, unless expressed as such, and should only be viewed

as historical data.

Non-GAAP measure reconciliation (in millions)

FY 09FY 10Operating profit-Pork segment395$ 539$

Add: Pork segment restructuring and impairment charges88 34

Pork segment adjusted operating profit483$ 573$

Non-GAAP measure reconciliation (in millions)

FY 09FY 10Operating profit-Pork segment395$ 539$

Less: Operating profit-Fresh pork(76) (61)

Add: Packaged meats restructuring and impairment charges67 17

Packaged meats adjusted operating profit386$ 495$

Non-GAAP measure reconciliation (in millions)

FY 09FY 10Operating profit-Pork segment395$ 539$

Less: Operating profit-Packaged meats(319) (478)

Add: Fresh pork restructuring and impairment charges21 17

Fresh pork adjusted operating profit97$ 78$

Non-GAAP measure reconciliation (in millions)

FY 12 Q1Operating profit-Hog Production segment70$

Add: Litigation charge39

Add: Accelerated depreciation charge4

Hog Production adjusted operating profit113$

Non-GAAP measure reconciliation (in millions)

TTMFY 12 Q1Operating profit (loss)-Consolidated1,091$

Add: Depreciation and amortization235

Less: Gain on fire insurance recovery(121)

Less: Net litigation charges20

Less: Gain on sale of hog farms(19)

Add: Hog Production segment cost savings initiative charges27

Consolidated adjusted EBITDA1,233$

PLATFORM FOR GROWTH

..Leverage highly coordinated sales and

marketing platformand consolidated

brand portfolioto drive profitable top and

bottom line growth and improve ROIC

FISCAL 2012 FIRST QUARTER HIGHLIGHTS

..Record year over year results for fifth consecutive

quarter led by strong packaged meats earnings

..Record first quarter packaged meats profits in spite of

higher raw material costs

..Packaged meats sales +6% and average unit selling

prices +8%

..Total retail packaged meats sales dollars +8%

..Retail packaged meats sales of 12 key

brands +9% in dollars and +3% in volume

..Strong fresh pork earnings fueled by solid export

demand

..Hog Production adjusted operating profit +77%

Note: Hog Production operating profit adjusted for litigation and accelerated depreciation charges; Refer to Non-GAAP measure reconciliations

EARNINGS GROWTH DRIVEN BY PORK SEGMENT

..Pork segment

profitability has

tripled since fiscal

2007

..On track for fifth

consecutive year of

record Pork segment

earnings

$219

$449

$483

$573

$753

$113 $137

$-

$100

$200

$300

$400

$500

$600

$700

$800

FY 07FY 08FY 09FY 10FY 11FY 11

Q1FY 12

Q1Pork segment adjusted EBIT

(in millions)

Fresh porkPackaged meatsTotal Pork Segment

Note: Results represent management’s estimated allocation of total Pork Segment results; FY 09 and FY 10 results adjusted for restructuring and impairment charges;

Refer to Non-GAAP measure reconciliations; Sales before inter-segment eliminations

ACHIEVING STRATEGIC GROWTH

..Focus and investment grows key brands despite

category declines and higher input costs

Key Brands

Other&

Private Label

Total

Retail

2.8%

-6.3%

-0.6%

Foodservice

0.3%

-6.1%

-3.8%

Export/Other

20.4%

1.5%

2.7%

Total

2.5%

-4.9%

-1.3%

PACKAGED MEATS

..Achieved record first quarter packaged meats profits

$0.06 $0.10 $0.12 $0.17 $0.13 $0.11 $0.17

4.6%

5.6%

6.9%

9.6%

6.1%

5.3%

7.5%

FY 07FY 08FY 09FY 10FY 11FY 11

Q1FY 12

Q1Adjusted Operating profit ($ per pound)

Adjusted Operating profit (% of sales)

Note: Results represent management’s estimated allocation of total Pork Segment results; FY 09 and FY 10 results adjusted for restructuring and impairment charges;

Refer to Non-GAAP measure reconciliations; Sales before inter-segment eliminations

Fiscal

2011

Fiscal2012

Sales

$5.7 billion

Volume

2.7 billion

pounds

~3%

volume

growth

Operating

Profit

$346.9

million

Normalized

OperatingProfit Range

10to 15

centsper

pound

Normalized

operating

profit range

SMITHFIELD BRAND

..Smithfield brand is gaining share in many categories…

40%37%37%

27%

14%13%

-20%

-10%

0%

10%

20%

30%

40%

50%

Bone-In HamsMarinated LoinSmoked HamBacon

Boneless HamsSmoked Dinner

SausageYOY Volume GrowthSmithfield BrandCategory

Source: FreshLook Marketing Group 12 weeks ending 06/19/11; Information Resources, Inc. (IRI) 12 weeks ending 07/17/11

SMITHFIELD BRAND

..…fueled by increased marketing and distribution

+3.2+3.3+5.6+2.3+1.20%

10%

20%

30%

40%

50%

Smoked HamBaconBoneless HamsMarinated LoinSpiral HamSmithfield Brand ACV % and Point

Change

Source: FreshLook Marketing Group 12 weeks ending 06/19/11; Information Resources, Inc. (IRI) 12 weeks ending 07/17/11

SMITHFIELD BRAND ACTIVATION

JOHN MORRELL FOOD GROUP

..Innovation and focus driving volume growth

Source: FreshLook Marketing Group 12 weeks ending 06/19/11; Information Resources, Inc. (IRI) 12 weeks ending 07/17/11; Internaldata

25%

11%

-10%

0%

10%

20%

30%

Healthy Ones Tub

LunchmeatKretschmar DeliYOY Volume GrowthJohn Morrell Food Group BrandsCategory

ARMOUR-ECKRICH

..Innovation and distribution gains driving record market

shares

Source: Information Resources, Inc. (IRI) 12 weeks ending 07/17/11

23%23%

-10%

0%

10%

20%

30%

Eckrich Smoked

SausageArmour PepperoniYOY Volume GrowthArmour-Eckrich BrandsCategory

ARMOUR BRAND ACTIVATION

FARMLAND FOODS

..Focus on core brands driving growth

52%

41%

31%

22%

-10%

0%

10%

20%

30%

40%

50%

60%

Cook's Specialty

CutsCook's Bone-in

Half HamsFarmland All

Natural PorkFarmland

Seasoned LoinsYOY Volume GrowthFarmland Foods BrandsCategory

Source: Information Resources, Inc. (IRI) 12 weeks ending 07/17/11; FreshLook Marketing Group 12 weeks ending 06/19/11

FARMLAND BRAND ACTIVATION

FRESH PORK

..Profits revert to norm in fiscal 2012

$1 $5 $3 $3 $15 $7 $6

0.9%

3.4%

2.0%1.9%

8.9%

4.0%

2.8%

FY 07FY 08FY 09FY 10FY 11FY 11

Q1FY 12

Q1Adjusted Operating profit ($ per head)

Adjusted Operating profit (% of sales)

Fiscal

2011

Fiscal2012

Sales

$4.5 billion

Balanced

supply &

demand

Strong

exports

Volume

27.3 millionhogs

Operating

Profit

$406.5

million

NormalizedOperating

ProfitRange

$3-7per

head

High end of

normalized

operating

profit range

Note: Results represent management’s estimated allocation of total Pork Segment results; FY 09 and FY 10 results adjusted for restructuring and impairment charges;

Refer to Non-GAAP measure reconciliations; Sales before inter-segment eliminations

EXPORTS

China-HK26%

Japan26%

Mexico22%

Korea7%

Russia6%

Other13%

Smithfield FY 12 Q1Export Markets by Volume

..Volume +13% YOY

..Dollars +28% YOY

Note: Live hog cost estimate week ending 08/06/11; EU is average of Denmark, France, Germany, Hungary, Netherlands, Poland, Romania and Spain; FY 12 Q1

Smithfield export markets; Other Category consists of the following countries: Angola, Aruba, Australia, Bahamas, Bermuda, Canada, Caribbean, Chile, Columbia, Costa

Rica, Croatia, Cuba, Dominican Republic, Ecuador, El Salvador, Guam, Guatemala, Haiti, Honduras, EU, Indonesia, Macedonia, Malaysia, New Zealand, Panama, Peru,

Puerto Rico, Salvage, Singapore, Tahiti, Ukraine, Uruguay, Venezuela, Vietnam, Philippines, Taiwan

$0.76 $0.78 $0.80

$1.34

$1.52

$1.81

$2.24

EUU.S.

MexicoChinaRussiaSouth KoreaJapanEconomics Supportive of

U.S. Pork ExportsLive Hog Price Estimate ($ per pound)

HOG PRODUCTION

Fiscal

2011

Fiscal2012

Sales

$2.7

billion

Raising

costs in mid

to high

$60s

Continued

low global

protein

inventories

Volume

16.4

millionhogs

Operating

Profit

$224.4

million

NormalizedOperating

ProfitRange

$10-15 per

head

Below

normalized

operating

profit range

$17 $18 $21 $29

9.8%

11.1%

-0.4%

$(1)

12.1%

14.5%

FY 11 Q1FY 11 Q2FY 11 Q3FY 11 Q4FY 12 Q1Operating profit ($ per head)

Operating profit (% of sales)

Note: Sales before inter-segment eliminations

..Cost savings initiative is working

REDUCED COMMODITY EXPOSURE

..Smithfield reduced its

domestic corn market

exposure by more than

40% since fiscal 2008

..FY 08 –Beef Group

divestiture

..FY 09 –U.S. sow herd

reduction

..FY 11 –Sale of turkey

interests

214185160150128FY 08FY 09FY 10FY 11FY 12 ECorn Usage (millions of bushels)

INTERNATIONAL

..Higher raw material costs and soft demand squeeze

hog production and processing margins

$46

$3 $5

$128

$116

$25

$0FY 07FY 08FY 09FY 10FY 11FY 11

Q1FY 12

Q1Operating profit ($ in millions)

Fiscal

2011

Fiscal2012

Sales

$1.3

billion

Continued

high raw

material

costs & soft

demand

Operating

Profit

$115.9

million

NormalizedOperating

ProfitRange

$50-125million

Below

normalized

operating

profit range

Note: Sales before inter-segment eliminations

BALANCE SHEET

..Project 100 Objectives

Achieved

..Eliminated $100 million

in annual interest

expense

..Reduced debt by $1

billion

..Extended and smoothed

debt maturities

..Improved credit metrics

..Reduced idle cash

..Increased liquidity

$68.6

$65.5

$60.3

$51.0

$48.1

FY 11

Q1FY 11

Q2FY 11

Q3FY 11

Q4FY 12

Q1FY 12

Q2*

FY 12

Q3*

FY 12

Q4*

Quarterly Interest Expense ($ in millions)

Project 100

Goal

*Estimate

MAINTAINING CONSERVATIVE BALANCE SHEET

FY 12 Q1

Target

Net debt

$1.9 billion

<$2.0billion

Liquidity

$1.2 billion

$500 million –$1billion

TTM Net debt to

adjusted EBITDA

1.6x

<3x

Net debt to total

capitalization

35%

<40%

..FY 12 YTD

..Repurchased $65 million of stock

..Repaid $91 million of 2011 and 2014 bonds

..Invested $100 million in pension plans

Note: Net debt is equal to long-term debt and capital lease obligations, including current portion, less cash and cash equivalents; computed using net debt divided by

the sum of net debt and shareholders’ equity; Refer to Non-GAAP measure reconciliations

USES OF EXCESS CASH

CashReinvest in

consumer

packaged

meats

businessShare

repurchasesExtraordinary

pension

contributionDebt

reductionDisciplined

approach to

acquiring

branded

packaged

meats

companies

QUESTIONS?

$

BARCLAYS CAPITALBACK-TO-SCHOOL CONSUMER CONFERENCE

September 8, 2011