SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Smith Donald

(Last)

(First)

(Middle)

2210 W. OAKLAWN

(Street)

SPRINGDALE

72762

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/04/2008

3. Issuer Name and Ticker or Trading Symbol
TYSON FOODS INC [ (TSN) ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Group VP, Consumer Products

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	53,955	D
Class A Common Stock	452	I	By Custodian For Child
Class A Common Stock	452	I	By Custodian For Child
Class A Common Stock	30,728	I	By ESPP
Class A Common Stock	4,527	I	By Spouse Trust

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	10/10/2004⁽¹⁾	10/10/2012	Class A Common Stock	1,392	$9.64	D
Non-Qualified Stock Option (right to buy)	09/19/2005⁽²⁾	09/19/2013	Class A Common Stock	2,784	$13.33	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	09/29/2014	Class A Common Stock	6,000	$15.96	D
Non-Qualified Stock Option (right to buy)	11/16/2007⁽⁴⁾	11/16/2015	Class A Common Stock	10,000	$16.35	D
Non-Qualified Stock Option (right to buy)	11/16/2009⁽⁵⁾	11/16/2017	Class A Common Stock	40,000	$15.06⁽⁵⁾	D
Non-Qualified Stock Option(right to buy)	11/17/2008⁽⁶⁾	11/17/2016	Class A Common Stock	20,000	$15.37⁽⁶⁾	D
Performance Shares	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	9,445.8438	⁽⁸⁾	D
Performance Shares	⁽⁹⁾	⁽⁹⁾	Class A Common Stock	8,310.2493	⁽⁸⁾	D
Performance Shares	⁽¹⁰⁾	⁽¹⁰⁾	Class A Common Stock	21,008.4034	⁽⁸⁾	D

Explanation of Responses:

1. The Stock Options vested at 40% on 10-10-04 and 20% each year thereafter for the following three years.

2. This Stock Options vest at 40% on 9-19-05 and 20% each year thereafter for the following three years.

3. The Stock Options vest at 40% on 09-29-06 and 20% each year thereafter for the following three years.

4. The Stock Options vest at 40% on 11-16-07 and 20% each year thereafter for the following three years.

5. The Stock Options vest at 40% on 11-16-09 and 20% each year thereafter for the following three years.

6. The Stock Options vest at 40% on 11-17-08 and 20% each year thereafter for the following three years.

7. The award will vest or expire two business days following the Issuer's public announcement of its earnings for the 2009 fiscal year based upon a comparison of the market price of the Issuer's Class A Common Stock to a peer group of publicly traded companies and the achievement by the Issuer of certain goals related to return on invested capital. The number of performance shares that can vest under the awards range from 50% to 150% of a target level, and the number of derivative securities reported herein is at the maximum vesting level of 150%.

8. Each Performance Share that vests entitles the reporting person to 1 share of Class A Common Stock. The number is the maximum number of shares that can vest under the grant.

9. The award will vest or expire two business days following the Issuer's public announcement of its earnings for the 2008 fiscal year based upon a comparison of the market price of the Issuer's Class A Common Stock to a peer group of publicly traded companies and the achievement by the Issuer of certain goals related to return on invested capital. The number of performance shares that can vest under the awards range from 50% to 150% of a target level, and the number of derivative securities reported herein is at the maximum vesting level of 150%.

10. The award will vest or expire two business days following the Issuer's 2010 fiscal year based upon a comparison of the market price of the Issuer's Class A Common Stock to a peer group of publicly traded companies. The number of performance shares that can vest under the awards range from 50% to 150% of a target level, and the number of derivative securities reported herein is at the maximum vesting level of 150%.

Remarks:

	By: R. Read Hudson, by power of attorney for	01/14/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.