TYSON FOODS INC - 10-Q Quarterly Report

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended June 26, 2004

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from _________to________

0-3400
(Commission File Number)

TYSON FOODS, INC.
(Exact name of registrant as specified in its charter)

Delaware

71-0225165

(State or other jurisdiction
of incorporation or organization)

(I.R.S. Employer Identification No.)

2210 West Oaklawn Drive, Springdale, Arkansas

72762-6999

(Address of principal executive offices)

(Zip Code)

(479) 290-4000

(Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by a check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act): Yes [X] No [ ].

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of June 26, 2004.

Class	Outstanding Shares
Class A Common Stock, $0.10 Par Value	251,360,294
Class B Common Stock, $0.10 Par Value	101,625,548

TYSON FOODS, INC.
INDEX


	PART I. FINANCIAL INFORMATION

Item 1. Financial Statements		PAGE

	Consolidated Condensed Statements of Income for the Three Months and Nine Months Ended June 26, 2004 and June 28, 2003	3

	Consolidated Condensed Balance Sheets June 26, 2004 and September 27, 2003	4

	Consolidated Condensed Statements of Cash Flows for the Three Months and Nine Months Ended June 26, 2004 and June 28, 2003	5

	Notes to Consolidated Condensed Financial Statements	6

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations		31

Item 3. Quantitative and Qualitative Disclosure About Market Risks		39

Item 4. Controls and Procedures		41

	PART II. OTHER INFORMATION

Item 1. Legal Proceedings		41

Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities		44

Item 3. Defaults Upon Senior Securities		44

Item 4. Submission of Matters to a Vote of Security Holders		44

Item 5. Other Information		44

Item 6. Exhibits and Reports on Form 8-K		45

EXHIBIT INDEX		46

SIGNATURES		47

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

TYSON FOODS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(In millions, except per share data)
(Unaudited)

	Three Months Ended				Nine Months Ended
	June 26, 2004		June 28, 2003		June 26, 2004		June 28, 2003
Sales	$	6,634	$	6,330	$	19,292	$	17,977
Cost of Sales	6,084		5,892		17,863		16,759
	550		438		1,429		1,218
Selling, General and Administrative	226		218		642		623
Other Charges	1		19		40		66

Operating Income	323		201		747		529
Other (Income) Expense:
Interest	67		69		208		219
Other	(2)		9		4		15
	65		78		212		234

Income before Income Taxes	258		123		535		295
Provision for Income Taxes	97		44		198		105
Net Income	$	161	$	79	$	337	$	190

Weighted Average Shares Outstanding: Outstanding:
Basic	345		345		345		346
Diluted	358		351		357		352
Earnings Per Share:
Basic	$	0.46	$	0.23	$	0.97	$	0.55
Diluted	$	0.45	$	0.23	$	0.94	$	0.54

Cash Dividends Per Share:
Class A	$	0.040	$	0.040	$	0.120	$	0.120
Class B	$	0.036	$	0.036	$	0.108	$	0.108

See accompanying Notes to Consolidated Condensed Financial Statements.

Table of Contents

TYSON FOODS, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In millions, except per share data)

	(Unaudited)
	June 26, 2004		September 27, 2003
Assets
Current Assets:
Cash and cash equivalents	$	51	$	25
Accounts receivable, net	1,247		1,280
Inventories	2,076		1,994
Other current assets	166		72
Total Current Assets	3,540		3,371
Net Property, Plant and Equipment	3,984		4,039
Goodwill	2,561		2,652
Intangible Assets	176		182
Other Assets	276		242
Total Assets	$	10,537	$	10,486

Liabilities and Shareholders' Equity
Current Liabilities:
Current debt	$	538	$	490
Trade accounts payable	905		838
Other current liabilities	1,188		1,147
Total Current Liabilities	2,631		2,475
Long-Term Debt	2,785		3,114
Deferred Income Taxes	682		722
Other Liabilities	183		221
Shareholders' Equity:
Common stock ($0.10 par value):
Class A-authorized 900 million shares: issued 268 million and 267 million shares at June 26, 2004 and September 27, 2003, respectively	27		27
Class B-authorized 900 million shares: issued 102 million shares at June 26, 2004 and September 27, 2003	10		10
Capital in excess of par value	1,860		1,861
Retained earnings	2,676		2,380
Accumulated other comprehensive loss	(8)		(15)
	4,565		4,263
Less treasury stock, at cost- 16 million shares at June 26, 2004 and September 27, 2003	259		252
Less unamortized deferred compensation	50		57
Total Shareholders' Equity	4,256		3,954
Total Liabilities and Shareholders' Equity	$	10,537	$	10,486

See accompanying Notes to Consolidated Condensed Financial Statements.

Table of Contents

TYSON FOODS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)

	Three Months Ended				Nine Months Ended
	June 26,		June 28,		June 26,		June 28,
	2004		2003		2004		2003
Cash Flows From Operating Activities:
Net income	$	161	$	79	$	337	$	190
Depreciation and amortization

Delaware	71-0225165
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2210 West Oaklawn Drive, Springdale, Arkansas	72762-6999
(Address of principal executive offices)	(Zip Code)

(479) 290-4000
(Registrant's telephone number, including area code)