Conagra Foods Inc/DE – ‘NT 10-Q’ for 2/27/05

On:  Friday, 4/8/05, at 7:59am ET   ·   Effective:  4/8/05   ·   For:  2/27/05   ·   Accession #:  900440-5-20   ·   File #:  1-07275

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Notice of a Late Filing of a Form 10-Q   —   Form 12b-25
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: NT 10-Q     Notice of a Late Filing of a Form 10-Q                 4     11K 

NT 10-Q
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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 FORM 12b - 25

 NOTIFICATION OF LATE FILING

                                                                 SEC FILE NUMBER
                                                                          1-7275
                                                                    CUSIP NUMBER
                                                                       205887102

[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form  
N-SAR [ ] Form N-CSR                                                            

For Period Ended: February 27, 2005                   

[ ] Transition Report on Form 10-K                      
[ ] Transition Report on Form 20-F                      
[ ] Transition Report on Form 11-K                      
[ ] Transition Report on Form 10-Q                      
            [ ] Transition Report on Form N-SAR For the Transition Period Ended:

Nothing in this form shall be construed to imply that the Commission has        
verified any information contained herein.                                      

If the notification relates to a portion of the filing checked above, identify  
the Item(s) to which the notification relates:                                  

Full Name of Registrant:   ConAgra Foods, Inc.                                  

Former Name if Applicable:                                                      

Address of Principal Executive Office (Street and Number):   One ConAgra Drive  

City, State and Zip Code:    Omaha, NE 68102-5001                               

Part II        -        RULES 12b-25(b) and (c)                                 

If the subject report could not be filed without unreasonable effort or expense 
and the registrant seeks relief pursuant to Rule 12(b)-25(b) the following      
should be completed. (Check box if appropriate)                                 

NT 10-Q
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       (a)    The reasons described in reasonable detail in Part III of this
           form could not be eliminated without unreasonable effort or
expense;                                        

[x]    (b)    The subject annual report, semi-annual report, transition     
               report on Form 10-K, Form 20-F, 11-K, Form N-SAR or Form N-CSR,
            or portion thereof, will be filed on or before the fifteenth
              calendar day following the prescribed due date; or the subject
             quarterly report or transition report on Form 10-Q or subject
             distribution report on Form 10-D, or portion thereof, will be
       filed on or before the fifth calendar day following the
prescribed due date; and                        

     (c)    The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.      

Part III       -        NARRATIVE                                               

State below in reasonable detail the reason why Forms 10-K, 20-F, 11-K, 10-Q,   
10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be   
filed within the prescribed time period.                                        

As previously announced, the company is in the process of restating its         
financial statements for prior periods for errors discovered in previously      
reported amounts related to tax matters for fiscal 2004 and 2003, and, as a     
consequence, the company's Form 10-Q for the period ended February 27, 2005     
could not be filed by the due date of April 8, 2005.                            

Part IV        -        OTHER INFORMATION                                       

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
notification:                                                         

  Frank Sklarsky                 402                      595-4000
--------------------------    ------------------         -----------------
          Name                   Area Code                Telephone Number

(2)  Have all other periodic  reports  required under section 13 or 15(d) of the
     Securities Exchange Act of 1934 or section 30 of the Investment Company Act
     of 1940 during the preceding 12 months or for such shorter  period that the
     registrant was required to file such report(s) been filed? If the answer is
no, identify reports. [x] Yes [ ] No                                  

(3)  Is it anticipated that any significant change in results of operations from
     the corresponding  period for the last fiscal year will be reflected by the
     earnings  statements  to be  included  in the  subject  report  or  portion
thereof? [x ] Yes[ ] No                                               

If so, attach an explanation of the anticipated change, both narratively and    
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of these results cannot be made.                                                

NT 10-Q
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As announced on March 24, 2005, the restatement is not expected to impact       
previously reported revenue or income from continuing operations before income  
taxes, but is expected to increase tax expense, and therefore reduce after-tax  
profits, principally in fiscal 2003 and fiscal 2004. However, because the       
company is still in the process of determining the effect of the errors on the  
3-month and 9-month periods ended February 22, 2004, it has not finalized the   
correction of the errors for those periods at this time.                        

NT 10-Q
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 CONAGRA FOODS, INC.

(Name of Registrant as specified in charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.                                                      

Date:    April 7, 2005                   /s/ Frank S. Sklarsky                  
                                  ----------------------------------------------
     Frank S. Sklarsky
                Executive Vice President and
               Chief Financial Officer

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘NT 10-Q’ Filing		Date		First		Last			Other Filings
Filed on / Effective on:		4/8/05		2					4
		4/7/05		4
		3/24/05		3					4,  8-K
For Period End:		2/27/05		1		2			10-Q
		2/22/04		3					10-Q
									List all Filings