GOODWILL AND INTANGIBLE ASSETS

9 Months Ended

Jul. 28, 2013

NOTE D GOODWILL AND INTANGIBLE ASSETS

The changes in the carrying amount of goodwill for the three and nine months periods ended July 28, 2013, are presented in the tables below. The additions during the three and nine months ending July 28, 2013 are entirely due to the acquisition of the United States based SKIPPY peanut butter business on January 31, 2013.

(in thousands)	Grocery Products		Refrigerated Foods		JOTS		Specialty Foods		International & Other		Total
Balance as of April 28, 2013	$	320,655	$	96,643	$	203,214	$	207,028	$	104,574	$	932,114
Goodwill acquired	2,287		—		—		—		71		2,358
Balance as of July 28, 2013	$	322,942	$	96,643	$	203,214	$	207,028	$	104,645	$	934,472

(in thousands)	Grocery Products		Refrigerated Foods		JOTS		Specialty Foods		International & Other		Total
Balance as of October 28, 2012	$	123,316	$	96,643	$	203,214	$	207,028	$	674	$	630,875
Goodwill acquired	199,626		—		—		—		103,971		303,597
Balance as of July 28, 2013	$	322,942	$	96,643	$	203,214	$	207,028	$	104,645	$	934,472

The gross carrying amount and accumulated amortization for definite-lived intangible assets are presented in the table below. Customer relationships of $25.1 million were acquired during the second quarter of fiscal 2013 related to the United States based SKIPPY peanut butter business.

	July 28, 2013					October 28, 2012
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Customer lists/relationships	$	47,130	$	(17,449	)	$	22,148	$	(14,684	)
Proprietary software & technology	14,820		(11,645		)	22,000		(17,319		)
Formulas & recipes	17,854		(13,290		)	17,854		(11,686		)
Other intangibles	9,786		(8,055		)	13,586		(10,686		)
Total	$	89,590	$	(50,439	)	$	75,588	$	(54,375	)

Amortization expense was $2.4 million and $7.2 million for the third quarter and nine months ended July 28, 2013, respectively, compared to $2.2 million and $6.7 million for the third quarter and nine months ended July 29, 2012.

Estimated annual amortization expense (in thousands) for the five fiscal years after October 28, 2012, is as follows:

Fiscal Year	Estimated Amortization Expense
2013	$	9,479
2014	8,654
2015	5,474
2016	3,348
2017	2,918

The carrying amounts for indefinite-lived intangible assets are presented in the table below. The increase in fiscal 2013 represents the fair value of the trade name and trademarks acquired with the United States based SKIPPY peanut butter business.

(in thousands)	July 28, 2013		October 28, 2012
Brands/tradenames/trademarks	$	333,275	$	93,875
Other intangibles	7,984		7,984
Total	$	341,259	$	101,859

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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