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, Section 17(a) of the Public Utility Holding Company Act of 1935 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)
03/01/2006 |
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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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 | 02/24/2006 | J | 2,042,859 ( 1 ) ( 2 ) | D | $0 | 17,957,141 ( 3 ) | I | ABD Limited Partnership | ||
Common Stock | 02/24/2006 | J | V | 20,408 ( 1 ) | A | $0 | 10,809,959 ( 4 ) | I | Bennett Dorrance Trust | |
Common Stock | 02/24/2006 | J | V | 20,408 ( 1 ) | A | $0 | 1,105,142 ( 5 ) | I | Children's Trust | |
Common Stock | 02/24/2006 | J | V | 2,043 ( 1 ) | A | $0 | 2,043 ( 6 ) | I | Hank, Inc. | |
Common Stock | 18,000,000 ( 7 ) | I | Guillermo Investments LLC | |||||||
Common Stock | 2,419,355 ( 8 ) | I | Clarabelle Investments LLC |
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 |
Explanation of Responses: |
1. A prorata distribution of 2,042,859 shares was made by ABD Investments Limited Partnership on February 24, 2006 to its equity owners. This prorata distribution effected a change in the reporting person's ownership of the 2,042,859 shares from one form of indirect ownership to a different form of indirect ownership that did not require the filing of a Form 4 report. The shares were distributed as follows: 2,000,000 shares to the Dorrance 1995 Issue Trust ("Issue Trust"), 20,408 shares to the Bennett Dorrance Trust; 20,408 shares to trusts for Mr. Dorrance's children; and 2,043 shares to Hank, Inc. of which Mr. Dorrance is a majority owner. |
2. On March 1, 2006, Issue Trust contributed the 2,000,000 shares to DFE Two Percent LLC. The reporting person has no direct or indirect beneficial interest in DFE Two Percent, LLC and no longer has a reportable beneficial interest in the 2,000,000 shares of common stock now held by DFE Two Percent, LLC that were included in the reporting person's prior ownership reports. |
3. Held by ABD Investments Limited Partnership of which Mr. Dorrance is a majority general partner. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
4. Bennett Dorrance is the sole Trustee of the Bennett Dorrance Trust. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
5. Held as one of the Trustees for the trusts of Mr. Dorrance's children and he disclaims beneficial ownership of such shares. |
6. Held by Hank, Inc. of which Mr. Dorrance is a majority owner. |
7. Held by Guillermo Investments, LLC of which Mr. Dorrance is a majority owner. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
8. Held by Clarabelle Investments LLC of which Mr. Dorrance is a majority owner. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
Remarks: |
John J. Furey, Attorney-In-Fact | 03/02/2006 | |
** 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. |