-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CYIP2JUMxTPd8RbAjP6YJp+rqtpQq1b0GGPWlRKddOjGgUaJW39BDHB/oqVKDZGW U9seFP36qLF5vXFAAp1t9w== 0001123292-05-000104.txt : 20050215 0001123292-05-000104.hdr.sgml : 20050215 20050215174700 ACCESSION NUMBER: 0001123292-05-000104 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050211 FILED AS OF DATE: 20050215 DATE AS OF CHANGE: 20050215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROWN ANGELA N CENTRAL INDEX KEY: 0001255071 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15321 FILM NUMBER: 05618475 BUSINESS ADDRESS: BUSINESS PHONE: 910 289 6439 MAIL ADDRESS: STREET 1: PO BOX 1087 CITY: ROSE HILL STATE: NC ZIP: 28458 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SMITHFIELD FOODS INC CENTRAL INDEX KEY: 0000091388 STANDARD INDUSTRIAL CLASSIFICATION: MEAT PACKING PLANTS [2011] IRS NUMBER: 520845861 STATE OF INCORPORATION: VA FISCAL YEAR END: 0430 BUSINESS ADDRESS: STREET 1: 200 COMMERCE STREET STREET 2: EXECUTIVE OFFICE BUILDING CITY: SMITHFIELD STATE: VA ZIP: 23430 BUSINESS PHONE: 7573653000 MAIL ADDRESS: STREET 1: 200 COMMERCE STREET STREET 2: EXECUTIVE OFFICE BUILDING CITY: SMITHFIELD STATE: VA ZIP: 23430 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY EQUITIES CORP DATE OF NAME CHANGE: 19710221 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY REAL ESTATE TRUST DATE OF NAME CHANGE: 19661113 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-02-11 0000091388 SMITHFIELD FOODS INC SFD 0001255071 BROWN ANGELA N P.O. BOX 1087 ROSE HILL NC 28458 0 0 1 0 Variable prepaid forward contract (put equivalent position) 2005-02-11 4 J 0 524 A Common Stock 524 524 I By LLC See attachment Remarks: The reporting person may be deemed to be a member of a "group" with Wendell H. Murphy, Wendell H. Murphy, Jr., Wendy M. Crumpler, Harry D. Murphy, Stratton K. Murphy, Marc D. Murphy and Joyce M. Minchew for purposes of Section 13(d) of the Exchange Act. /s/ Mark Roberts, Attorney-in-fact 2005-02-15 EX-99 2 brownangela021505.htm Angela Brown Attachment 
 (1)     The  Reporting  Person owns the Class A limited  liability  company
interests of AB Legacy LLC ("AB LLC"),  which provide the Reporting  Person
with voting and  dispositive  power over and a 1% pecuniary interest in the
shares of Smithfield  Foods Inc. common stock ("Common Stock") owned by AB LLC.
The Reporting Person  disclaims  beneficial  ownership of the shares of Common
Stock held by AB LLC except to the extent of the  Reporting  Person's  1%
pecuniary  interest.  On February  11,  2005,  AB LLC entered  into a prepaid
variable forward contract  ("Contract") with an unaffiliated  third party buyer
("Buyer") pursuant to a Master Agreement dated February 11, 2005.  The Contract
obligates AB LLC to deliver to the Buyer up to 52,360  Common  Shares (or an
equivalent amount of cash, if elected by AB LLC) on the Maturity Date of the
Contract  (i.e.,  August 13, 2012, or an earlier date if the parties agree to
terminate the Contract  early).  In exchange for assuming  this  obligation,
AB LLC received a cash payment of  $1,164,090.52 as of the date of entering into
the Contract.  AB LLC pledged 52,360 Common  Shares (the "Pledged  Shares") to
secure its obligations  under the Master Agreement, and retained voting rights
in the Pledged  Shares during the period of the pledge.  AB LLC will pay to
Buyer all dividends received on the Pledged  Shares during the term of
transaction.  The number of shares to be delivered to the Buyer on the Maturity
Date is to be determined as follows, on the basis of prices of the Common Shares
that are subject to adjustment  for events  specified in the Master Agreement:

o        If the price per share of the Common Shares on the Maturity Date is
         less than or equal to $30.9644 (i.e., the "Initial Share Price," which
         is the price on the date of entering into the  Contract), AB LLC will
         deliver to the Buyer the entire amount of Pledged Shares;

o        If the price per share of the Common  Shares on the Maturity  Date is
         between the Floor Price and $55.7359  (the "Cap Price"), AB LLC will
         deliver to the Buyer a number of shares determined  by  multiplying
         the Pledged  Shares by the Floor Price, and dividing the resulting
         number by the price of the Common Shares on the Maturity Date;

o        If the price per share of the Common Shares on the Maturity Date is
         greater than the Cap Price,  AB LLC would deliver to the Buyer a number
         of shares determined by reference to a formula specified in the
         contract that would result in AB LLC being obligated to deliver fewer
         than the number of Pledged Shares.
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