FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CAMPBELL SOUP CO [ CPB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/06/2003 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 08/06/2003 | J | V | 800,000 | D | $23.455 | 7,094,593 | I | See(1)(2) | |
Common Stock | 08/06/2003 | J | V | 200,000 | D | $23.455 | 6,894,593 | I | See(1)(3) | |
Common Stock | 09/03/2003 | J | V | 66,242 | A | $24.75 | 6,960,835 | I | See(1)(4) | |
Common Stock | 11/03/2003 | J | V | 5,000 | A | $26.18 | 6,965,835 | I | See(1) | |
Common Stock | 12/05/2003 | J | V | 62,176 | A | $25.91 | 7,028,011 | I | See(1)(4) | |
Common Stock | 12/08/2003 | J | V | 20,845 | A | $26.14 | 7,048,856 | I | See(1)(3) | |
Common Stock | 12/22/2003 | J | V | 32,126 | A | $26.785 | 7,080,982 | I | See(1)(2) | |
Common Stock | 08/06/2003 | J | V | 800,000 | A | $23.455 | 800,000 | I | See(1)(2) | |
Common Stock | 12/22/2003 | J | V | 32,126 | D | $26.785 | 767,874 | I | See(1)(2) | |
Common Stock | 08/06/2003 | J | V | 200,000 | A | $23.455 | 200,000 | I | See(1)(3) | |
Common Stock | 12/08/2003 | J | V | 20,845 | D | $26.14 | 179,155 | I | See(1)(3) | |
Common Stock | 09/03/2003 | J | V | 66,242 | D | $24.75 | 158,279 | I | See(1)(4) | |
Common Stock | 12/05/2003 | J | V | 62,176 | D | $25.91 | 96,103 | I | See(1)(4) | |
Common Stock | 11/03/2003 | J | V | 5,000 | D | $26.18 | 0 | D | ||
Common Stock | 01/01/2004 | J | V | 0 | A | $0 | 0 | I | See(5)(6)(7)(8)(9)(10)(11) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option(12) | $26.86 | 01/01/2004 | A | 17,369 | 01/01/2005 | 01/01/2014 | Common Stock | 17,369 | $0 | 17,369 | D |
Explanation of Responses: |
1. By a trust of which I am income beneficiary and co-trustee and which I have the power to revoke (the "1991 Trust"). 5,000 shares were acquired by me on September 19, 2002 and were previously reported on the Form 4 for such month as directly owned. The 5,000 shares have now been transferred to the 1991 Trust. |
2. 800,000 shares were transferred from the 1991 Trust to a new trust created by me on August 6, 2003 (the "2003 Five Year Trust") of which I am the income beneficiary until August 2008. I am the trustee of this trust. I do not have the power to revoke this trust. On December 22, 2003 32,126 shares were transferred from the 2003 Five Year Trust to the 1991 Trust. |
3. 200,000 shares were transferred from the 1991 Trust to a new trust created by me on August 6, 2003 (the "2003 Two Year Trust") of which I am the income beneficiary until August 2005. I am the trustee of this trust. I do not have the power to revoke this trust. On December 8, 2003 20,845 shares were transferred from the 2003 Two Year Trust to the 1991 Trust. |
4. By a trust created by me on November 19, 2001 (the "2001 Trust") of which I am the income beneficiary until November 2004. I am the trustee of this trust. I do not have the power to revoke this trust. On September 3, 2003 66,242 shares and on December 5, 2003 62,176 shares were transferred from the 2001 Trust to the 1991 Trust. |
5. I disclaim beneficial ownership of the 12,303,923 shares held by a partnership, a general partner of which is a trust for the benefit of my sister which she has the power to revoke and of which I am a co-trustee (Reported pursuant to Rule 16a-8(b)(2)). |
6. I disclaim beneficial ownership of 2,071,056 shares held by trusts for the benefit of my nephews of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)). |
7. I disclaim beneficial ownership of 1,000 shares held by a trust for the benefit of my step-daughter of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)). |
8. I disclaim beneficial ownership of 1,000 shares held by a trust for the benefit of my step-daughter of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)). |
9. I disclaim beneficial ownership of 111,464 shares held by trusts for the benefit of one of my adult sons who currently resides with me. (I do not serve as a trustee.). I disclaim beneficial ownership of 48,530 shares held by a trust for the benefit of one of my adult sons who currently resides with me (I do serve as a co-trustee). (Reported pursuant to Rule 16a-8(b)(2)). |
10. I disclaim beneficial ownership of 2,142,320 shares held by trusts for the benefit of my descendants. (I do not serve as a trustee.). I disclaim beneficial ownership of 48,530 shares held by a trust for the benefit of one of my adult sons who does not currently reside with me (I do serve as co-trustee). (Reported pursuant to Rule 16a-8(b)(2)). |
11. I disclaim beneficial ownership of 3,000 shares held by a trust for the benefit of my wife of which I am co-trustee. (Reported pursuant to Rule 16a-8(b)(2)). |
12. The options vest in three annual installments of 30%, 30% and 40%. |
Robert L. Freedman, By Power of Attorney | 01/05/2004 | |
** 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 4 (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. |