SEC FORM 4

SEC Form 4

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^*

CRUMPLER WENDY M

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SMITHFIELD FOODS INC [ SFD ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2003

4. 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 Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽⁴⁾	07/15/2003		J⁽¹⁾⁽²⁾⁽³⁾		47,303	D	0⁽²⁾⁽³⁾	310,171⁽⁵⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Put equivalent position (obligation to sell)	0⁽²⁾⁽³⁾	07/15/2003		J⁽¹⁾⁽²⁾⁽³⁾		47,303		07/15/2008	07/15/2008	Common Stock	47,303	$0⁽²⁾⁽³⁾	47,303	D

Explanation of Responses:

1. On July 15, 2003, the reporting person entered into a prepaid variable forward contract with an unaffiliated third party buyer pursuant to a Master Agreement, dated June 19, 2003. The contract related to the disposition of 47,303 shares (the "Number of Shares") of common stock ("Common Stock") of Smithfield Foods, Inc. by the reporting person.

2. In exchange for a cash payment of $930,666.47, the reporting person agreed to deliver a number of shares of Common Stock on July 15, 2008 (or on an earlier date if the contract is terminated early) pursuant to the following formula: (i) if the Common Stock on July 15, 2008 (the "Settlement Value") is less than or equal to $23.0112 (the "Floor Price"), the Number of Shares; (ii) if the Settlement Value is less than or equal to $29.9146 (the "Threshold Price"), but greater than the Floor Price, then a number of shares equal to the Number of shares times the Floor Price divided by the Settlement Value; (iii) if the Settlement Value is greater than the Threshold Price, then a number of shares to be determined by reference to a formula set forth in the Master Agreement.

3. Alternatively, the reporting person has the option to cash settle the contract, with the cash settlement amount being equal to the number of shares to be delivered times the Settlement Value. The reporting person has pledged 47,303 shares of Common Stock to secure her obligations under the Master Agreement. Unless there is a default under the Master Agreement, the reporting person retains all voting rights with respect to the shares until they are delivered in settlement of the contract.

4. The reporting person may be deemed the member of a "group" with Wendell H. Murphy, Wendell H. Murphy, Jr., Harry D. Murphy, Joyce Murphy Minchew, Stratton K. Murphy, Marc D. Murphy and Angela Norman Brown for purposes of Section 13(d) of the Exchange Act.

5. The reporting person also holds indirectly 208 shares of common stock that are owned by MurFam Enterprises, LLC, a North Carolina limited liability company ("MurFam"), in which the reporting person owns a membership interest. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest in MurFam. This report shall not be deemed an admission for purposes of Section 16 or for any other purpose that the reporting person is the beneficial owner of the shares owned by MurFam other than those shares represented by the reporting person's pecuniary interest in MurFam. In addition, the reporting person indirectly holds 564,267 shares of common stock that are owned by Register Legacy, LLC, a Delaware limited liability company, which is wholly owned by the reporting person.

	Harriette Lopp, Attorney-in-Fact	07/17/2003
	** Signature of Reporting Person	Date
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