SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MINCHEW JOYCE M (Last) (First) (Middle) P.O. BOX 1087 (Street) ROSE HILL NC 28458 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SMITHFIELD FOODS INC [ SFD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/30/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Put equivalent position (obligation to sell)	(1)(2)	06/30/2004		J(1)(2)		95,767		(1)(2)	(1)(2)	Common Stock	95,767	(1)(2)	95,767	D
Put equivalent position (obligation to sell)	(3)	06/30/2004		J(3)		51,567		(3)	(3)	Common Stock	51,567	(3)	51,567	D

Explanation of Responses:

1. On June 30, 2004, the Reporting Person entered into a prepaid variable forward contract ("Contract") with an unaffiliated third party buyer ("Buyer") pursuant to a Master Agreement. The Contract obligated the Reporting Person to deliver to the Buyer up to 95,767 shares of Smithfield Foods, Inc. common stock ("Common Stock") (or an equivalent amount of cash, if elected by the Reporting Person) on the Settlement Date of the Contract, (i.e. June 30, 2007, or an earlier date if the parties agreed to terminate the Contract early). In exchange for assuming this obligation, the Reporting Person received a cash payment of $2,524,508. The Reporting Person pledged 95,767 shares of Common Stock (the "Pledged Shares") to secure her obligations under the Master Agreement, and retained voting rights in the Pledged Shares during the period of the pledge. The Reporting Person will pay to Buyer all dividends received on the Pledged Shares during the period of the pledge.

2. (continuation of prior footnote) The number of shares to be delivered on the Settlement Date is as follows, on the basis of the share prices of the Common Stock: (i) If the Closing Price, as determined in the Contract, on the Settlement Date is less than or equal to $29.619 (i.e., the "Floor Price," which is the price on the date of entering into the Contract), the Reporting Person would deliver to the Buyer the entire amount of Pledged Shares; (ii) If the Closing Price on the Settlement Date is between the Floor Price and $35.54 (the "Cap Price"), the Reporting Person would deliver to the Buyer a number of shares determined by reference to a formula specified in the Contract; (iii) If the Closing Price on the Settlement Date is greater than the Cap Price, the Reporting Person would deliver to the Buyer a number of shares determined by reference to a formula specified in the Contract.

3. Also on June 30, 2004, the Reporting Person entered into a second prepaid variable forward contract ("Contract 2") with Buyer. The terms of Contract 2 are identical to the Contract, except that Contract 2 obligated the Reporting Person to deliver to Buyer up to 51,567 shares of Common Stock, the Settlement Date is June 30, 2009, the Reporting Person received a cash payment of $1,301,922, the number of shares of Common Stock pledged is 51,567, and the cap price is $38.50.

Remarks:

The reporting person may be deemed to be a member of a "group" with Wendell H. Murphy, Wendell H. Murphy, Jr., Harry D. Murphy, Wendy Murphy Crumpler, Stratton K. Murphy, Marc D. Murphy and Angela Norman Brown for purposes of Section 13(d) of the Exchange Act.

	Mark Roberts (attorney-in-fact)	07/02/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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