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ConAgra Foods, Inc. Announces Results To Date For Exchange Offers And Consent Solicitations For Certain Ralcorp Notes

The Exchange Offers and Consent Solicitations will expire at 5:00 p.m., New York City time, on Tuesday, January 29, 2013, unless extended.

Holders who validly tendered their Existing Ralcorp Notes at or prior to the Early Tender Date will be eligible to receive the applicable "Total Exchange Consideration" (as set forth in the table below), which includes the applicable early tender premium set forth in such table (the "Early Tender Premium"), for all such Existing Ralcorp Notes that are accepted on the Settlement Date. Holders who validly tender their Existing Ralcorp Notes after the Early Tender Date will only be eligible to receive the applicable "Exchange Consideration" (as set forth in the table below) for all such Existing Ralcorp Notes that are accepted on the Settlement Date.

                   

Title of Series/CUSIP Number of Existing Ralcorp Notes

Maturity Date

Aggregate Principal Amount Outstanding

Exchange Consideration (1)

Early Tender Premium (1)

Total Exchange Consideration (1)(2)

4.950% Notes due 2020 / 751028 AF8 August 15, 2020 $300,000,000 $970 principal amount of New ConAgra Foods 2020 Notes and $5.00 in cash $30 principal amount of New ConAgra Foods 2020 Notes $1,000 principal amount of New ConAgra Foods 2020 Notes and $5.00 in cash
6.625% Notes due 2039 / 751028 AE1 August 15, 2039 $450,000,000 $970 principal amount of New ConAgra Foods 2039 Notes and $7.50 in cash $30 principal amount of New ConAgra Foods 2039 Notes $1,000 principal amount of New ConAgra Foods 2039 Notes and $7.50 in cash
 

(1) For each $1,000 principal amount of Existing Ralcorp Notes(2) Includes Early Tender Premium

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