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O U R CO M PA N Y 2 0 07
TABLE OF CONTENTS


EXECUTIVE MESSAGE                                                                                                              2
PERFORMANCE CHARTS                                                                                                            4
SMITHFIELD UP CLOSE                                                                                                           7
OUR FAMILY OF COMPANIES                                                                                                      23
FINANCIALS                                                                                                                   46
MANAGEMENT BOARD, CORPORATE OFFICERS, DIRECTORS                                                                              49
CORPORATE INFORMATION                                                                                                        50




FINANCIAL HIGHLIGHTS

Fiscal Years Ended (in millions, except per share data)                     April 29, 2007          April 30, 2006    May 1, 2005

Sales                                                                        $ 11,911.1              $ 11,403.6      $ 11,248.4
Income from continuing operations                                                 188.4                    185.2          300.7
Net income                                                                        166.8                    172.7          296.2
Income from continuing operations per diluted share                                 1.68                    1.65           2.68
Net income per diluted share                                                        1.49                    1.54           2.64
Weighted average diluted shares outstanding                                        111.9                   112.0          112.3


Additional Information

Capital expenditures                                                            $ 477.7                 $ 381.6         $ 193.2
Depreciation expense                                                               219.3                  200.1           187.0
Working capital                                                                 1,372.5                  1,161.3        1,421.2
              1
Total debt                                                                      3,092.9                 2,558.3         2,274.7
Shareholders’ equity                                                            2,240.8                 2,028.2         1,901.4
                                             2
Total debt to total capitalization                                                58.0%                   55.8%           54.5%

1 Total debt is equal to notes payable and long-term debt and capital lease obligations including current portion.
2 Computed using total debt divided by total debt and shareholders’ equity.
With sales approaching $12 billion in fiscal 2007, Smithfield Foods is
                  the world’s #1 hog producer and #1 pork processor.
         In the United States, our market shares also make us the…

#1     turkey processor                                         #1     spiral hams producer
#1     cattle feeder                                            #1     smoked pork chops producer
#1     bacon producer                                           #1     poultry hot dogs producer
#1     smoked ham producer                                      #1     deli salami producer




A LEADER IN BRANDED PACKAGED MEATS

Smithfield Foods packaged meats are among the most trusted and sought-after. From national brands and regional
powerhouses in the United States to some of the best-known European brands, here are just a few that are prized by retail,
foodservice, and deli customers alike.




                                                     Æ
MAP OF OPERATIONS




Smithfield Foods now has operations in 13 countries
      through wholly owned subsidiaries and joint ventures.




                       UNITED STATES




           MEXICO
BELGIUM
FRANCE
GERMANY
ITALY
POLAND
PORTUGAL
ROMANIA
SPAIN
THE NETHERLANDS
UNITED KINGDOM




                  Wholly owned Smithfield
                  Foods operations as well as the
                  Butterball, LLC, and Five Rivers
                  Ranch Cattle Feeding LLC joint
                  ventures in the United States.
CHINA
                  Our presence in these countries
                  is through a 50% ownership
                  stake in Groupe Smithfield.

                  Smithfield owns a 23% stake in
                  Campofrio.

                  Our presence in China and
                  Mexico is through a 50%
                  ownership stake in joint ventures.
EXECUTIVE MESSAGE




              To Our Stakeholders:

              Smithfield Foods reported income from continuing operations for fiscal 2007 of $188.4 million, or $1.68 per diluted
              share, versus $185.2 million, or $1.65 per diluted share, last year. Sales were $11.9 billion, compared to $11.4 billion
              in the prior year. Considering the negative impact of increased grain prices on all of our live production operations,
              I am very pleased with the results, particularly in the international and pork segments.


              In fiscal 2007, Smithfield broadened and strengthened its base through acquisitions that were immediately accretive
              to earnings. We are reshaping the company through integrating these acquisitions and executing a strategy to
              realign and rationalize our manufacturing capacities.


                     o Through a 50/50 joint venture with Oaktree Capital Management, we acquired Sara Lee’s European Meats
                        business. This is a strong, branded $1.5 billion business with large positions in France, Portugal, the
                        Netherlands, and Germany. We have merged our Groupe Jean Caby assets with the acquired French
                        operations, and the new company, Groupe Smithfield, is the largest packaged meats producer in Europe.


                     o In acquiring the branded meats business of ConAgra Foods, Inc., we increased the volume of our core
                        packaged meats operations in the United States by 20 percent. This is a $1 billion business with
                        well-known brands such as Armour and Eckrich, with large shares in key product categories such as
                        precooked bacon, smoked sausage, and dry sausage.


                     o We acquired ConAgra’s Butterball turkey business through a 49-percent-owned joint venture with
                        Maxwell Farms. The combination of Butterball and Carolina Turkeys, owned by the joint venture, was
                        renamed Butterball, LLC, and is now the largest U.S. turkey producer, with sales of more than $1 billion.


                     o A week after the closing of fiscal year 2007, we completed the acquisition of Premium Standard Farms,
                        a vertically integrated provider of pork products. This enabled Smithfield to capitalize on our vertically
                        integrated model and expand our share in hog production to 17 percent from 14 percent. The merger
                        increased our share in pork processing to 31 percent from 26 percent.


              Europe represents significant potential for Smithfield, and we continue our focus on building a solid pan-European
              business. The Sara Lee European Meats acquisition has provided the vehicle to pursue broad, branded distribution
              in Western Europe. Simultaneously, our long-term strategy is to build vertically integrated and low-cost production
              in Eastern Europe.


              In Poland, we have become the largest hog producer and pork processor and will use vertical integration to expand
              the business. After years of investment, we have achieved solid profitability.


              In total, we plan to invest up to $1 billion in Romania by 2010 through company-owned and contract grower
              agreements to revitalize the pork industry and develop a fully-integrated business model and infrastructure.



2
This year, we successfully reopened a mothballed pork
                                                       processing plant that we acquired, and we will continue to
                                                       ramp up production there.


                                                       Domestically, Smithfield continues to evaluate manufacturing
                                                       operations to drive out significant costs and become a low-cost,
                                                       highly efficient producer. We plan additional changes to realign
                                                       capacity while we maintain our focus on utilizing our raw
                                                       materials internally and eliminating low-margin business. Our
                                                       strategy is to invest in new technology and processes to enable
                                                       our packaged meats business to become a much stronger
                                                       component of our profits.


This year our commitment to corporate social responsibility remained an integral component of our business
strategy. Consequently, Fortune prominently ranked Smithfield on its annual list of America’s Most Admired
Companies for the fifth consecutive year and ranked our company first among beef and pork producers.


USA Today recently listed the top-performing stocks over the past 25 years, and it was gratifying to see Smithfield
listed as number 21, just behind Berkshire Hathaway, with a stock appreciation of 19,414 percent. As always, we
thank our employees, customers, and suppliers for making this possible.


Paul J. Fribourg, chairman, president, and chief executive officer of ContiGroup Companies, Inc., which owned
39 percent of Premium Standard Farms’ shares, has been elected a member of Smithfield’s board of directors.
In addition, Michael J. Zimmerman, executive vice president and chief financial officer of ContiGroup, has been
appointed an advisory director. They will be valuable additions to the board.


Looking forward, in spite of the anticipated increase in grain costs, I am very optimistic about the future. Grain
prices, as well as increases in freight and energy costs, are impacting our operations. However, we are focusing on
realigning our product mix and directing our efforts in packaged meats toward our strong regional brands, as well
as driving out inefficiencies. All of this bodes well for Smithfield Foods.




C. Larry Pope
President and Chief Executive Officer


June 15, 2007




                                                                                                                          3
REAPING THE BENEFITS OF VERTICAL INTEGRATION




                     Smithfield Foods embarked on a vertical integration strategy in 1987 but ramped up the effort
                     significantly in 1999. Our participation in both hog production and pork processing has provided a steady
                     supply of high-quality raw materials. It has also resulted in more consistent earnings and cash flow.




          operating profit
            in millions                                                                                                       price per cwt


          $700                                                                                                                        $60.00
                                                                            $54.04

          $600
                                                                                                                $47.74                $50.00
                                                                                               $46.15
          $500
                                                                                 $480.9
                                                                                                     $330.0
                     $41.67                               $41.68
                                                                                                                      $211.4
          $400                                                                                                                        $40.00
                                          $32.94
                             $266.6
          $300
                                                                   $125.7
                                                                                                                                      $30.00
          $200
                                                                   $213.1
                                                                                     $166.8
                                                                                                    $153.0            $228.0
                                                $178.1
                              $148.0
          $100                                                                                                                        $20.00


            $0
                                                                                                                                      $10.00
                                                $-108.4
         $-100


         $-200                                                                                                                          $0.00
                     FY2002                                                                                     FY2007
                                         FY2003            FY2004           FY2005            FY2006


                                       Pork Processing Operating Profit
                                                                                              Average Live Hog Market Price
                                       Hog Production Operating Profit




4
INCREASING OUR FOCUS ON CONVENIENCE PRODUCTS




Although traditional products still account for most of our       LBS MM


                                                                3,000
pork segment’s packaged meats volume, sales of higher-
                                                                                                                                               964.9
                                                                2,250                                                       760.1
margin convenience items have grown significantly.                                                   691.3
                                                                                 582.2                                                         1,888.4
                                                                                                                            1,626.7
                                                                1,500
                                                                                 1,433.4
                                                                                                     1,590.0
                                                                 750


                                                                   0
                                                                         FY2004              FY2005              FY2006                FY2007

                                                                        Pork Segment - Packaged Meats Volume
                                                                                                                                    Convenience
                                                                                           Traditional




                                                                  LBS MM
Volume of traditional products increased by 455 million
                                                                1000
pounds over the past three years, while volume of convenience
                                                                                                                             382.7
                                                                 750
items grew by 383 million pounds over the same period.
                                                                 500
                                                                                                                             455.0
                                                                                                         177.9
                                                                 250              109.1
                                                                                                         193.3
                                                                                  156.6
                                                                   0
                                                                          FY2005              FY2006               FY2007
                                                                         vs FY2004          vs FY2004            vs FY2004

                                                                        Pork Segment - Packaged Meats Volume Growth
                                                                                                                                    Convenience
                                                                                           Traditional




This means that the volume of convenience products              30%

                                                                                                                                               26.9
has grown at a consistently higher rate than that of            24%


                                                                18%
traditional products.                                                                       18.7
                                                                                                                            16.1
                                                                12%
                                                                         10.9                                        10.0
                                                                 6%

                                                                                                   2.3
                                                                   0
                                                                                 FY2005                    FY2006                    FY2007
                                                                                vs FY2004                vs FY2005                 vs FY2006


                                                                        Pork Segment - Annual Volume Growth Rate [% Change]
                                                                                                                                    Convenience
                                                                                           Traditional




                                                                                                                                                         5
PENETRATING U.S. REGIONAL PACKAGED MEATS MARKETS




                                         Bacon                                 CENTRAL
                                                                              Lb. Share – 24%
                                                                                    Rank #1
                                                                             Distribution – 100%


                                                                                                                   NORTHEAST
                                                                                                                    Lb. Share – 13%
                                                                                                                         Rank #2
                                                                                                                   Distribution – 96%




                                                                                                       SOUTH
                      WEST                                                                           Lb. Share – 23%
                                                                                                          Rank #1
                   Lb. Share – 10%
                                                                                                    Distribution – 99%
                        Rank #4
                  Distribution – 83%




                       Smoked Meats                                            CENTRAL
                                                                              Lb. Share – 55%
                                                                                   Rank #1
                                                                             Distribution – 92%


                                                                                                                  NORTHEAST
                                                                                                                    Lb. Share – 54%
                                                                                                                         Rank #1
                                                                                                                   Distribution – 88%




                                                                                                       SOUTH
                      WEST                                                                           Lb. Share – 55%
                                                                                                          Rank #1
                   Lb. Share – 32%
                                                                                                    Distribution – 96%
                        Rank #1
                  Distribution – 96%




                                       Bacon Source: Nielsen Co. Avg acv 52 W/E 4/21/07 Smoked Meats Source: Fresh Look Marketing Avg distribution 52 W/E 4/29/07

6
SMITHFIELD UP CLOSE
From the acquisition of several leading U.S. brands to our
European expansion, we have continued to build upon the
leadership position Smithfield Foods enjoys in many areas
of our industry. In this section, we highlight our purchase of
the Butterball turkey brand, our growing opportunities in
packaged meats, our marketing partnership with celebrity cook
Paula Deen, and other key developments of the past year.
GROUPE SMITHFIELD JOINT VENTURE
                   EUROPE’S LARGEST IN PACKAGED MEATS

                   No stranger to the European market, Smithfield Foods upped the
                   ante considerably this past year. Building on existing positions
                   in France, Poland, and Romania, Smithfield teamed with Oaktree
                   Capital Management to acquire Sara Lee’s European Meats
                   business in August 2006. The 50/50 joint venture—Groupe
                   Smithfield, S.L.—also includes Smithfield’s established Group Jean
                   Caby subsidiary. With annual sales of $1.9 billion and 6,650
                   employees, Groupe Smithfield has emerged as Europe’s largest
                   packaged meats company.


                   Like other recent acquisitions made in the United States, the
                   Groupe Smithfield deal has allowed Smithfield Foods to add more
                   higher-margin, branded offerings to the company’s product mix.
                   The acquired brands are among the best known in Western Europe,
                   including France’s Aoste and Justin Bridou, The Netherlands’
                   Stegeman, and Portugal’s Nobre. A total of 25 plants produce dry
                   sausage, dry ham, cooked ham, cooked sausage, and a long list of
                   other products.


                   From its new headquarters in Paris, the Groupe Smithfield team
                   has been busy this past year integrating the company’s Jean Caby
                   and Groupe Aoste French operations and optimizing their
                   combined manufacturing platform. New products on the way
                   include a broader variety of low-salt and low-fat meats under the
                   Weight Watchers label. Finishing the year significantly ahead of its
                   original sales plan, the company has increased its targets for 2008.




                   Walk into the Boucherie Duret Dupont in Paris, and it’s a good bet that Monsieur Dupont will have a large
ABOUT THIS PHOTO
                   assortment of Aoste hams and other Aoste products on hand for customers who appreciate high-quality
                   meats. The Aoste brand originated in France, but it is also Groupe Smithfield’s leading brand in Belgium
                   and Germany.

                                                                                                                               9
RECENT ACQUISITIONS ADD STRENGTH
                   TO U.S. PACKAGED MEATS OFFERINGS

                   For supermarket shoppers in the Midwest, the Eckrich brand is
                   nearly synonymous with smoked sausages and breakfast links. The
                   market leader in nine states, its heritage dates back to 1894. It’s
                   also one of the latest additions to Smithfield Foods’ rapidly growing
                   packaged meats offerings. In October 2006, Smithfield acquired
                   Eckrich as well as the Armour, Margherita, and LunchMakers
                   brands from ConAgra Foods. Now operating under the banner of
                   Armour-Eckrich Meats LLC, the Naperville, Illinois-based company
                   boasts annual sales exceeding $1 billion. Precooked and other
                   convenience items account for approximately 90 percent of sales.


                   The acquisition supports Smithfield’s strategy of utilizing raw
                   materials internally and migrating to higher-margin, further-
                   processed products. For example, Smithfield acquired the Cook’s
                   ham business from ConAgra earlier in 2006. With annual sales of
                   approximately $330 million, Cook’s produces traditional and spiral-
                   sliced smoked bone-in hams, corned beef, and other smoked meat
                   items sold through supermarket chains and independent grocers.


                   Armour-Eckrich Meats has added approximately 600 million
                   pounds of packaged meats to Smithfield’s overall volume, with
                   large market shares in hot dogs, dinner sausages, and luncheon
                   meats. In fact, it contributed to a 20-percent increase in Smithfield’s
                   packaged meats volume during fiscal 2007. Since the acquisition,
                   Armour-Eckrich has focused on increasing distribution in existing
                   markets and introducing a number of premium items. Among
                   them, three new flavors of Eckrich Smoked Sausage—Chipotle,
                   Chorizo, and Baja Blend—hit store shelves in July 2007.




                   Mothers want the best for their children, so it’s no surprise that they have made the Eckrich and Armour
ABOUT THIS PHOTO
                   brands a popular supermarket selection for breakfast, a backyard barbecue, or the family dinner table.
                   Armour-Eckrich Meats distributes these and other brands that stand for flavor, high quality, and value
                   through the foodservice channel as well.

                                                                                                                              11
BUTTERBALL ACQUISITION CATAPULTS
                        SMITHFIELD TO TOP POULTRY RANKS

                        Mention Smithfield Foods, and it’s a good bet that the next words
                        out of the average person’s mouth will be “ham” or “pork.”
                        Smithfield is, indeed, the world’s largest pork processor. However,
                        the company also owns 49 percent of Butterball, LLC, the No. 1
                        U.S. turkey producer and processor with annual sales exceeding
                        $1 billion. Smithfield’s long-standing Carolina Turkeys joint venture
                        with Maxwell Farms, Inc., acquired the celebrated Butterball brand
                        in October 2006 from ConAgra Foods, and it adopted the Butterball
                        name in the process.


                        The acquisition has catapulted Smithfield to the top ranks of the
                        poultry industry and added a national brand with more than a half
                        century of brand equity to Smithfield’s packaged meats portfolio.
                        It also complements the company’s strengths in pork and beef.
                        Smithfield is the nation’s fifth-largest beef processor and, through
                        another joint venture, the world’s largest cattle feeder.


                        Beyond the whole birds that grace Thanksgiving dinners across the
                        country, Butterball’s seven U.S. plants produce a broad range of
                        retail, foodservice, and deli products for customers in 20 countries.
                        The company sells cooked turkey breasts, turkey sausages, ground
                        turkey, turkey bacon, and lunchmeat, to name just a few.


                        The Butterball brand continued to widen its lead in the market-
                        place during the past year, helped in part by the 5-percent increase
                        in sales of pre-packaged whole turkeys. The company also launched
                        an All Natural line of cooked deli breasts and introduced several
                        chicken varieties of Butterball lunchmeats.




                        For more than 50 years, Butterball turkeys have been a staple of Thanksgiving dinners such as the one being
     ABOUT THIS PHOTO
                        enjoyed by this Florida family. Moreover, Butterball is the only national poultry brand to offer a complete line
                        of premium turkey and chicken products for a variety of year-round meal occasions. A bit of trivia: The
                        Butterball name was originally chosen to characterize a new breed of broad-breasted white-feather turkeys.

12
NEW KINSTON PLANT PAVES THE WAY
                        FOR PACKAGED MEATS EXPANSION

                        Among Smithfield Foods’ current strategic goals, utilizing more
                        raw materials internally and migrating to higher-margin, further-
                        processed products top the list. The company has been busy
                        acquiring several leading packaged meats brands in the United
                        States and Europe over the past year for just this purpose. At the
                        same time, Smithfield has also been addressing capacity issues
                        among core brands to pave the way for their continued growth.


                        Nowhere is this more evident than in the new deli ham and sliced
                        lunchmeat plant that The Smithfield Packing Company opened in
                        Kinston, North Carolina, in 2006. The $100 million facility, dubbed
                        “K2” to distinguish it from the company’s other processing
                        operation across town, already produces 90 million pounds of
                        packaged meats annually for the retail, foodservice, and deli
                        channels. Products bearing the Smithfield and Gwaltney brands fill
                        departing tractor-trailers, as do popular regional brands such as
                        Lykes, Valleydale, and Esskay. With 238,000 square feet, K2 has the
                        capacity to produce up to 130 million pounds each year to serve
                        Smithfield Packing’s markets along the East Coast. Among its other
                        benefits, K2 has allowed Smithfield Packing to close two other
                        plants and manufacture their products far more efficiently.


                        The most automated ham processing plant in the world, K2 has
                        been built from the ground up to consume less water than
                        traditional plants. It also employs the latest in food safety
                        technology. For example, the Armor Inox Thermix™ system that
                        cooks and chills the hams virtually eliminates the need for workers
                        who monitor the process to touch products after raw meat is first
                        stuffed into casings.




                        Smithfield Packing Company’s K2 plant took 13 months to construct, and it employs approximately
     ABOUT THIS PHOTO
                        300 people. Among them, Gritzel Morales is busy inspecting Smithfield Virginia Brand half hams before
                        they undergo the pasteurization process. Built with a focus on enhanced food safety, K2 houses its seven
                        slicing lines in separate halls with dedicated drainage and air handling systems.

14
PAULA DEEN AND SMITHFIELD DEVELOP
                   WAYS OF PROMOTING THE FAMILY MEAL

                   Getting families to sit down to meals together on a regular basis
                   can be challenging these days, but Smithfield Foods has enlisted a
                   secret weapon on this front. Since September 2006, the company
                   has teamed with celebrity cook Paula Deen in a partnership that
                   includes community outreach efforts, personal appearances,
                   Web-based recipe and meal-preparation tips, and new products.


                   With her two shows on the Food Network, six cookbooks, and
                   Cooking with Paula Deen magazine, food lovers across the country
                   are familiar with the ubiquitous Deen and the Southern spell she
                   casts on her dishes. A longtime user of Smithfield products, she
                   hopes to make people feel more confident in selecting cuts of meat
                   that take less time to prepare, are easy to make, and are well-
                   balanced for family members.


                   Not surprisingly, studies by Iowa State University and other schools
                   have found that the family meal offers clear benefits. Along with
                   providing children with better nutrition, this time together allows
                   parents to teach table manners, social skills, family values, a sense
                   of community, and basic cooking skills.


                   In July, Smithfield launched a national Cable TV ad campaign
                   featuring Deen. The 30-second spots feature Deen telling consumers
                   about all the wonderful, easy-to-fix recipes using Smithfield
                   products that she has waiting for them at Smithfield.com. In the
                   first four TV spots running this summer, Paula entices viewers with
                   her delicious recipes for Smithfield Smoked Sausage, Marinated
                   Pork Tenderloin, Deli Thin Sliced Tub Lunchmeat, and Naturally
                   Hickory Smoked Bacon.




                   In her home kitchen in Savannah, Georgia, Paula Deen puts the finishing touches on a Smithfield spiral-
ABOUT THIS PHOTO
                   sliced half-ham. Her homemade glaze contains premium peanuts from The Peanut Shop of Williamsburg, part
                   of The Smithfield Specialty Foods Group. In January 2007, this Smithfield subsidiary launched a line
                   of sauces and seasonings under the Paula Deen brand.

                                                                                                                             17
SMITHFIELD’S CULINARY THINK TANK
                        PUTS INNOVATION ON THE MENU

                        How does a restaurant shave enough minutes off a dish’s
                        preparation time to add it to the menu? Ask Certified Master
                        Chef Michael Formichella. He was in his office at the Smithfield
                        Innovation Group (SIG) when a call came in from a representative
                        of Smithfield Foods’ national account team. One of its customers, a
                        large chain of casual dining restaurants, had a problem: It wanted
                        to serve a double-cut boneless pork loin chop wrapped in Apple-
                        Wood Smoke bacon, but the kitchen staff couldn’t find a way to
                        cook the dish quickly enough. Formichella dispatched a member
                        of his team, who analyzed the restaurant’s preparation techniques
                        and demonstrated a different way to sear the meat and hold it in
                        the oven. That shaved six minutes off its prep time—a lifetime in
                        the restaurant business—and the dish was added to the menu.


                        For SIG, challenges like this add up to business as usual. Since
                        its founding in 2003, this five-member culinary think tank has
                        provided virtually all of Smithfield’s independent operating
                        companies with solutions to specific customer needs as well as
                        offering new product ideas. Formichella, whose lengthy resumé
                        includes a stint as executive chef at a five-star restaurant, has
                        been with SIG since its inception. He took over the reins in 2006.


                        Among the past year’s successes, SIG helped the Smithfield
                        Specialty Foods Group leverage its relationship with celebrity
                        cook Paula Deen by developing a line of sauces and seasonings.
                        Introduced in January 2007, Paula Deen Collection Sauces &
                        Seasonings have been a big hit on the QVC home shopping
                        network and among catalog shoppers. A line of Simply Southern
                        heat-and-eat side dishes are on the way as well.




                        Chef Michael Formichella puts the entrepreneurial talents of the Smithfield Innovation Group to work on
     ABOUT THIS PHOTO
                        a year-round basis for the Smithfield Foods family of companies. He frequently hits the road to present
                        new dishes to retailers and restaurant chains and often hosts customers at the company’s test kitchen in
                        Buffalo Grove, Illinois.

18
CORPORATE SOCIAL RESPONSIBILITY
     TAKES MANY FORMS AT SMITHFIELD

     Thanks to Smithfield Foods’ John Morrell & Co. subsidiary, 25 needy
     high school seniors from Sioux Falls, South Dakota, have dually
     enrolled at a two-year school where they are pursuing their dreams
     of a post-secondary education. These students are the first to
     benefit from Learners to Leaders, a national educational alliance
     funded by the Smithfield-Luter Foundation. Made up of Smithfield’s
     independent operating companies and local education partners,
     Learners to Leaders wants to close the economic gap that keeps
     many high school students from obtaining further education.
     Participating students are typically the first generation in their
     families to continue beyond high school.


     Subsidiaries in Green Bay, Wisconsin, and Denison, Iowa, have
     since launched their own Learners to Leaders programs, with
     several more in the works. The Smithfield-Luter Foundation
     supports a number of other education programs as well, including
     the work of An Achievable Dream. This organization provides
     underprivileged children in the Newport News, Virginia, area (the
     student in the far right photo among them) with a solid education
     that prepares them for college. As sponsor of its 2006 high school
     graduating class, Smithfield has given more than 30 students each
     a merit scholarship worth $2,000 annually for four years of college.


     Smithfield has also made protecting the environment, ensuring
     worker safety, improving animal welfare, and other areas of
     corporate social responsibility a priority. For example, the company
     is helping fund the Ducks Unlimited Sound CARE initiative in
     North Carolina as part of the $2 million contributed annually for
     the state’s environmental enhancement grants. Begun in 2003,
     Sound CARE has conserved or restored some 10,000 acres of
     wetlands to date such as the Mattamuskeet National Wildlife
     Refuge (right). By joining the Chicago Climate Exchange (CCX) in
     February 2007, Smithfield has committed to cutting the company’s
     greenhouse gas emissions in the United States by a minimum of
     6 percent by 2010.


20
OUR ORGANIZATIONAL STRUCTURE



                        SMITHFIELD FOODS, INC.

                        Pork
                                Smithfield Packing Company, Inc.
                                           The Smithfield Specialty Foods Group

                                John Morrell & Co.
                                           Armour-Eckrich Meats LLC
                                           Curly’s Foods, Inc.
                                           Cumberland Gap Provision

                                Farmland Foods, Inc.
                                           Cook’s Hams, Inc.
                                Patrick Cudahy, Inc.
                                North Side Foods
                                Stefano Foods, Inc.
                                Smithfield RMH Foods, LLC
                                Smithfield Innovation Group


                        Beef
                                Smithfield Beef Group
                                Five Rivers Ranch Cattle Feeding LLC1



                        International
                                Europe
                                Animex (Poland)
                                Groupe Smithfield, S.L. (Europe)1
                                Smithfield PROD (Romania)
                                Smithfield Foods, Ltd. (U.K.)
                                Campofrio (Spain)2
                                Other
                                Maverick Food Co. Ltd. (China)1
                                Norson (Mexico)1



                        Hog Production
                                Murphy-Brown, LLC


                        Other
                                Butterball, LLC1
                       1 Joint venture
                       2 Smithfield Foods owns a 23% stake.
OUR FAMILY
     OF COMPANIES
A series of successful acquisitions completed largely over the
past decade have transformed Smithfield Foods into a global
food company with annual revenue approaching $12 billion.
Here is a breakdown of our fiscal 2007 sales by operating
segment: Pork (59%), Beef (19%), Hog Production (14%),
International (7%), and Other (1%).

Our operating companies and joint ventures maintain their
individual identities, but together they make Smithfield Foods
a leader in several key categories. The following pages provide
snapshots of these companies, including selected brands and
markets as well as highlights from the latest fiscal year.
HEADQUARTERS:
     Founded in 1936 by Joseph W. Luter and his son, Joseph W. Luter, Jr., The Smithfield Packing
                                                                                                                 Smithfield, VA
     Company today enjoys annual sales of more than $2.5 billion. Smithfield Packing’s primary
     lines of business include fresh pork, smoked meats, bacon, cooked hams, and hot dogs for                    PRESIDENT:
     retail, foodservice, and deli channels. The company exports products to more than 30                        Joseph W. Luter, IV
     countries. In addition to the Smithfield brand, its Gwaltney, Esskay, and Valleydale products
                                                                                                                 EMPLOYEES: 12,000
     are among the leaders in their respective markets. The Smithfield Specialty Foods Group
     is home of the Genuine Smithfield Ham, The Peanut Shop of Williamsburg, and other
     gourmet offerings.



     SUBSIDIARIES

     i Smithfield Specialty Foods Group (see profile on pg. 35)



     MAJOR BRANDS

     i Smithfield                                          i Smithfield Tender N Easy            i Smithfield Self Basting

     i Gwaltney                                            i Great                               i Esskay



     MAJOR MARKETS

     i United States                                       i South Korea                         i Russia
     i Japan                                               i Mexico                              i European Union

     i China                                               i Canada




24
www.smithfield.com


PROCESSING FACILITIES

                                                                                                 i Elon, NC
i Smithfield, VA                               i Wilson, NC
                                                                                                    Dry-cured hams
  Fresh pork, bacon, sausage                      Bacon

                                                                                                 i Portsmouth, VA
i Kinston, NC                                  i Tar Heel, NC
                                                                                                    Franks, lunchmeat
  Smoked hams, water-cooked hams                  Fresh pork


i Landover, MD                                 i Plant City, FL
  Smoked hams                                     Smoked hams, franks




FISCAL 2007 HIGHLIGHTS                                                  F

i Forged a marketing partnership with Paula Deen that has               i Opened the most modern, efficient cooked-ham plant in
   generated increased consumer awareness of the Smithfield                 the United States in Kinston, North Carolina, positioning
   brand and substantial interest among trade partners                      Smithfield as a leading provider of sliced and whole deli
                                                                            ham and turkey products for retail and foodservice
i Expanded retail distribution level of Smithfield bacon in                 channels
   core Eastern U.S. markets from 69 percent to 80 percent,
   according to ACNielsen                                               i Increased sales of Gwaltney-branded hot dogs by 3 percent
                                                                            over the previous year, securing Gwaltney’s position as the
i Experienced double-digit increases in deli and foodservice
                                                                            No. 1 brand of retail hot dogs in its core marketing area
   sales; precooked bacon volume jumped by more than
                                                                            and the No. 4 brand of hot dogs in the United States
   200 percent with launch of new capacity
                                                                        i Introduced the One Step Closer™ line of marinated stuffed
i Developed solid export business in European Union with
                                                                            pork in response to consumer demand for great-tasting,
   other Smithfield subsidiaries as well as external customers
                                                                            easy-to-prepare meals
i Installed CO2 stunning at its plants in Smithfield, Virginia,
   and Tar Heel, North Carolina




                                                                                                                                          25
OUR FAMILY OF COMPANIES




                                                                                                                            HEADQUARTERS:
          John Morrell & Co. was founded in England in 1827 and is the oldest continuously operating
                                                                                                                            Cincinnati, OH
          meat manufacturer in the United States. It enjoys annual sales of approximately $2 billion.
          Serving the retail, foodservice, and deli channels, John Morrell & Co.’s primary product lines                    PRESIDENT:
          include smoked sausages, hot dogs, natural smoked hams, bacon, deli meats, corned beef, and                       Joseph B. Sebring
          fresh pork products. The company sells products under the flagship John Morrell brand and
                                                                                                                            EMPLOYEES: 6,700
          more than a half-dozen others. Its celebrated Kretschmar brand offers a full line of German-
          style favorites for the service deli, including hams, turkey, cooked beef, sticks, and loaves.
          John Morrell & Co. is also one of the nation’s largest producers of private-label packaged meats.



          SUBSIDIARIES

          i Armour-Eckrich Meats LLC                     i Cumberland Gap Provision                        i Henry’s Hickory House
             (see profile on pg. 28)                        (see profile on pg. 29)

          i Mohawk Packing                               i Curly’s Foods Inc.
                                                            (see profile on pg. 29)


          MAJOR BRANDS

          i John Morrell                                 i Mosey’s Corned Beef                             i EZ Cut Hams

          i Kretschmar Deli                              i Rath Blackhawk                                  i Hunter



          MAJOR MARKETS

          i Midwest U.S.                                 i Northwest U.S.                                  i Eastern Asia

          i Northeast U.S.                               i Southwest U.S.




26
www.johnmorrell.com


PROCESSING FACILITIES

i Sioux Falls, SD                              i Great Bend, KS                                    i Cincinnati, OH
  Fresh pork, sausages, smoked meats             Fresh pork, smoked meats                              Hot dogs, sausages, lunchmeats

i Sioux City, IA                               i San Jose, CA
  Fresh pork                                     Corned beef, smoked meats




FISCAL 2007 HIGHLIGHTS                                                      S

i Restaged John Morrell brand with new logo and package                     i Gained more than 800 distribution points as a result of
   graphics, a new advertising and promotional campaign, and                    new retail offerings
   NFL quarterback Carson Palmer as brand spokesperson
                                                                            i Rolled out 13 cheeses for the service deli channel under
i Introduced several new retail products, including ham                         the Kretschmar brand
   and poultry cuts in resealable packages, cocktail smokies,
                                                                            i Launched Applewood naturally smoked bacon for
   resealable tub bacon, Bavarian branded boneless hams,
                                                                                foodservice customers
   quarter spiral bone-in hams, deli party trays, and cocktail
   party trays
                                                                            i Grew to the No. 1 brand of ham cuts in the United States
                                                                                and the No. 2 brand of cocktail links




                                                                                                                                          27
OUR FAMILY OF COMPANIES




                                                                                                                    www.armour-eckrich.com


                                                                                                                    HEADQUARTERS:
          Armour-Eckrich Meats LLC enjoys annual sales exceeding $1 billion, 90 percent from
                                                                                                                    Naperville, IL
          precooked and other convenience items for the retail, deli, and foodservice channels. Anchored
          by the venerable Eckrich and Armour brands, the company’s primary product lines include                   PRESIDENT:
          dry and smoked sausage, lunchmeat, precooked bacon, hot dogs, portable lunches, and deli                  Michael E. Brown
          products. Eckrich brand sausage is ranked No. 1 in sales in nine U.S. markets, with Armour a
                                                                                                                    EMPLOYEES: 3,600
          leading value brand in hot dogs. LunchMakers is the No. 2 portable lunch brand nationally.



          MAJOR BRANDS

          i Eckrich                        i Armour                          i Margherita


          MAJOR MARKETS

          i Central U.S.                   i Texas                           i Northeast U.S.


          PROCESSING FACILITIES

                                           i Peru, IN                        i Mason City, IA                     i Hastings, NE
          i St. Charles, IL
                                           i Junction City, KS               i St. James, MN                      i Lufkin, TX
          i Omaha, NE



          FISCAL 2007 HIGHLIGHTS

          i Developed Armour Sizzle & Serve frozen breakfast                 i Launched Eckrich Fried Favorites, among the industry’s
             links and patties                                                  first line of fried meat items for the deli case

          i Prepared three new Eckrich smoked sausage flavors for            i Upgraded the package graphics for Armour meatballs and
             summer 2007 launch: Chipotle, Chorizo, and Baja Blend              began work on a similar initiative for Armour hot dogs

          i Restaged Eckrich Ready Crisp precooked bacon with                i Created dedicated sales, marketing, operations, logistics,
             upgraded product quality and improved packaging                    and finance teams following 2006 acquisition by Smithfield




28
www.curlys.com               www.cumberlandgapprovision.com
HEADQUARTERS:                                                                                          HEADQUARTERS:
Edina, MN                                                                                              Middlesboro, KY

PRESIDENT:                                                                                             PRESIDENT:
John Pauley                                                                                            R.D. McGregor

EMPLOYEES: 700                                                                                         EMPLOYEES: 325




Established in 1988, Curly’s Foods, Inc. supplies leading       Cumberland Gap, the first great gateway to the West, is also
restaurant chains with raw and fully cooked ribs as well        home to great-tasting hams, sausages, and other specialty
as smoked pork, beef, and chicken entrees. The company’s        packaged meats smoked using 100-percent genuine hickory
retail offerings can be found at many club stores and           wood. Founded in 1979, the company makes the best-selling
supermarkets. At its plant in Sioux City, Iowa, an authentic    semi-boneless ham in the United States. It serves some of the
pit smoker gives Curly’s meats genuine, wood-smoked             nation’s largest supermarket chains with branded products
barbecue flavor.                                                and a substantial private-label business.


MAJOR BRANDS                                                    MAJOR BRANDS

                                                                                                  i Olde Kentucky
i Curly’s Foods                                                 i Cumberland Gap


MAJOR MARKETS                                                   MAJOR MARKETS

i United States                     i Taiwan                    i United States
i Mexico                            i Colombia


FISCAL 2007 HIGHLIGHTS                                          FISCAL 2007 HIGHLIGHTS

i Revenue increased 17 percent due mainly to growth in          i Sales rose by 6 percent due to success of semi-boneless
  retail sales and in the cooked beef foodservice category        ham and increased private-label business

i Introduced cooked carnitas and prime rib for foodser-         i Successfully completed transition to new order-entry
  vice customers and cold-smoked ribs for retailers               and billing system




                                                                                                                                29
HEADQUARTERS:
     Farmland Foods, Inc., derives the majority of its more than $2.2 billion in annual sales from
                                                                                                                   Kansas City, MO
     a broad selection of pork products for retail and foodservice customers. Its primary lines of
     business include fresh pork, case-ready pork, hams, bacon, fresh sausage, cooked sausage,                     PRESIDENT:
                                                                                                                   George Richter
     lunchmeat, dry sausage, and specialty sausage. Since its founding in 1959, Farmland Foods has
     maintained a proud heritage of working side by side with American farm families. Smithfield                   EMPLOYEES: 6,500
     Foods acquired the company in 2003. Farmland Foods has a large and growing international
     business, exporting products to more than 60 countries across six continents. Its Carando Foods
     subsidiary is one of the largest suppliers of Italian deli and specialty meats in the United States.



     SUBSIDIARIES

     i Carando Foods                                i Cook’s Hams, Inc. (see profile on pg. 32)



     MAJOR BRANDS

     i Farmland                                     i Carando                                        i Cook’s



     MAJOR MARKETS                                  S                                                S

     i United States                                i China                                          i Canada

     i Japan                                        i Europe                                         i Taiwan

     i Mexico                                       i South Korea                                    i Australia

     i Russia




30
www.farmlandfoods.com
                                                                                                                 www.carando.com


PROCESSING FACILITIES

i Crete, NE                                  i Wichita, KS                                      i New Riegel, OH
  Fresh pork, hams, bacon, sausage              Smoked sausage, hot dogs, lunchmeat                Bone-in hams, spiral hams

i Denison, IA                                i Carroll, IA                                      i Salt Lake City, UT
  Fresh pork, hams, bacon                       Cook-in-bag products                               Case-ready fresh pork


i Monmouth, IL                               i Springfield, MA
  Fresh pork, hams, bacon                       Dry sausage and specialty sausage




FISCAL 2007 HIGHLIGHTS

i Worked with Murphy-Brown to develop a new herd of                     i Moved corporate office to a new location with state-of-the-
  vegetarian-fed, antibiotic-free animals for Farmland                     art R&D and test kitchen facilities
                                                                        GI
  Simply Natural brand
                                                                        i Brought new CO2 stunning facility online in Denison, Iowa,
i Launched 15 Farmland Simply Natural and 13 Farmland                      improving animal welfare and enhancing pork quality
  All Natural products in January 2007
                                                                        i Received European Union certification to begin exporting
i Secured a contract as the exclusive supplier of pork to                  products from Crete, Nebraska, plant
  Sodexho, with annual volume estimated at 36 million
                                                                        i Exceeded third-year objectives as part of a six-year plan to
  pounds
                                                                           utilize all hams and bellies internally
i Opened new distribution center in Crete, Nebraska, in
                                                                        i Continued work on modernizing manufacturing facilities
  July 2007
                                                                           across the company




                                                                                                                                         31
OUR FAMILY OF COMPANIES




                                             www.CooksHam.com         www.emberfarms.com
          HEADQUARTERS:                                                                                  HEADQUARTERS:
          Lincoln, NE                                                                                    Arnold, PA

          GENERAL MANAGER:                                                                               PRESIDENT:
          Mark Meiners                                                                                   Robert G. Hofmann, II

          EMPLOYEES: 1,300                                                                               EMPLOYEES: 325




          The acquisition of Cook’s Hams, Inc., in 2006 brought       North Side Foods has been making great-tasting meats for
          another producer of high-quality packaged meats under the   nearly a century. Today, the company’s plants in Arnold,
          Smithfield umbrella. Cook’s offers traditional and spiral   Pennsylvania, and Cumming, Georgia, specialize in
          sliced bone-in hams, other smoked meats, and corned beef    precooked pork and turkey sausage patties, links, and
          primarily for supermarket chains and independent grocers.   crumbles for the foodservice industry. The first provider of
          The company operates plants in Lincoln, Nebraska; Martin    fully cooked sausage to McDonald’s Corporation, North Side
          City, Missouri; and Grayson, Kentucky.                      Foods remains one of its major suppliers.


                                                                      MAJOR BRANDS
          MAJOR BRANDS

                                                                      i Ember Farms
          i Cook’s


          MAJOR MARKETS                                               MAJOR MARKETS
                MAR

                                                                      i Eastern U.S.           i Midwest/Western U.S.    i Canada
          i United States         i Canada                i Mexico


          FISCAL 2007 HIGHLIGHTS                                      FISCAL 2007 HIGHLIGHTS

          i Launched exact-weight boneless ham items and              i Completed plant expansion in Georgia, increasing the
            quartered spiral-sliced ham                                 company’s production capacity by 33 percent

          i Increased market share of value-added ham products        i Broadened market reach into Canada with the addition
            by broadening retail customer base                          of a major quick-serve account




32
www.stefanofoods.com       www.rmhfoods.com
HEADQUARTERS:                                                                                    HEADQUARTERS:
Charlotte, NC                                                                                    Morton, IL

PRESIDENT:                                                                                       PRESIDENT:
Enrico Piraino                                                                                   Jonathan Rocke

EMPLOYEES: 95                                                                                    EMPLOYEES: 120




From its roots as an Italian delicatessen and pizzeria,         Smithfield/RMH Foods Group produces more than 150
Stefano Foods today produces ready-to-eat and ready-to-cook     varieties of fully cooked beef, pork, and chicken entrees at
entrees, appetizers, and snacks at its two plants in            its two plants in Morton, Illinois. The company provides
Charlotte, North Carolina. The company’s pizzas, calzones,      branded and private-label offerings for retail customers and
panini, and other convenience items are a popular choice        also serves the deli and foodservice channels. With roots
in the deli section of grocery stores. Its products are also    dating back to 1937, RMH has long specialized in high-
sold through foodservice and fundraising channels.              quality, value-added meat products.


MAJOR BRANDS                                                    MAJOR BRANDS

                       i Rip-n-Dip             i Party Dipper
i Stefano’s                                                     i Smithfield           i Quick-N-Easy             i Flavoré


      MARKETS                                                   MAJOR MARKETS
MAJOR MAR

                                                                i United States
i United States        i Canada                i Mexico


FISCAL 2007 HIGHLIGHTS                                          FISCAL 2007 HIGHLIGHTS

i Increased sales by more than 45 percent, with                 i Enjoyed 17-percent sales growth driven in part by the
  retail and fundraising providing the greatest gains             Quick-N-Easy brand’s expansion into club stores

i Tripled grilled panini sales, mostly through the              i Launched a three-item heat-and-serve appetizer tray
  retail channel                                                  under the Smithfield and Quick-N-Easy brands




                                                                                                                               33
OUR FAMILY OF COMPANIES




                                                                                                                       www.patrickcudahy.com
                                                                                                                       www.814americas.com


                                                                                                                       HEADQUARTERS:
          Founded in 1888 in Milwaukee, Wisconsin, Patrick Cudahy specializes in high-quality, branded
                                                                                                                       Cudahy, WI
          packaged meats for the foodservice, deli, and retail channels. Primary lines of business include
          precooked and traditional bacon, dry sausage, ham, and sliced meats. Patrick Cudahy is among                 PRESIDENT:
          the top three U.S. producers of precooked bacon. The company has long been identified with                   William G. Otis
          Sweet Apple-Wood Smoke Flavor®, one of its most popular bacon varieties. In 2005, Patrick
                                                                                                                       EMPLOYEES: 2,300
          Cudahy purchased 814 Americas as part of its expansion into the fast-growing Hispanic market.



          MAJOR BRANDS

          i Patrick Cudahy           i Realean                   i La Abuelita                  i Riojano                  i Pavone
          i Higüeral                 i El Miño


          MAJOR MARKETS

          i United States            i Mexico                    i Canada                       i Caribbean                i Japan


          PROCESSING FACILITIES
          P

          i Cudahy, WI               i Sioux Center, IA          i Elizabeth, NJ


          FISCAL 2007 HIGHLIGHTS                                                     S

          i Enjoyed 10-percent volume growth for premium dry                       i Expanded capacity for precooked bacon in Sioux Center,
            sausage and specialty Italian deli products                              Iowa, to support rapid category growth

          i Increased volume and revenue by 15 percent in the                      i Focused on improving productivity across all operations to
            Hispanic foods segment; expanded distribution and product                keep core Patrick Cudahy business competitive; improved
            introductions drove strong performance across all brands at              line efficiencies by 20 percent
            814 Americas




34
www.smithfieldinnovationgroup.com   www.thepeanutshop.com
HEADQUARTERS:                                                                                            HEADQUARTERS:
Buffalo Grove, IL                                                    www.smithfieldhams.com              Toano, VA
                                                                     www.smithfieldcollection.com
SENIOR VP & COO:                                                                                         VP & GENERAL MANAGER:
Michael Formichella CMC                                                                                  Wm. W. “Pete” Booker, III

EMPLOYEES: 5                                                                                             EMPLOYEES: 30




Founded in 2003, the Smithfield Innovation Group is a                The Smithfield Specialty Foods Group is the gourmet products
culinary think tank that develops new food product ideas             division of Smithfield Foods. Home of The Peanut Shop of
for the Smithfield Foods family of companies. Chef Michael           Williamsburg and Genuine Smithfield Ham, it sells dozens
Formichella and his team capitalize on emerging trends               of high-quality nuts, meats, desserts, and dressings. These
in foodservice, retail, and deli. As a result, they create           products are popular choices for gifts and incentives, and they
solutions that set Smithfield companies apart from the               are available through the company’s catalogs, Web sites, and
competition and address unique customer needs.                       four retail locations in Virginia, Georgia, and South Carolina.


KEY CAPABILITIES                                                     MAJOR BRANDS

                                                                                                           i Paula Deen Collection
i Developing original, cost-effective menu solutions                 i The Peanut Shop of Williamsburg
                                                                                                           i Basse’s Choice
                                                                     i Genuine Smithfield Ham
i Providing culinary expertise specific to each customer’s needs

i Assessing the operational needs of foodservice operators as they   MAJOR MARKETS
  relate to time, space, and labor
                                                                     i United States


FISCAL 2007 HIGHLIGHTS                                               FISCAL 2007 HIGHLIGHTS

i Created marinated meats and 40-ounce dinner kits for               i Posted double-digit sales growth, in part through
   club stores as well as rubbed loins for grocery stores              broader catalog distribution and strategic partnerships

i Developed 10 Paula Deen sauces for QVC and specialty               i Introduced Paula Deen Collection Sauces & Seasonings
   stores and stuffed beef filets for a large retailer                 through The Peanut Shop of Williamsburg




                                                                                                                                       35
OUR FAMILY OF COMPANIES




                                                                                                                        HEADQUARTERS:
          The fifth-largest beef processor in the United States, the Smithfield Beef Group specializes in high-
                                                                                                                        Green Bay, WI
          quality USDA Prime and Choice beef. It processes more than 2 million head of cattle each year for
          annual sales exceeding $2.5 billion. Smithfield Beef Group provides fresh beef in sub-primal and              PRESIDENT:
          case-ready packaging for both the retail and foodservice industries. Specialty brands include                 Richard V. Vesta
          Cedar River Farms Natural, which comes from cattle raised without the use of growth-promoting
                                                                                                                        EMPLOYEES: 5,600
          hormones. In addition to a strong domestic base of customers, Smithfield Beef Group exports to
          more than 20 countries. The Smithfield Beef Group was created following Smithfield Foods’ 2001
          acquisitions of Packerland Holdings and Moyer Packing Company.



          SUBSIDIARIES

          i Packerland Packing Company, Inc.             i Sun Land Beef Company                        i Packerland Transport, Inc.

          i Packerland–Plainwell, Inc.                   i Moyer Packing Company                        i Cattle Production Systems, Inc.



          MAJOR BRANDS

          i Smithfield                                   i Aberdeen Farms Black Angus                   i Packerland

          i Cedar River Farms Natural                    i Showcase Foods



          MAJOR MARKETS

          i United States                                i Mexico                                       i Canada

          i Japan




36
www.sfbeef.com


PROCESSING FACILITIES

i Green Bay, WI                                i Plainwell, MI                                    i Souderton, PA
  Sub-primal cuts, ground beef chubs             Sub-primal cuts, ground beef chubs,                Sub-primal cuts, ground beef chubs,
                                                 case-ready ground beef                              case-ready ground beef, patties
i Tolleson, AZ
  Sub-primal cuts




FISCAL 2007 HIGHLIGHTS                                                    S

i Increased volumes by 11 percent on a year-over-year basis               i Returned beef processing to profitability in spite of
  due to growth in foodservice and retail customer base                       challenging industry conditions

i Re-entered Japanese and Korean markets successfully                     i Repositioned all processing facilities under the Smithfield
  following end of ban on U.S. beef                                           Beef Group banner

i Launched the Aberdeen Farms Black Angus brand                           i Increased efficiencies at the Tolleson, Arizona, facility
  successfully                                                                through major reconfiguration of the harvest area

i Expanded high energy fed Holstein capabilities through                  i Established a strategic alliance to be the exclusive
  additional strategic alliances with calf feeders                            producer of Premium Gold Angus Beef




                                                                                                                                          37
OUR FAMILY OF COMPANIES




                                                                                                                       www.fiveriverscattle.com


                                                                                                                       HEADQUARTERS:
          Formed in 2005, Five Rivers Ranch Cattle Feeding LLC is an independently operated joint
                                                                                                                       Loveland, CO
          venture between the cattle feeding businesses of ContiGroup Companies, Inc., and Smithfield
          Foods, Inc. Five Rivers, the world’s largest cattle feeder, has a combined feeding capacity of               PRESIDENT & CEO:
          more than 800,000 head of cattle. It has 10 locations in Colorado, Idaho, Kansas, Oklahoma,                  Mike Thoren
          and Texas. From one-load and hobby cattle feeders to large-scale beef processors, Five Rivers
                                                                                                                       EMPLOYEES: 575
          provides exceptional service to a variety of cattle-feeding customers.



          COLORADO

          i Colorado Beef                    i Gilcrest Feedlot                    i Kuner Feedlot                  i Yuma Feedlot


          IDAHO

          i Interstate Feedlot


          KANSAS

          i Grant County Feeders


          OKLAHOMA

          i Cimarron Feeders


          TEXAS DS

                                             i Hartley Feeders                     i XIT Feeders
          i Coronado Feeders



          FISCAL 2007 HIGHLIGHTS

          i Instituted an aggressive management recruitment and                    i Completed several significant capital improvements focused
             development program                                                     on improving energy and milling efficiencies

                                                                                   i Provided existing and new customers with cattle for value-
          i Dedicated substantial capital to ensuring sustainable
            environmental compliance at multiple locations                           added and branded beef programs




38
www.murphybrownllc.com


                                                                                                                HEADQUARTERS:
Murphy-Brown, LLC, is the world’s largest hog producer and a key part of Smithfield Foods’
                                                                                                                Warsaw, NC
vertical integration strategy. The company was established in 2001 following the acquisitions
of Brown’s of Carolina, Carroll’s Foods, Murphy Family Farms, and Circle Four Farms. Murphy-                    PRESIDENT:
Brown owns approximately 1 million sows, with 85 percent based in the United States. Its U.S.                   Jerry Godwin
operations bring nearly 13 million hogs to market annually. Murphy-Brown International
                                                                                                                EMPLOYEES: 5,700
produces more than 2 million additional hogs each year. The company’s Smithfield Premium
Genetics subsidiary is charged with improving swine genetics throughout the organization.



MURPHY-BROWN EAST                   250 company-owned farms and approximately 1,200 contract producer farms

i North Carolina                    i Pennsylvania                       i South Carolina                     i Virginia


MURPHY-BROWN WEST                   50 company-owned farms and approximately 500 contract producer farms

i Colorado                          i Iowa                               i Oklahoma                           i Texas
         Illinois i   Illinois        Missouri                             South Dakota                         Utah
Ci
i Illinois                          i Missouri                           i South Dakota                       i Utah
  Iowa                                Oklahoma                             Texas



MURPHY-BROWN INTERNATIONAL
MAJOR BRANDS

i Mexico: Norson                                                         i Poland: Agri Plus
i Mexico: Granjas Carroll de Mexico (GCM)                                i Romania: Smithfield Ferme



FISCAL 2007 HIGHLIGHTS

                                                                         i Established team to manage transition of sows from
i Expanded farming operations in Mexico and began
                                                                            individual gestation crates to group housing
   increasing Circle Four Farms sow herd in Utah

                                                                         i Partnered with North Carolina energy provider to promote
i Continued dramatic growth in Europe, expanding farms
                                                                            legislation that would offer incentives to hog farms that
   in Poland and Romania by 16,000 and 24,000 sows,
                                                                            produce electricity from renewable sources
   respectively

                                                                         i Completed implementation of Animal Welfare Management
i Completed construction of a feed mill in Romania and
                                                                            System at Murphy-Brown West
   began construction of a second




                                                                                                                                         39
HEADQUARTERS:
     Butterball, LLC, is the largest U.S. turkey producer, with annual sales exceeding $1.2 billion.
                                                                                                                     Mount Olive, NC
     Smithfield Foods owns 49 percent of the company, a joint venture with Maxwell Farms, Inc.,
     of Goldsboro, North Carolina. Formerly Carolina Turkeys, the company adopted the Butterball                     CEO:
     name in acquiring the brand in October 2006. The celebrated Butterball name is the most widely                  Keith Shoemaker
     recognized brand in the turkey industry and carries more than a half-century of brand equity.
                                                                                                                     EMPLOYEES: 5,700
     Primary lines of business include whole turkeys and parts, cooked turkey breasts, turkey
     sausages, ground turkey, lunchmeat and fresh tray pack, bone-in and boneless turkey. Available
     through retail, deli, and foodservice channels, Butterball products are sold in 20 countries.



     MAJOR BRANDS

     i Butterball                                   i Carolina Turkey



     MAJOR MARKETS

     i United States                                i Costa Rica                                     i The Bahamas

     i Mexico                                       i Panama                                         i Dominican Republic

     i China                                        i Guatemala                                      i Russia

     i Bermuda                                      i Puerto Rico




40
www.butterball.com


PROCESSING FACILITIES

i Mount Olive, NC                                  i Carthage, MO                                           i Longmont, CO
  Cooked deli breasts, pre-packaged fresh tray       Pre-packaged fresh tray pack turkey, raw bulk turkey     Pre-packaged sliced turkey, cooked deli
  pack turkey, ready-to-eat frozen breasts,                                                                   breasts, raw meats, hot dogs
                                                   i Jonesboro, AR
  turkey medallions, pre-packaged frozen
                                                                                                            i Huntsville, AR
                                                     Cooked deli breasts
  turkey breasts, raw turkey breasts
                                                                                                              Pre-packaged fresh, frozen, and cooked
i Kinston, NC                                      i Ozark, AR                                                whole turkeys, pre-packaged bone-in tray
  Sliced turkey products (bulk and pre-packaged)     Pre-packaged fresh and frozen whole turkeys               pack turkey products




FISCAL 2007 HIGHLIGHTS                                                         S

i Increased sales of Butterball pre-packaged whole turkeys                     i Broadened foodservice national account distribution with
  by 5 percent                                                                     addition of several national restaurant chains

i Widened market-leading Butterball brand share while                          i Began selling turkey medallions to a major food
  category sales declined 3 percent                                                manufacturer for a new line of consumer branded products

i Introduced All Natural line of cooked deli breasts                           i Realized double-digit international value-added sales by
                                                                                   introducing branded items into five new markets
i Expanded distribution of Butterball lunchmeats with
                                                                               i Enhanced U.S. deli distribution with addition of several
  introduction of chicken varieties
                                                                                   major grocery retailers




                                                                                                                                                         41
OUR FAMILY OF COMPANIES




                                                                                                                     HEADQUARTERS:
          Groupe Smithfield is the home of Aoste, Jean Caby, Stegeman, Nobre, and many
                                                                                                                     Paris, France
          of Western Europe’s other most popular branded packaged meats. Its annual sales total
          $1.9 billion. Smithfield Foods owns 50 percent of this joint venture with Oaktree Capital                  PRESIDENT:
          Management, LLC. The company was formed in 2006 through the combination of Smithfield’s                    Robert A. Sharpe II
          Groupe Jean Caby subsidiary and the former Sara Lee European Meats business. Primary
                                                                                                                     EMPLOYEES: 6,650
          product lines include dry sausage, dry ham, cooked ham, cooked sausage, poultry, pâté, hot
          dogs, and ready-to-eat meals. Groupe Smithfield serves Europe’s modern and traditional retail
          trade as well as a large and growing number of foodservice customers.



          SUBSIDIARIES

          i Nobre                                       i Groupe Aoste                                 i Aoste SB Germany

          i Imperial                                    i Stegeman



          MAJOR BRANDS

          i Aoste                                       i Stegeman                                     i Jean Caby

          i Cochonou                                    i Marcassou

          i Justin Bridou                               i Nobre



          MAJOR MARKETS

          i France                                      i Luxembourg                                   i U.K.

          i Belgium                                     i Portugal

          i The Netherlands                             i Germany




42
www.aoste.de
                                                                                                               www.imperial.be
                                                                                                               www.nobre.pt


PROCESSING FACILITIES

                                              i Belgium
i Portugal
                                                 Cooked ham, dry ham
  Cooked ham, dry ham, sausage, salami,
  ready meals
                                              i France
i The Netherlands                                Dry ham, dry sausage, cooked ham,
  Cooked ham, dry ham                            cocktail sausage




FISCAL 2007 HIGHLIGHTS                                                   S

i Finished the year significantly ahead of plan, leading to              i Launched initiative to reposition Jean Caby and Aoste
  increased sales targets for fiscal 2008                                    products for the high end of the private-label market

i Reaped operational efficiencies through the merger of                  i Developed plan to improve margins by optimizing the
  Jean Caby and Aoste in France                                              manufacturing platform for the French companies

i Struck an agreement with McDonald’s for the production                 i Increased budget for marketing and advertising by
  of a salad                                                                 35 percent to revamp brands and develop new products

i Agreed with Weight Watchers to increase product range                  i Began producing sandwiches for a top-quality bakery chain
  of new low-fat and low-salt varieties from 12 to 20




                                                                                                                                       43
OUR FAMILY OF COMPANIES




                                                                                                                     www.animex.pl


                                                                                                                     HEADQUARTERS:
          Animex is Poland’s largest producer of fresh and packaged meats and home of the prized
                                                                                                                     Warsaw, Poland
          Krakus ham. With annual sales of approximately $775 million, its primary lines of business
          include fresh pork, beef, and poultry as well as smoked and cooked hams, sausages, hot dogs,               PRESIDENT:
          bacon, canned meats, and pâtés. Animex products are available in more than 50 countries at                 Darek Nowakowski
          retail and through foodservice channels. Smithfield Foods acquired a controlling stake in the
                                                                                                                     EMPLOYEES: 8,750
          company in 1999.



          MAJOR BRANDS

          i Krakus                   i Morliny                     i Mazury                 i Yano


          MAJOR MARKETS

          i Poland                   i European Union              i Japan

          i United States            i South Korea


          PROCESSING FACILITIES

          i Szczecin            i Morliny               i Opole               i Ilawa                i Zamosc               i Krakow
          i Elk                 i Starachowice          i Debica              i Suwalki              i Grodkow



          FISCAL 2007 HIGHLIGHTS

                                                                              i Began selling fresh pork to the Japanese market
          i Introduced the Yano brand in Poland with cooked hams,
            sausages, hot dogs, and other value-priced products
                                                                              i Enjoyed 45-percent U.K. volume growth, mainly through
                                                                                 new line of convenience poultry products and introduction
          i Increased export volumes by 30 percent, largely due
                                                                                 of packaged meats in Tesco stores
            to increased sales in the European Union and Far East




44
www.smithfieldfoods.ro


                                                                                                            HEADQUARTERS:
Smithfield Foods entered the Romanian meat products market in 2004 by acquiring Agrotorvis.
                                                                                                            Timisoara, Romania
Smithfield PROD’s annual sales have since grown to more than $60 million. Romania’s European
Union accession in 2007 positions the company to play a key role in Smithfield’s expansion                  PRESIDENT & CEO:
strategy on the continent. Its primary product line is fresh pork, principally for retail customers.        Morten Jensen
Smithfield PROD also owns a 50-percent stake in food distributor Agroalim and cold storage
                                                                                                            EMPLOYEES: 430
warehouse company Frigorifer.



MAJOR BRANDS

i Comtim


MAJOR MARKETS

i Romania


PROCESSING FACILITIES

i Timisoara                        i Tulcea


FISCAL 2007 HIGHLIGHTS                                                 S

i Opened refurbished pork processing plant in Timisoara                i Built state-of-the-art rendering and wastewater treatment
                                                                           facilities for Timisoara plant
i Doubled sales of fresh pork due largely to expansion of
    Smithfield Ferme hog production operations                         i Invested in Frigorifer vegetable packing plant, funded in
                                                                           part by the European Union
i Began distribution of fresh pork cuts to retail trade
                                                                       i Invested in Frigorifer warehouse expansion
F




                                                                                                                                     45
smithfield food  Our Family of Companies 2007
smithfield food  Our Family of Companies 2007
smithfield food  Our Family of Companies 2007
smithfield food  Our Family of Companies 2007
smithfield food  Our Family of Companies 2007
smithfield food  Our Family of Companies 2007
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smithfield food Our Family of Companies 2007

  • 1. O U R CO M PA N Y 2 0 07
  • 2. TABLE OF CONTENTS EXECUTIVE MESSAGE 2 PERFORMANCE CHARTS 4 SMITHFIELD UP CLOSE 7 OUR FAMILY OF COMPANIES 23 FINANCIALS 46 MANAGEMENT BOARD, CORPORATE OFFICERS, DIRECTORS 49 CORPORATE INFORMATION 50 FINANCIAL HIGHLIGHTS Fiscal Years Ended (in millions, except per share data) April 29, 2007 April 30, 2006 May 1, 2005 Sales $ 11,911.1 $ 11,403.6 $ 11,248.4 Income from continuing operations 188.4 185.2 300.7 Net income 166.8 172.7 296.2 Income from continuing operations per diluted share 1.68 1.65 2.68 Net income per diluted share 1.49 1.54 2.64 Weighted average diluted shares outstanding 111.9 112.0 112.3 Additional Information Capital expenditures $ 477.7 $ 381.6 $ 193.2 Depreciation expense 219.3 200.1 187.0 Working capital 1,372.5 1,161.3 1,421.2 1 Total debt 3,092.9 2,558.3 2,274.7 Shareholders’ equity 2,240.8 2,028.2 1,901.4 2 Total debt to total capitalization 58.0% 55.8% 54.5% 1 Total debt is equal to notes payable and long-term debt and capital lease obligations including current portion. 2 Computed using total debt divided by total debt and shareholders’ equity.
  • 3. With sales approaching $12 billion in fiscal 2007, Smithfield Foods is the world’s #1 hog producer and #1 pork processor. In the United States, our market shares also make us the… #1 turkey processor #1 spiral hams producer #1 cattle feeder #1 smoked pork chops producer #1 bacon producer #1 poultry hot dogs producer #1 smoked ham producer #1 deli salami producer A LEADER IN BRANDED PACKAGED MEATS Smithfield Foods packaged meats are among the most trusted and sought-after. From national brands and regional powerhouses in the United States to some of the best-known European brands, here are just a few that are prized by retail, foodservice, and deli customers alike. Æ
  • 4. MAP OF OPERATIONS Smithfield Foods now has operations in 13 countries through wholly owned subsidiaries and joint ventures. UNITED STATES MEXICO
  • 5. BELGIUM FRANCE GERMANY ITALY POLAND PORTUGAL ROMANIA SPAIN THE NETHERLANDS UNITED KINGDOM Wholly owned Smithfield Foods operations as well as the Butterball, LLC, and Five Rivers Ranch Cattle Feeding LLC joint ventures in the United States. CHINA Our presence in these countries is through a 50% ownership stake in Groupe Smithfield. Smithfield owns a 23% stake in Campofrio. Our presence in China and Mexico is through a 50% ownership stake in joint ventures.
  • 6. EXECUTIVE MESSAGE To Our Stakeholders: Smithfield Foods reported income from continuing operations for fiscal 2007 of $188.4 million, or $1.68 per diluted share, versus $185.2 million, or $1.65 per diluted share, last year. Sales were $11.9 billion, compared to $11.4 billion in the prior year. Considering the negative impact of increased grain prices on all of our live production operations, I am very pleased with the results, particularly in the international and pork segments. In fiscal 2007, Smithfield broadened and strengthened its base through acquisitions that were immediately accretive to earnings. We are reshaping the company through integrating these acquisitions and executing a strategy to realign and rationalize our manufacturing capacities. o Through a 50/50 joint venture with Oaktree Capital Management, we acquired Sara Lee’s European Meats business. This is a strong, branded $1.5 billion business with large positions in France, Portugal, the Netherlands, and Germany. We have merged our Groupe Jean Caby assets with the acquired French operations, and the new company, Groupe Smithfield, is the largest packaged meats producer in Europe. o In acquiring the branded meats business of ConAgra Foods, Inc., we increased the volume of our core packaged meats operations in the United States by 20 percent. This is a $1 billion business with well-known brands such as Armour and Eckrich, with large shares in key product categories such as precooked bacon, smoked sausage, and dry sausage. o We acquired ConAgra’s Butterball turkey business through a 49-percent-owned joint venture with Maxwell Farms. The combination of Butterball and Carolina Turkeys, owned by the joint venture, was renamed Butterball, LLC, and is now the largest U.S. turkey producer, with sales of more than $1 billion. o A week after the closing of fiscal year 2007, we completed the acquisition of Premium Standard Farms, a vertically integrated provider of pork products. This enabled Smithfield to capitalize on our vertically integrated model and expand our share in hog production to 17 percent from 14 percent. The merger increased our share in pork processing to 31 percent from 26 percent. Europe represents significant potential for Smithfield, and we continue our focus on building a solid pan-European business. The Sara Lee European Meats acquisition has provided the vehicle to pursue broad, branded distribution in Western Europe. Simultaneously, our long-term strategy is to build vertically integrated and low-cost production in Eastern Europe. In Poland, we have become the largest hog producer and pork processor and will use vertical integration to expand the business. After years of investment, we have achieved solid profitability. In total, we plan to invest up to $1 billion in Romania by 2010 through company-owned and contract grower agreements to revitalize the pork industry and develop a fully-integrated business model and infrastructure. 2
  • 7. This year, we successfully reopened a mothballed pork processing plant that we acquired, and we will continue to ramp up production there. Domestically, Smithfield continues to evaluate manufacturing operations to drive out significant costs and become a low-cost, highly efficient producer. We plan additional changes to realign capacity while we maintain our focus on utilizing our raw materials internally and eliminating low-margin business. Our strategy is to invest in new technology and processes to enable our packaged meats business to become a much stronger component of our profits. This year our commitment to corporate social responsibility remained an integral component of our business strategy. Consequently, Fortune prominently ranked Smithfield on its annual list of America’s Most Admired Companies for the fifth consecutive year and ranked our company first among beef and pork producers. USA Today recently listed the top-performing stocks over the past 25 years, and it was gratifying to see Smithfield listed as number 21, just behind Berkshire Hathaway, with a stock appreciation of 19,414 percent. As always, we thank our employees, customers, and suppliers for making this possible. Paul J. Fribourg, chairman, president, and chief executive officer of ContiGroup Companies, Inc., which owned 39 percent of Premium Standard Farms’ shares, has been elected a member of Smithfield’s board of directors. In addition, Michael J. Zimmerman, executive vice president and chief financial officer of ContiGroup, has been appointed an advisory director. They will be valuable additions to the board. Looking forward, in spite of the anticipated increase in grain costs, I am very optimistic about the future. Grain prices, as well as increases in freight and energy costs, are impacting our operations. However, we are focusing on realigning our product mix and directing our efforts in packaged meats toward our strong regional brands, as well as driving out inefficiencies. All of this bodes well for Smithfield Foods. C. Larry Pope President and Chief Executive Officer June 15, 2007 3
  • 8. REAPING THE BENEFITS OF VERTICAL INTEGRATION Smithfield Foods embarked on a vertical integration strategy in 1987 but ramped up the effort significantly in 1999. Our participation in both hog production and pork processing has provided a steady supply of high-quality raw materials. It has also resulted in more consistent earnings and cash flow. operating profit in millions price per cwt $700 $60.00 $54.04 $600 $47.74 $50.00 $46.15 $500 $480.9 $330.0 $41.67 $41.68 $211.4 $400 $40.00 $32.94 $266.6 $300 $125.7 $30.00 $200 $213.1 $166.8 $153.0 $228.0 $178.1 $148.0 $100 $20.00 $0 $10.00 $-108.4 $-100 $-200 $0.00 FY2002 FY2007 FY2003 FY2004 FY2005 FY2006 Pork Processing Operating Profit Average Live Hog Market Price Hog Production Operating Profit 4
  • 9. INCREASING OUR FOCUS ON CONVENIENCE PRODUCTS Although traditional products still account for most of our LBS MM 3,000 pork segment’s packaged meats volume, sales of higher- 964.9 2,250 760.1 margin convenience items have grown significantly. 691.3 582.2 1,888.4 1,626.7 1,500 1,433.4 1,590.0 750 0 FY2004 FY2005 FY2006 FY2007 Pork Segment - Packaged Meats Volume Convenience Traditional LBS MM Volume of traditional products increased by 455 million 1000 pounds over the past three years, while volume of convenience 382.7 750 items grew by 383 million pounds over the same period. 500 455.0 177.9 250 109.1 193.3 156.6 0 FY2005 FY2006 FY2007 vs FY2004 vs FY2004 vs FY2004 Pork Segment - Packaged Meats Volume Growth Convenience Traditional This means that the volume of convenience products 30% 26.9 has grown at a consistently higher rate than that of 24% 18% traditional products. 18.7 16.1 12% 10.9 10.0 6% 2.3 0 FY2005 FY2006 FY2007 vs FY2004 vs FY2005 vs FY2006 Pork Segment - Annual Volume Growth Rate [% Change] Convenience Traditional 5
  • 10. PENETRATING U.S. REGIONAL PACKAGED MEATS MARKETS Bacon CENTRAL Lb. Share – 24% Rank #1 Distribution – 100% NORTHEAST Lb. Share – 13% Rank #2 Distribution – 96% SOUTH WEST Lb. Share – 23% Rank #1 Lb. Share – 10% Distribution – 99% Rank #4 Distribution – 83% Smoked Meats CENTRAL Lb. Share – 55% Rank #1 Distribution – 92% NORTHEAST Lb. Share – 54% Rank #1 Distribution – 88% SOUTH WEST Lb. Share – 55% Rank #1 Lb. Share – 32% Distribution – 96% Rank #1 Distribution – 96% Bacon Source: Nielsen Co. Avg acv 52 W/E 4/21/07 Smoked Meats Source: Fresh Look Marketing Avg distribution 52 W/E 4/29/07 6
  • 11. SMITHFIELD UP CLOSE From the acquisition of several leading U.S. brands to our European expansion, we have continued to build upon the leadership position Smithfield Foods enjoys in many areas of our industry. In this section, we highlight our purchase of the Butterball turkey brand, our growing opportunities in packaged meats, our marketing partnership with celebrity cook Paula Deen, and other key developments of the past year.
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  • 13. GROUPE SMITHFIELD JOINT VENTURE EUROPE’S LARGEST IN PACKAGED MEATS No stranger to the European market, Smithfield Foods upped the ante considerably this past year. Building on existing positions in France, Poland, and Romania, Smithfield teamed with Oaktree Capital Management to acquire Sara Lee’s European Meats business in August 2006. The 50/50 joint venture—Groupe Smithfield, S.L.—also includes Smithfield’s established Group Jean Caby subsidiary. With annual sales of $1.9 billion and 6,650 employees, Groupe Smithfield has emerged as Europe’s largest packaged meats company. Like other recent acquisitions made in the United States, the Groupe Smithfield deal has allowed Smithfield Foods to add more higher-margin, branded offerings to the company’s product mix. The acquired brands are among the best known in Western Europe, including France’s Aoste and Justin Bridou, The Netherlands’ Stegeman, and Portugal’s Nobre. A total of 25 plants produce dry sausage, dry ham, cooked ham, cooked sausage, and a long list of other products. From its new headquarters in Paris, the Groupe Smithfield team has been busy this past year integrating the company’s Jean Caby and Groupe Aoste French operations and optimizing their combined manufacturing platform. New products on the way include a broader variety of low-salt and low-fat meats under the Weight Watchers label. Finishing the year significantly ahead of its original sales plan, the company has increased its targets for 2008. Walk into the Boucherie Duret Dupont in Paris, and it’s a good bet that Monsieur Dupont will have a large ABOUT THIS PHOTO assortment of Aoste hams and other Aoste products on hand for customers who appreciate high-quality meats. The Aoste brand originated in France, but it is also Groupe Smithfield’s leading brand in Belgium and Germany. 9
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  • 15. RECENT ACQUISITIONS ADD STRENGTH TO U.S. PACKAGED MEATS OFFERINGS For supermarket shoppers in the Midwest, the Eckrich brand is nearly synonymous with smoked sausages and breakfast links. The market leader in nine states, its heritage dates back to 1894. It’s also one of the latest additions to Smithfield Foods’ rapidly growing packaged meats offerings. In October 2006, Smithfield acquired Eckrich as well as the Armour, Margherita, and LunchMakers brands from ConAgra Foods. Now operating under the banner of Armour-Eckrich Meats LLC, the Naperville, Illinois-based company boasts annual sales exceeding $1 billion. Precooked and other convenience items account for approximately 90 percent of sales. The acquisition supports Smithfield’s strategy of utilizing raw materials internally and migrating to higher-margin, further- processed products. For example, Smithfield acquired the Cook’s ham business from ConAgra earlier in 2006. With annual sales of approximately $330 million, Cook’s produces traditional and spiral- sliced smoked bone-in hams, corned beef, and other smoked meat items sold through supermarket chains and independent grocers. Armour-Eckrich Meats has added approximately 600 million pounds of packaged meats to Smithfield’s overall volume, with large market shares in hot dogs, dinner sausages, and luncheon meats. In fact, it contributed to a 20-percent increase in Smithfield’s packaged meats volume during fiscal 2007. Since the acquisition, Armour-Eckrich has focused on increasing distribution in existing markets and introducing a number of premium items. Among them, three new flavors of Eckrich Smoked Sausage—Chipotle, Chorizo, and Baja Blend—hit store shelves in July 2007. Mothers want the best for their children, so it’s no surprise that they have made the Eckrich and Armour ABOUT THIS PHOTO brands a popular supermarket selection for breakfast, a backyard barbecue, or the family dinner table. Armour-Eckrich Meats distributes these and other brands that stand for flavor, high quality, and value through the foodservice channel as well. 11
  • 16. BUTTERBALL ACQUISITION CATAPULTS SMITHFIELD TO TOP POULTRY RANKS Mention Smithfield Foods, and it’s a good bet that the next words out of the average person’s mouth will be “ham” or “pork.” Smithfield is, indeed, the world’s largest pork processor. However, the company also owns 49 percent of Butterball, LLC, the No. 1 U.S. turkey producer and processor with annual sales exceeding $1 billion. Smithfield’s long-standing Carolina Turkeys joint venture with Maxwell Farms, Inc., acquired the celebrated Butterball brand in October 2006 from ConAgra Foods, and it adopted the Butterball name in the process. The acquisition has catapulted Smithfield to the top ranks of the poultry industry and added a national brand with more than a half century of brand equity to Smithfield’s packaged meats portfolio. It also complements the company’s strengths in pork and beef. Smithfield is the nation’s fifth-largest beef processor and, through another joint venture, the world’s largest cattle feeder. Beyond the whole birds that grace Thanksgiving dinners across the country, Butterball’s seven U.S. plants produce a broad range of retail, foodservice, and deli products for customers in 20 countries. The company sells cooked turkey breasts, turkey sausages, ground turkey, turkey bacon, and lunchmeat, to name just a few. The Butterball brand continued to widen its lead in the market- place during the past year, helped in part by the 5-percent increase in sales of pre-packaged whole turkeys. The company also launched an All Natural line of cooked deli breasts and introduced several chicken varieties of Butterball lunchmeats. For more than 50 years, Butterball turkeys have been a staple of Thanksgiving dinners such as the one being ABOUT THIS PHOTO enjoyed by this Florida family. Moreover, Butterball is the only national poultry brand to offer a complete line of premium turkey and chicken products for a variety of year-round meal occasions. A bit of trivia: The Butterball name was originally chosen to characterize a new breed of broad-breasted white-feather turkeys. 12
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  • 18. NEW KINSTON PLANT PAVES THE WAY FOR PACKAGED MEATS EXPANSION Among Smithfield Foods’ current strategic goals, utilizing more raw materials internally and migrating to higher-margin, further- processed products top the list. The company has been busy acquiring several leading packaged meats brands in the United States and Europe over the past year for just this purpose. At the same time, Smithfield has also been addressing capacity issues among core brands to pave the way for their continued growth. Nowhere is this more evident than in the new deli ham and sliced lunchmeat plant that The Smithfield Packing Company opened in Kinston, North Carolina, in 2006. The $100 million facility, dubbed “K2” to distinguish it from the company’s other processing operation across town, already produces 90 million pounds of packaged meats annually for the retail, foodservice, and deli channels. Products bearing the Smithfield and Gwaltney brands fill departing tractor-trailers, as do popular regional brands such as Lykes, Valleydale, and Esskay. With 238,000 square feet, K2 has the capacity to produce up to 130 million pounds each year to serve Smithfield Packing’s markets along the East Coast. Among its other benefits, K2 has allowed Smithfield Packing to close two other plants and manufacture their products far more efficiently. The most automated ham processing plant in the world, K2 has been built from the ground up to consume less water than traditional plants. It also employs the latest in food safety technology. For example, the Armor Inox Thermix™ system that cooks and chills the hams virtually eliminates the need for workers who monitor the process to touch products after raw meat is first stuffed into casings. Smithfield Packing Company’s K2 plant took 13 months to construct, and it employs approximately ABOUT THIS PHOTO 300 people. Among them, Gritzel Morales is busy inspecting Smithfield Virginia Brand half hams before they undergo the pasteurization process. Built with a focus on enhanced food safety, K2 houses its seven slicing lines in separate halls with dedicated drainage and air handling systems. 14
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  • 21. PAULA DEEN AND SMITHFIELD DEVELOP WAYS OF PROMOTING THE FAMILY MEAL Getting families to sit down to meals together on a regular basis can be challenging these days, but Smithfield Foods has enlisted a secret weapon on this front. Since September 2006, the company has teamed with celebrity cook Paula Deen in a partnership that includes community outreach efforts, personal appearances, Web-based recipe and meal-preparation tips, and new products. With her two shows on the Food Network, six cookbooks, and Cooking with Paula Deen magazine, food lovers across the country are familiar with the ubiquitous Deen and the Southern spell she casts on her dishes. A longtime user of Smithfield products, she hopes to make people feel more confident in selecting cuts of meat that take less time to prepare, are easy to make, and are well- balanced for family members. Not surprisingly, studies by Iowa State University and other schools have found that the family meal offers clear benefits. Along with providing children with better nutrition, this time together allows parents to teach table manners, social skills, family values, a sense of community, and basic cooking skills. In July, Smithfield launched a national Cable TV ad campaign featuring Deen. The 30-second spots feature Deen telling consumers about all the wonderful, easy-to-fix recipes using Smithfield products that she has waiting for them at Smithfield.com. In the first four TV spots running this summer, Paula entices viewers with her delicious recipes for Smithfield Smoked Sausage, Marinated Pork Tenderloin, Deli Thin Sliced Tub Lunchmeat, and Naturally Hickory Smoked Bacon. In her home kitchen in Savannah, Georgia, Paula Deen puts the finishing touches on a Smithfield spiral- ABOUT THIS PHOTO sliced half-ham. Her homemade glaze contains premium peanuts from The Peanut Shop of Williamsburg, part of The Smithfield Specialty Foods Group. In January 2007, this Smithfield subsidiary launched a line of sauces and seasonings under the Paula Deen brand. 17
  • 22. SMITHFIELD’S CULINARY THINK TANK PUTS INNOVATION ON THE MENU How does a restaurant shave enough minutes off a dish’s preparation time to add it to the menu? Ask Certified Master Chef Michael Formichella. He was in his office at the Smithfield Innovation Group (SIG) when a call came in from a representative of Smithfield Foods’ national account team. One of its customers, a large chain of casual dining restaurants, had a problem: It wanted to serve a double-cut boneless pork loin chop wrapped in Apple- Wood Smoke bacon, but the kitchen staff couldn’t find a way to cook the dish quickly enough. Formichella dispatched a member of his team, who analyzed the restaurant’s preparation techniques and demonstrated a different way to sear the meat and hold it in the oven. That shaved six minutes off its prep time—a lifetime in the restaurant business—and the dish was added to the menu. For SIG, challenges like this add up to business as usual. Since its founding in 2003, this five-member culinary think tank has provided virtually all of Smithfield’s independent operating companies with solutions to specific customer needs as well as offering new product ideas. Formichella, whose lengthy resumé includes a stint as executive chef at a five-star restaurant, has been with SIG since its inception. He took over the reins in 2006. Among the past year’s successes, SIG helped the Smithfield Specialty Foods Group leverage its relationship with celebrity cook Paula Deen by developing a line of sauces and seasonings. Introduced in January 2007, Paula Deen Collection Sauces & Seasonings have been a big hit on the QVC home shopping network and among catalog shoppers. A line of Simply Southern heat-and-eat side dishes are on the way as well. Chef Michael Formichella puts the entrepreneurial talents of the Smithfield Innovation Group to work on ABOUT THIS PHOTO a year-round basis for the Smithfield Foods family of companies. He frequently hits the road to present new dishes to retailers and restaurant chains and often hosts customers at the company’s test kitchen in Buffalo Grove, Illinois. 18
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  • 24. CORPORATE SOCIAL RESPONSIBILITY TAKES MANY FORMS AT SMITHFIELD Thanks to Smithfield Foods’ John Morrell & Co. subsidiary, 25 needy high school seniors from Sioux Falls, South Dakota, have dually enrolled at a two-year school where they are pursuing their dreams of a post-secondary education. These students are the first to benefit from Learners to Leaders, a national educational alliance funded by the Smithfield-Luter Foundation. Made up of Smithfield’s independent operating companies and local education partners, Learners to Leaders wants to close the economic gap that keeps many high school students from obtaining further education. Participating students are typically the first generation in their families to continue beyond high school. Subsidiaries in Green Bay, Wisconsin, and Denison, Iowa, have since launched their own Learners to Leaders programs, with several more in the works. The Smithfield-Luter Foundation supports a number of other education programs as well, including the work of An Achievable Dream. This organization provides underprivileged children in the Newport News, Virginia, area (the student in the far right photo among them) with a solid education that prepares them for college. As sponsor of its 2006 high school graduating class, Smithfield has given more than 30 students each a merit scholarship worth $2,000 annually for four years of college. Smithfield has also made protecting the environment, ensuring worker safety, improving animal welfare, and other areas of corporate social responsibility a priority. For example, the company is helping fund the Ducks Unlimited Sound CARE initiative in North Carolina as part of the $2 million contributed annually for the state’s environmental enhancement grants. Begun in 2003, Sound CARE has conserved or restored some 10,000 acres of wetlands to date such as the Mattamuskeet National Wildlife Refuge (right). By joining the Chicago Climate Exchange (CCX) in February 2007, Smithfield has committed to cutting the company’s greenhouse gas emissions in the United States by a minimum of 6 percent by 2010. 20
  • 25.
  • 26. OUR ORGANIZATIONAL STRUCTURE SMITHFIELD FOODS, INC. Pork Smithfield Packing Company, Inc. The Smithfield Specialty Foods Group John Morrell & Co. Armour-Eckrich Meats LLC Curly’s Foods, Inc. Cumberland Gap Provision Farmland Foods, Inc. Cook’s Hams, Inc. Patrick Cudahy, Inc. North Side Foods Stefano Foods, Inc. Smithfield RMH Foods, LLC Smithfield Innovation Group Beef Smithfield Beef Group Five Rivers Ranch Cattle Feeding LLC1 International Europe Animex (Poland) Groupe Smithfield, S.L. (Europe)1 Smithfield PROD (Romania) Smithfield Foods, Ltd. (U.K.) Campofrio (Spain)2 Other Maverick Food Co. Ltd. (China)1 Norson (Mexico)1 Hog Production Murphy-Brown, LLC Other Butterball, LLC1 1 Joint venture 2 Smithfield Foods owns a 23% stake.
  • 27. OUR FAMILY OF COMPANIES A series of successful acquisitions completed largely over the past decade have transformed Smithfield Foods into a global food company with annual revenue approaching $12 billion. Here is a breakdown of our fiscal 2007 sales by operating segment: Pork (59%), Beef (19%), Hog Production (14%), International (7%), and Other (1%). Our operating companies and joint ventures maintain their individual identities, but together they make Smithfield Foods a leader in several key categories. The following pages provide snapshots of these companies, including selected brands and markets as well as highlights from the latest fiscal year.
  • 28. HEADQUARTERS: Founded in 1936 by Joseph W. Luter and his son, Joseph W. Luter, Jr., The Smithfield Packing Smithfield, VA Company today enjoys annual sales of more than $2.5 billion. Smithfield Packing’s primary lines of business include fresh pork, smoked meats, bacon, cooked hams, and hot dogs for PRESIDENT: retail, foodservice, and deli channels. The company exports products to more than 30 Joseph W. Luter, IV countries. In addition to the Smithfield brand, its Gwaltney, Esskay, and Valleydale products EMPLOYEES: 12,000 are among the leaders in their respective markets. The Smithfield Specialty Foods Group is home of the Genuine Smithfield Ham, The Peanut Shop of Williamsburg, and other gourmet offerings. SUBSIDIARIES i Smithfield Specialty Foods Group (see profile on pg. 35) MAJOR BRANDS i Smithfield i Smithfield Tender N Easy i Smithfield Self Basting i Gwaltney i Great i Esskay MAJOR MARKETS i United States i South Korea i Russia i Japan i Mexico i European Union i China i Canada 24
  • 29. www.smithfield.com PROCESSING FACILITIES i Elon, NC i Smithfield, VA i Wilson, NC Dry-cured hams Fresh pork, bacon, sausage Bacon i Portsmouth, VA i Kinston, NC i Tar Heel, NC Franks, lunchmeat Smoked hams, water-cooked hams Fresh pork i Landover, MD i Plant City, FL Smoked hams Smoked hams, franks FISCAL 2007 HIGHLIGHTS F i Forged a marketing partnership with Paula Deen that has i Opened the most modern, efficient cooked-ham plant in generated increased consumer awareness of the Smithfield the United States in Kinston, North Carolina, positioning brand and substantial interest among trade partners Smithfield as a leading provider of sliced and whole deli ham and turkey products for retail and foodservice i Expanded retail distribution level of Smithfield bacon in channels core Eastern U.S. markets from 69 percent to 80 percent, according to ACNielsen i Increased sales of Gwaltney-branded hot dogs by 3 percent over the previous year, securing Gwaltney’s position as the i Experienced double-digit increases in deli and foodservice No. 1 brand of retail hot dogs in its core marketing area sales; precooked bacon volume jumped by more than and the No. 4 brand of hot dogs in the United States 200 percent with launch of new capacity i Introduced the One Step Closer™ line of marinated stuffed i Developed solid export business in European Union with pork in response to consumer demand for great-tasting, other Smithfield subsidiaries as well as external customers easy-to-prepare meals i Installed CO2 stunning at its plants in Smithfield, Virginia, and Tar Heel, North Carolina 25
  • 30. OUR FAMILY OF COMPANIES HEADQUARTERS: John Morrell & Co. was founded in England in 1827 and is the oldest continuously operating Cincinnati, OH meat manufacturer in the United States. It enjoys annual sales of approximately $2 billion. Serving the retail, foodservice, and deli channels, John Morrell & Co.’s primary product lines PRESIDENT: include smoked sausages, hot dogs, natural smoked hams, bacon, deli meats, corned beef, and Joseph B. Sebring fresh pork products. The company sells products under the flagship John Morrell brand and EMPLOYEES: 6,700 more than a half-dozen others. Its celebrated Kretschmar brand offers a full line of German- style favorites for the service deli, including hams, turkey, cooked beef, sticks, and loaves. John Morrell & Co. is also one of the nation’s largest producers of private-label packaged meats. SUBSIDIARIES i Armour-Eckrich Meats LLC i Cumberland Gap Provision i Henry’s Hickory House (see profile on pg. 28) (see profile on pg. 29) i Mohawk Packing i Curly’s Foods Inc. (see profile on pg. 29) MAJOR BRANDS i John Morrell i Mosey’s Corned Beef i EZ Cut Hams i Kretschmar Deli i Rath Blackhawk i Hunter MAJOR MARKETS i Midwest U.S. i Northwest U.S. i Eastern Asia i Northeast U.S. i Southwest U.S. 26
  • 31. www.johnmorrell.com PROCESSING FACILITIES i Sioux Falls, SD i Great Bend, KS i Cincinnati, OH Fresh pork, sausages, smoked meats Fresh pork, smoked meats Hot dogs, sausages, lunchmeats i Sioux City, IA i San Jose, CA Fresh pork Corned beef, smoked meats FISCAL 2007 HIGHLIGHTS S i Restaged John Morrell brand with new logo and package i Gained more than 800 distribution points as a result of graphics, a new advertising and promotional campaign, and new retail offerings NFL quarterback Carson Palmer as brand spokesperson i Rolled out 13 cheeses for the service deli channel under i Introduced several new retail products, including ham the Kretschmar brand and poultry cuts in resealable packages, cocktail smokies, i Launched Applewood naturally smoked bacon for resealable tub bacon, Bavarian branded boneless hams, foodservice customers quarter spiral bone-in hams, deli party trays, and cocktail party trays i Grew to the No. 1 brand of ham cuts in the United States and the No. 2 brand of cocktail links 27
  • 32. OUR FAMILY OF COMPANIES www.armour-eckrich.com HEADQUARTERS: Armour-Eckrich Meats LLC enjoys annual sales exceeding $1 billion, 90 percent from Naperville, IL precooked and other convenience items for the retail, deli, and foodservice channels. Anchored by the venerable Eckrich and Armour brands, the company’s primary product lines include PRESIDENT: dry and smoked sausage, lunchmeat, precooked bacon, hot dogs, portable lunches, and deli Michael E. Brown products. Eckrich brand sausage is ranked No. 1 in sales in nine U.S. markets, with Armour a EMPLOYEES: 3,600 leading value brand in hot dogs. LunchMakers is the No. 2 portable lunch brand nationally. MAJOR BRANDS i Eckrich i Armour i Margherita MAJOR MARKETS i Central U.S. i Texas i Northeast U.S. PROCESSING FACILITIES i Peru, IN i Mason City, IA i Hastings, NE i St. Charles, IL i Junction City, KS i St. James, MN i Lufkin, TX i Omaha, NE FISCAL 2007 HIGHLIGHTS i Developed Armour Sizzle & Serve frozen breakfast i Launched Eckrich Fried Favorites, among the industry’s links and patties first line of fried meat items for the deli case i Prepared three new Eckrich smoked sausage flavors for i Upgraded the package graphics for Armour meatballs and summer 2007 launch: Chipotle, Chorizo, and Baja Blend began work on a similar initiative for Armour hot dogs i Restaged Eckrich Ready Crisp precooked bacon with i Created dedicated sales, marketing, operations, logistics, upgraded product quality and improved packaging and finance teams following 2006 acquisition by Smithfield 28
  • 33. www.curlys.com www.cumberlandgapprovision.com HEADQUARTERS: HEADQUARTERS: Edina, MN Middlesboro, KY PRESIDENT: PRESIDENT: John Pauley R.D. McGregor EMPLOYEES: 700 EMPLOYEES: 325 Established in 1988, Curly’s Foods, Inc. supplies leading Cumberland Gap, the first great gateway to the West, is also restaurant chains with raw and fully cooked ribs as well home to great-tasting hams, sausages, and other specialty as smoked pork, beef, and chicken entrees. The company’s packaged meats smoked using 100-percent genuine hickory retail offerings can be found at many club stores and wood. Founded in 1979, the company makes the best-selling supermarkets. At its plant in Sioux City, Iowa, an authentic semi-boneless ham in the United States. It serves some of the pit smoker gives Curly’s meats genuine, wood-smoked nation’s largest supermarket chains with branded products barbecue flavor. and a substantial private-label business. MAJOR BRANDS MAJOR BRANDS i Olde Kentucky i Curly’s Foods i Cumberland Gap MAJOR MARKETS MAJOR MARKETS i United States i Taiwan i United States i Mexico i Colombia FISCAL 2007 HIGHLIGHTS FISCAL 2007 HIGHLIGHTS i Revenue increased 17 percent due mainly to growth in i Sales rose by 6 percent due to success of semi-boneless retail sales and in the cooked beef foodservice category ham and increased private-label business i Introduced cooked carnitas and prime rib for foodser- i Successfully completed transition to new order-entry vice customers and cold-smoked ribs for retailers and billing system 29
  • 34. HEADQUARTERS: Farmland Foods, Inc., derives the majority of its more than $2.2 billion in annual sales from Kansas City, MO a broad selection of pork products for retail and foodservice customers. Its primary lines of business include fresh pork, case-ready pork, hams, bacon, fresh sausage, cooked sausage, PRESIDENT: George Richter lunchmeat, dry sausage, and specialty sausage. Since its founding in 1959, Farmland Foods has maintained a proud heritage of working side by side with American farm families. Smithfield EMPLOYEES: 6,500 Foods acquired the company in 2003. Farmland Foods has a large and growing international business, exporting products to more than 60 countries across six continents. Its Carando Foods subsidiary is one of the largest suppliers of Italian deli and specialty meats in the United States. SUBSIDIARIES i Carando Foods i Cook’s Hams, Inc. (see profile on pg. 32) MAJOR BRANDS i Farmland i Carando i Cook’s MAJOR MARKETS S S i United States i China i Canada i Japan i Europe i Taiwan i Mexico i South Korea i Australia i Russia 30
  • 35. www.farmlandfoods.com www.carando.com PROCESSING FACILITIES i Crete, NE i Wichita, KS i New Riegel, OH Fresh pork, hams, bacon, sausage Smoked sausage, hot dogs, lunchmeat Bone-in hams, spiral hams i Denison, IA i Carroll, IA i Salt Lake City, UT Fresh pork, hams, bacon Cook-in-bag products Case-ready fresh pork i Monmouth, IL i Springfield, MA Fresh pork, hams, bacon Dry sausage and specialty sausage FISCAL 2007 HIGHLIGHTS i Worked with Murphy-Brown to develop a new herd of i Moved corporate office to a new location with state-of-the- vegetarian-fed, antibiotic-free animals for Farmland art R&D and test kitchen facilities GI Simply Natural brand i Brought new CO2 stunning facility online in Denison, Iowa, i Launched 15 Farmland Simply Natural and 13 Farmland improving animal welfare and enhancing pork quality All Natural products in January 2007 i Received European Union certification to begin exporting i Secured a contract as the exclusive supplier of pork to products from Crete, Nebraska, plant Sodexho, with annual volume estimated at 36 million i Exceeded third-year objectives as part of a six-year plan to pounds utilize all hams and bellies internally i Opened new distribution center in Crete, Nebraska, in i Continued work on modernizing manufacturing facilities July 2007 across the company 31
  • 36. OUR FAMILY OF COMPANIES www.CooksHam.com www.emberfarms.com HEADQUARTERS: HEADQUARTERS: Lincoln, NE Arnold, PA GENERAL MANAGER: PRESIDENT: Mark Meiners Robert G. Hofmann, II EMPLOYEES: 1,300 EMPLOYEES: 325 The acquisition of Cook’s Hams, Inc., in 2006 brought North Side Foods has been making great-tasting meats for another producer of high-quality packaged meats under the nearly a century. Today, the company’s plants in Arnold, Smithfield umbrella. Cook’s offers traditional and spiral Pennsylvania, and Cumming, Georgia, specialize in sliced bone-in hams, other smoked meats, and corned beef precooked pork and turkey sausage patties, links, and primarily for supermarket chains and independent grocers. crumbles for the foodservice industry. The first provider of The company operates plants in Lincoln, Nebraska; Martin fully cooked sausage to McDonald’s Corporation, North Side City, Missouri; and Grayson, Kentucky. Foods remains one of its major suppliers. MAJOR BRANDS MAJOR BRANDS i Ember Farms i Cook’s MAJOR MARKETS MAJOR MARKETS MAR i Eastern U.S. i Midwest/Western U.S. i Canada i United States i Canada i Mexico FISCAL 2007 HIGHLIGHTS FISCAL 2007 HIGHLIGHTS i Launched exact-weight boneless ham items and i Completed plant expansion in Georgia, increasing the quartered spiral-sliced ham company’s production capacity by 33 percent i Increased market share of value-added ham products i Broadened market reach into Canada with the addition by broadening retail customer base of a major quick-serve account 32
  • 37. www.stefanofoods.com www.rmhfoods.com HEADQUARTERS: HEADQUARTERS: Charlotte, NC Morton, IL PRESIDENT: PRESIDENT: Enrico Piraino Jonathan Rocke EMPLOYEES: 95 EMPLOYEES: 120 From its roots as an Italian delicatessen and pizzeria, Smithfield/RMH Foods Group produces more than 150 Stefano Foods today produces ready-to-eat and ready-to-cook varieties of fully cooked beef, pork, and chicken entrees at entrees, appetizers, and snacks at its two plants in its two plants in Morton, Illinois. The company provides Charlotte, North Carolina. The company’s pizzas, calzones, branded and private-label offerings for retail customers and panini, and other convenience items are a popular choice also serves the deli and foodservice channels. With roots in the deli section of grocery stores. Its products are also dating back to 1937, RMH has long specialized in high- sold through foodservice and fundraising channels. quality, value-added meat products. MAJOR BRANDS MAJOR BRANDS i Rip-n-Dip i Party Dipper i Stefano’s i Smithfield i Quick-N-Easy i Flavoré MARKETS MAJOR MARKETS MAJOR MAR i United States i United States i Canada i Mexico FISCAL 2007 HIGHLIGHTS FISCAL 2007 HIGHLIGHTS i Increased sales by more than 45 percent, with i Enjoyed 17-percent sales growth driven in part by the retail and fundraising providing the greatest gains Quick-N-Easy brand’s expansion into club stores i Tripled grilled panini sales, mostly through the i Launched a three-item heat-and-serve appetizer tray retail channel under the Smithfield and Quick-N-Easy brands 33
  • 38. OUR FAMILY OF COMPANIES www.patrickcudahy.com www.814americas.com HEADQUARTERS: Founded in 1888 in Milwaukee, Wisconsin, Patrick Cudahy specializes in high-quality, branded Cudahy, WI packaged meats for the foodservice, deli, and retail channels. Primary lines of business include precooked and traditional bacon, dry sausage, ham, and sliced meats. Patrick Cudahy is among PRESIDENT: the top three U.S. producers of precooked bacon. The company has long been identified with William G. Otis Sweet Apple-Wood Smoke Flavor®, one of its most popular bacon varieties. In 2005, Patrick EMPLOYEES: 2,300 Cudahy purchased 814 Americas as part of its expansion into the fast-growing Hispanic market. MAJOR BRANDS i Patrick Cudahy i Realean i La Abuelita i Riojano i Pavone i Higüeral i El Miño MAJOR MARKETS i United States i Mexico i Canada i Caribbean i Japan PROCESSING FACILITIES P i Cudahy, WI i Sioux Center, IA i Elizabeth, NJ FISCAL 2007 HIGHLIGHTS S i Enjoyed 10-percent volume growth for premium dry i Expanded capacity for precooked bacon in Sioux Center, sausage and specialty Italian deli products Iowa, to support rapid category growth i Increased volume and revenue by 15 percent in the i Focused on improving productivity across all operations to Hispanic foods segment; expanded distribution and product keep core Patrick Cudahy business competitive; improved introductions drove strong performance across all brands at line efficiencies by 20 percent 814 Americas 34
  • 39. www.smithfieldinnovationgroup.com www.thepeanutshop.com HEADQUARTERS: HEADQUARTERS: Buffalo Grove, IL www.smithfieldhams.com Toano, VA www.smithfieldcollection.com SENIOR VP & COO: VP & GENERAL MANAGER: Michael Formichella CMC Wm. W. “Pete” Booker, III EMPLOYEES: 5 EMPLOYEES: 30 Founded in 2003, the Smithfield Innovation Group is a The Smithfield Specialty Foods Group is the gourmet products culinary think tank that develops new food product ideas division of Smithfield Foods. Home of The Peanut Shop of for the Smithfield Foods family of companies. Chef Michael Williamsburg and Genuine Smithfield Ham, it sells dozens Formichella and his team capitalize on emerging trends of high-quality nuts, meats, desserts, and dressings. These in foodservice, retail, and deli. As a result, they create products are popular choices for gifts and incentives, and they solutions that set Smithfield companies apart from the are available through the company’s catalogs, Web sites, and competition and address unique customer needs. four retail locations in Virginia, Georgia, and South Carolina. KEY CAPABILITIES MAJOR BRANDS i Paula Deen Collection i Developing original, cost-effective menu solutions i The Peanut Shop of Williamsburg i Basse’s Choice i Genuine Smithfield Ham i Providing culinary expertise specific to each customer’s needs i Assessing the operational needs of foodservice operators as they MAJOR MARKETS relate to time, space, and labor i United States FISCAL 2007 HIGHLIGHTS FISCAL 2007 HIGHLIGHTS i Created marinated meats and 40-ounce dinner kits for i Posted double-digit sales growth, in part through club stores as well as rubbed loins for grocery stores broader catalog distribution and strategic partnerships i Developed 10 Paula Deen sauces for QVC and specialty i Introduced Paula Deen Collection Sauces & Seasonings stores and stuffed beef filets for a large retailer through The Peanut Shop of Williamsburg 35
  • 40. OUR FAMILY OF COMPANIES HEADQUARTERS: The fifth-largest beef processor in the United States, the Smithfield Beef Group specializes in high- Green Bay, WI quality USDA Prime and Choice beef. It processes more than 2 million head of cattle each year for annual sales exceeding $2.5 billion. Smithfield Beef Group provides fresh beef in sub-primal and PRESIDENT: case-ready packaging for both the retail and foodservice industries. Specialty brands include Richard V. Vesta Cedar River Farms Natural, which comes from cattle raised without the use of growth-promoting EMPLOYEES: 5,600 hormones. In addition to a strong domestic base of customers, Smithfield Beef Group exports to more than 20 countries. The Smithfield Beef Group was created following Smithfield Foods’ 2001 acquisitions of Packerland Holdings and Moyer Packing Company. SUBSIDIARIES i Packerland Packing Company, Inc. i Sun Land Beef Company i Packerland Transport, Inc. i Packerland–Plainwell, Inc. i Moyer Packing Company i Cattle Production Systems, Inc. MAJOR BRANDS i Smithfield i Aberdeen Farms Black Angus i Packerland i Cedar River Farms Natural i Showcase Foods MAJOR MARKETS i United States i Mexico i Canada i Japan 36
  • 41. www.sfbeef.com PROCESSING FACILITIES i Green Bay, WI i Plainwell, MI i Souderton, PA Sub-primal cuts, ground beef chubs Sub-primal cuts, ground beef chubs, Sub-primal cuts, ground beef chubs, case-ready ground beef case-ready ground beef, patties i Tolleson, AZ Sub-primal cuts FISCAL 2007 HIGHLIGHTS S i Increased volumes by 11 percent on a year-over-year basis i Returned beef processing to profitability in spite of due to growth in foodservice and retail customer base challenging industry conditions i Re-entered Japanese and Korean markets successfully i Repositioned all processing facilities under the Smithfield following end of ban on U.S. beef Beef Group banner i Launched the Aberdeen Farms Black Angus brand i Increased efficiencies at the Tolleson, Arizona, facility successfully through major reconfiguration of the harvest area i Expanded high energy fed Holstein capabilities through i Established a strategic alliance to be the exclusive additional strategic alliances with calf feeders producer of Premium Gold Angus Beef 37
  • 42. OUR FAMILY OF COMPANIES www.fiveriverscattle.com HEADQUARTERS: Formed in 2005, Five Rivers Ranch Cattle Feeding LLC is an independently operated joint Loveland, CO venture between the cattle feeding businesses of ContiGroup Companies, Inc., and Smithfield Foods, Inc. Five Rivers, the world’s largest cattle feeder, has a combined feeding capacity of PRESIDENT & CEO: more than 800,000 head of cattle. It has 10 locations in Colorado, Idaho, Kansas, Oklahoma, Mike Thoren and Texas. From one-load and hobby cattle feeders to large-scale beef processors, Five Rivers EMPLOYEES: 575 provides exceptional service to a variety of cattle-feeding customers. COLORADO i Colorado Beef i Gilcrest Feedlot i Kuner Feedlot i Yuma Feedlot IDAHO i Interstate Feedlot KANSAS i Grant County Feeders OKLAHOMA i Cimarron Feeders TEXAS DS i Hartley Feeders i XIT Feeders i Coronado Feeders FISCAL 2007 HIGHLIGHTS i Instituted an aggressive management recruitment and i Completed several significant capital improvements focused development program on improving energy and milling efficiencies i Provided existing and new customers with cattle for value- i Dedicated substantial capital to ensuring sustainable environmental compliance at multiple locations added and branded beef programs 38
  • 43. www.murphybrownllc.com HEADQUARTERS: Murphy-Brown, LLC, is the world’s largest hog producer and a key part of Smithfield Foods’ Warsaw, NC vertical integration strategy. The company was established in 2001 following the acquisitions of Brown’s of Carolina, Carroll’s Foods, Murphy Family Farms, and Circle Four Farms. Murphy- PRESIDENT: Brown owns approximately 1 million sows, with 85 percent based in the United States. Its U.S. Jerry Godwin operations bring nearly 13 million hogs to market annually. Murphy-Brown International EMPLOYEES: 5,700 produces more than 2 million additional hogs each year. The company’s Smithfield Premium Genetics subsidiary is charged with improving swine genetics throughout the organization. MURPHY-BROWN EAST 250 company-owned farms and approximately 1,200 contract producer farms i North Carolina i Pennsylvania i South Carolina i Virginia MURPHY-BROWN WEST 50 company-owned farms and approximately 500 contract producer farms i Colorado i Iowa i Oklahoma i Texas Illinois i Illinois Missouri South Dakota Utah Ci i Illinois i Missouri i South Dakota i Utah Iowa Oklahoma Texas MURPHY-BROWN INTERNATIONAL MAJOR BRANDS i Mexico: Norson i Poland: Agri Plus i Mexico: Granjas Carroll de Mexico (GCM) i Romania: Smithfield Ferme FISCAL 2007 HIGHLIGHTS i Established team to manage transition of sows from i Expanded farming operations in Mexico and began individual gestation crates to group housing increasing Circle Four Farms sow herd in Utah i Partnered with North Carolina energy provider to promote i Continued dramatic growth in Europe, expanding farms legislation that would offer incentives to hog farms that in Poland and Romania by 16,000 and 24,000 sows, produce electricity from renewable sources respectively i Completed implementation of Animal Welfare Management i Completed construction of a feed mill in Romania and System at Murphy-Brown West began construction of a second 39
  • 44. HEADQUARTERS: Butterball, LLC, is the largest U.S. turkey producer, with annual sales exceeding $1.2 billion. Mount Olive, NC Smithfield Foods owns 49 percent of the company, a joint venture with Maxwell Farms, Inc., of Goldsboro, North Carolina. Formerly Carolina Turkeys, the company adopted the Butterball CEO: name in acquiring the brand in October 2006. The celebrated Butterball name is the most widely Keith Shoemaker recognized brand in the turkey industry and carries more than a half-century of brand equity. EMPLOYEES: 5,700 Primary lines of business include whole turkeys and parts, cooked turkey breasts, turkey sausages, ground turkey, lunchmeat and fresh tray pack, bone-in and boneless turkey. Available through retail, deli, and foodservice channels, Butterball products are sold in 20 countries. MAJOR BRANDS i Butterball i Carolina Turkey MAJOR MARKETS i United States i Costa Rica i The Bahamas i Mexico i Panama i Dominican Republic i China i Guatemala i Russia i Bermuda i Puerto Rico 40
  • 45. www.butterball.com PROCESSING FACILITIES i Mount Olive, NC i Carthage, MO i Longmont, CO Cooked deli breasts, pre-packaged fresh tray Pre-packaged fresh tray pack turkey, raw bulk turkey Pre-packaged sliced turkey, cooked deli pack turkey, ready-to-eat frozen breasts, breasts, raw meats, hot dogs i Jonesboro, AR turkey medallions, pre-packaged frozen i Huntsville, AR Cooked deli breasts turkey breasts, raw turkey breasts Pre-packaged fresh, frozen, and cooked i Kinston, NC i Ozark, AR whole turkeys, pre-packaged bone-in tray Sliced turkey products (bulk and pre-packaged) Pre-packaged fresh and frozen whole turkeys pack turkey products FISCAL 2007 HIGHLIGHTS S i Increased sales of Butterball pre-packaged whole turkeys i Broadened foodservice national account distribution with by 5 percent addition of several national restaurant chains i Widened market-leading Butterball brand share while i Began selling turkey medallions to a major food category sales declined 3 percent manufacturer for a new line of consumer branded products i Introduced All Natural line of cooked deli breasts i Realized double-digit international value-added sales by introducing branded items into five new markets i Expanded distribution of Butterball lunchmeats with i Enhanced U.S. deli distribution with addition of several introduction of chicken varieties major grocery retailers 41
  • 46. OUR FAMILY OF COMPANIES HEADQUARTERS: Groupe Smithfield is the home of Aoste, Jean Caby, Stegeman, Nobre, and many Paris, France of Western Europe’s other most popular branded packaged meats. Its annual sales total $1.9 billion. Smithfield Foods owns 50 percent of this joint venture with Oaktree Capital PRESIDENT: Management, LLC. The company was formed in 2006 through the combination of Smithfield’s Robert A. Sharpe II Groupe Jean Caby subsidiary and the former Sara Lee European Meats business. Primary EMPLOYEES: 6,650 product lines include dry sausage, dry ham, cooked ham, cooked sausage, poultry, pâté, hot dogs, and ready-to-eat meals. Groupe Smithfield serves Europe’s modern and traditional retail trade as well as a large and growing number of foodservice customers. SUBSIDIARIES i Nobre i Groupe Aoste i Aoste SB Germany i Imperial i Stegeman MAJOR BRANDS i Aoste i Stegeman i Jean Caby i Cochonou i Marcassou i Justin Bridou i Nobre MAJOR MARKETS i France i Luxembourg i U.K. i Belgium i Portugal i The Netherlands i Germany 42
  • 47. www.aoste.de www.imperial.be www.nobre.pt PROCESSING FACILITIES i Belgium i Portugal Cooked ham, dry ham Cooked ham, dry ham, sausage, salami, ready meals i France i The Netherlands Dry ham, dry sausage, cooked ham, Cooked ham, dry ham cocktail sausage FISCAL 2007 HIGHLIGHTS S i Finished the year significantly ahead of plan, leading to i Launched initiative to reposition Jean Caby and Aoste increased sales targets for fiscal 2008 products for the high end of the private-label market i Reaped operational efficiencies through the merger of i Developed plan to improve margins by optimizing the Jean Caby and Aoste in France manufacturing platform for the French companies i Struck an agreement with McDonald’s for the production i Increased budget for marketing and advertising by of a salad 35 percent to revamp brands and develop new products i Agreed with Weight Watchers to increase product range i Began producing sandwiches for a top-quality bakery chain of new low-fat and low-salt varieties from 12 to 20 43
  • 48. OUR FAMILY OF COMPANIES www.animex.pl HEADQUARTERS: Animex is Poland’s largest producer of fresh and packaged meats and home of the prized Warsaw, Poland Krakus ham. With annual sales of approximately $775 million, its primary lines of business include fresh pork, beef, and poultry as well as smoked and cooked hams, sausages, hot dogs, PRESIDENT: bacon, canned meats, and pâtés. Animex products are available in more than 50 countries at Darek Nowakowski retail and through foodservice channels. Smithfield Foods acquired a controlling stake in the EMPLOYEES: 8,750 company in 1999. MAJOR BRANDS i Krakus i Morliny i Mazury i Yano MAJOR MARKETS i Poland i European Union i Japan i United States i South Korea PROCESSING FACILITIES i Szczecin i Morliny i Opole i Ilawa i Zamosc i Krakow i Elk i Starachowice i Debica i Suwalki i Grodkow FISCAL 2007 HIGHLIGHTS i Began selling fresh pork to the Japanese market i Introduced the Yano brand in Poland with cooked hams, sausages, hot dogs, and other value-priced products i Enjoyed 45-percent U.K. volume growth, mainly through new line of convenience poultry products and introduction i Increased export volumes by 30 percent, largely due of packaged meats in Tesco stores to increased sales in the European Union and Far East 44
  • 49. www.smithfieldfoods.ro HEADQUARTERS: Smithfield Foods entered the Romanian meat products market in 2004 by acquiring Agrotorvis. Timisoara, Romania Smithfield PROD’s annual sales have since grown to more than $60 million. Romania’s European Union accession in 2007 positions the company to play a key role in Smithfield’s expansion PRESIDENT & CEO: strategy on the continent. Its primary product line is fresh pork, principally for retail customers. Morten Jensen Smithfield PROD also owns a 50-percent stake in food distributor Agroalim and cold storage EMPLOYEES: 430 warehouse company Frigorifer. MAJOR BRANDS i Comtim MAJOR MARKETS i Romania PROCESSING FACILITIES i Timisoara i Tulcea FISCAL 2007 HIGHLIGHTS S i Opened refurbished pork processing plant in Timisoara i Built state-of-the-art rendering and wastewater treatment facilities for Timisoara plant i Doubled sales of fresh pork due largely to expansion of Smithfield Ferme hog production operations i Invested in Frigorifer vegetable packing plant, funded in part by the European Union i Began distribution of fresh pork cuts to retail trade i Invested in Frigorifer warehouse expansion F 45