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

                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934
                              (Amendment No. ___)*

                           PILGRIM'S PRIDE CORPORATION
                                (Name of Issuer)

                                  COMMON STOCK
                         (Title of Class of Securities)

                                    721467108
                                 (CUSIP Number)

James P. O'Donnell                                                   Guy Lawson
Executive Vice President, Chief Financial                  McGrath North Mullin
Officer and Corporate Secretary                                 & Kratz, PC LLO
ConAgra Foods, Inc.                             Suite 3700 First National Tower
One ConAgra Drive                                             1601 Dodge Street
Omaha, NE 68102                                                 Omaha, NE 68102
(402) 595-4000                                                   (402) 341-3070

                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)


                                November 24, 2003
             (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box
[ ].

* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act.



CUSIP No. 721467108                                               Page 2 of 6



         1)   Names of Reporting Persons: I.R.S. Identification No. of Above
              Person:

              ConAgra Foods, Inc.              47-0248710

         2)   Check the Appropriate Box if a Member of a Group:

               (a)
               (b)

         3)   SEC Use Only:

         4)   Source of Funds (See Instructions):

                00

         5)   Check if Disclosure of Legal Proceedings is Required Pursuant to
              Items 2(d) or 2(e):

         6)   Citizenship or Place of Organization:

                Delaware


         Number of Shares      (7) Sole Voting Power:                25,443,054
         Beneficially          (8) Shared Voting Power:              0
         Owned by Each         (9) Sole Dispositive Power:           25,443,054
         Reporting Person     (10) Shared Dispositive Power:         0
         With

         11)  Aggregate Amount Beneficially Owned by Each Reporting Person:

                25,443,054 shares

         12)  Check Box if the Aggregate Amount in Row (11) Excludes Certain
              Shares (See Instructions):

         13)  Percent of Class Represented by Amount in Row (11):

                38.2%

         14)  Type of Reporting Person (See Instructions):

                CO



CUSIP No. 721467108                                                 Page 3 of 6



ITEM 1.  SECURITY AND ISSUER

     This  Statement on Schedule 13D  ("Schedule  13D") relates to Common Stock,
par value $.01 per share (the "Common Stock"), of Pilgrim's Pride Corporation, a
Delaware  corporation  ("Pilgrim's  Pride").  The principal executive offices of
Pilgrim's Pride are located at 110 South Texas Street, Pittsburg, Texas 75686.

ITEM 2.  IDENTITY AND BACKGROUND

     This  Schedule  13D is being  filed by  ConAgra  Foods,  Inc.,  a  Delaware
corporation ("ConAgra Foods"). The address of ConAgra Foods' principal executive
offices is One ConAgra Drive, Omaha,  Nebraska 68102. ConAgra Foods is a leading
packaged food company, serving consumer grocery retailers as well as restaurants
and other foodservice establishments.

     The name, business address,  present principal occupation or employment and
citizenship of each executive officer who signs the periodic reports filed under
the Act by ConAgra  Foods and each  director  of  ConAgra  Foods is set forth in
Schedule I hereto and is incorporated herein by reference.

     During  the  last  five  years,  neither  ConAgra  Foods  nor,  to the best
knowledge of ConAgra Foods, any of the persons listed on Schedule I hereto,  (i)
has been convicted in a criminal  proceeding  (excluding  traffic  violations or
similar  misdemeanors)  or (ii)  has  been a party  to a civil  proceeding  of a
judicial or  administrative  body of competent  jurisdiction  and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws on finding any violation with respect to such laws.

     For  information  about the  executive  officers  and  directors of ConAgra
Foods, see Schedule I.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

     See Item 4 below.

ITEM 4.  PURPOSE OF TRANSACTION

Stock Purchase Agreement

     On November 24, 2003,  Pilgrim's  Pride acquired the chicken  business (the
"Acquired   Business")   of  ConAgra   Foods   through  the   acquisition   (the
"Acquisition") contemplated by the Stock Purchase Agreement, dated as of June 7,
2003,  as amended,  between  ConAgra Foods and  Pilgrim's  Pride (the  "Purchase
Agreement").  The Acquired  Business was  wholly-owned  by ConAgra Foods. In the
Acquisition,  ConAgra Foods received cash and 25,443,054 shares of Common Stock,
pursuant to the terms and conditions described in the Purchase Agreement.

     On November  21,  2003,  Pilgrim's  Pride  reclassified  its former Class A
Common Stock, par value $.01 per share (the "Class A Common Stock"),  and former
Class B Common  Stock,  par value $.01 per share (the  "Class B Common  Stock"),
into the Common Stock.  The Common Stock issued to ConAgra Foods pursuant to the
Purchase  Agreement  is  entitled  to one vote per share.  Each share of Class A
Common  Stock and Class B Common Stock that was  reclassified  into one share of
Common Stock is entitled to cast twenty votes on all matters submitted to a vote
of  Pilgrim's  Pride  stockholders,  until  there is a change in the  beneficial
ownership of such share. Accordingly, the 25,443,054 shares of Common Stock held
by ConAgra Foods represent approximately 38.2% of Pilgrim's Pride's total equity
as of November 24, 2003,  and  approximately  3.0% of  Pilgrim's  Pride's  total
outstanding votes.


CUSIP No. 721467108                                               Page 4 of 6

Registration Rights and Transfer Restriction Agreement

     Pilgrim's  Pride,  Lonnie A.  Pilgrim and Lonnie K.  Pilgrim are party to a
Registration Rights and Transfer  Restriction  Agreement with ConAgra Foods (the
"Registration  Rights  Agreement")  that was entered into in connection with the
closing of the Acquisition. The Registration Rights Agreement requires Pilgrim's
Pride to  register  shares of Common  Stock  received  by  ConAgra  Foods in the
Acquisition  (the  "Shares")  with the  Securities  and Exchange  Commission for
resales following the Acquisition.  The Registration  Rights Agreement  provides
that ConAgra Foods will not,  without the consent of Pilgrim's Pride, (i) except
pursuant to a third party tender offer, transfer the Shares during the 12 months
following  the  Acquisition  or more than 33 1/3% of the  Shares in any 12 month
period or (ii) acquire additional voting securities of Pilgrim's Pride, make any
offers to acquire any business or material  assets of Pilgrim's  Pride,  propose
that any third party  acquire any voting  securities  of Pilgrim's  Pride (other
than an  acquisition of the Shares),  propose any business  combination or other
extraordinary  transaction  involving Pilgrim's Pride, join a group with respect
to ownership of voting securities of Pilgrim's Pride, or enter into negotiations
with any third party with respect to the foregoing.

Plans or Proposals

     Other than as described in this Schedule 13D, neither ConAgra Foods nor, to
the best  knowledge  of ConAgra  Foods,  the  persons  identified  in Schedule I
attached  hereto  presently  has any plans or proposals  that relate to or would
result in any of the actions  described in subparagraphs (a) through (j) of Item
4 of Schedule 13D.

     All  references  to and  descriptions  of the  Purchase  Agreement  and the
Registration  Rights  Agreement are qualified in their entirety by references to
copies  of the  Purchase  Agreement  and  the  form of the  Registration  Rights
Agreement, which are incorporated into this Schedule 13D by reference.

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER

     (a) ConAgra  Foods is the  beneficial  owner of an aggregate of  25,443,054
shares of  Common  Stock  constituting  approximately  38.2% of the  outstanding
Common Stock (based on 13,523,429  shares of Class A Common Stock and 27,589,250
shares of Class B Common Stock  outstanding on November 17, 2003, as provided in
the Pilgrim's  Pride annual report on Form 10-K for the year ended September 27,
2003, plus 25,443,054 shares of Common Stock issued to ConAgra Foods on November
24, 2003).

     (b) The table below  summarizes  the number of shares of Common  Stock over
which ConAgra Foods has sole voting and dispositive  power and shared voting and
dispositive power.

===============================================================================
            Voting                               Dispositive

--------------   --------------     --------------      --------------------
   Sole              Shared             Sole                     Shared
--------------   --------------     --------------      --------------------
 25,443,054            0              25,443,054                   0
===============================================================================

     (c) See Item 4 above.

     (d) Not Applicable.

     (e) Not Applicable.


CUSIP No. 721467108                                              Page 5 of 6

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
           WITH RESPECT TO SECURITIES OF THE ISSUER.

     Except as set forth in this Schedule 13D, to the best  knowledge of ConAgra
Foods,  there are no contracts,  arrangements,  understandings  or relationships
(legal or  otherwise)  among the persons named in Item 2 or listed on Schedule I
hereto and between such persons and any person with respect to any securities of
Pilgrim's Pride,  including but not limited to, transfer or voting of any of the
securities of Pilgrim's Pride, joint ventures, loan or option arrangements, puts
or calls,  guarantees or profits,  division of profits or loss, or the giving or
withholding of proxies or a pledge or contingency  the occurrence of which would
give another person voting power over the securities of Pilgrim's Pride.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

     1.   Schedule I.

     2.   Stock Purchase  Agreement,  dated as of June 7, 2003,  between ConAgra
          Foods, Inc. and Pilgrim's Pride Corporation.1

     3.   Amendment No. 1 to Stock  Purchase  Agreement,  dated as of August 11,
          2003, between ConAgra Foods, Inc. and Pilgrim's Pride Corporation.2

     4.   Amendment No. 2 to Stock  Purchase  Agreement,  dated as of August 20,
          2003, between ConAgra Foods, Inc. and Pilgrim's Pride Corporation.3

     5.   Form of Registration Rights and Transfer Restriction Agreement between
          ConAgra Foods, Inc.,  Pilgrim's Pride  Corporation,  Lonnie A. Pilgrim
          and Lonnie K. Pilgrim.4

------------
1 Incorporated by reference from Exhibit 99.2 to Pilgrim's Pride's Current
Report on Form 8-K dated June 7, 2003.
2 Incorporated by reference from Exhibit 10.1 to Pilgrim's Pride's Current
Report on Form 8-K dated August 11, 2003.
3 Incorporated by reference from Annex F to Pilgrim's Pride's Proxy Statement
for the Special Meeting of Stockholders held on November 20, 2003.
4 Incorporated by reference from Exhibit 99.9 to Pilgrim's Pride's Current
Report on Form 8-K dated June 7, 2003.



CUSIP No. 721467108                                              Page 6 of 6


     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify  that the  above  information  set forth in this  Schedule  13D is true,
complete and correct.

DATED this 24th day of November, 2003.

                                                     CONAGRA FOODS, INC.


                                             By:    /s/ J.P. O'Donnell
                                                  -----------------------------
                                                  J.P. O'Donnell
                                                  Executive Vice President,
                                                    Chief Financial Officer and
                                                    Corporate Secretary










                                  EXHIBIT INDEX


Exhibit            Description

Exhibit 1  Schedule I

Exhibit 2  Stock Purchase Agreement, dated as of June 7, 2003, between ConAgra
           Foods, Inc. and Pilgrim's Pride Corporation. 1

Exhibit 3  Amendment No. 1 to Stock Purchase Agreement, dated as of August 11,
           2003, between ConAgra Foods, Inc. and Pilgrim's Pride Corporation. 2

Exhibit 4  Amendment No. 2 to Stock Purchase Agreement, dated as of August 20,
           2003, between ConAgra Foods, Inc. and Pilgrim's Pride Corporation. 3

Exhibit 5  Form of Registration Rights and Transfer Restriction Agreement
           between ConAgra Foods, Inc., Pilgrim's Pride Corporation, Lonnie A.
           Pilgrim and Lonnie K. Pilgrim. 4


--------
1 Incorporated by reference from Exhibit 99.2 to Pilgrim's Pride's Current
Report on Form 8-K dated June 7, 2003.
2 Incorporated by reference from Exhibit 10.1 to Pilgrim's Pride's Current
Report on Form 8-K dated August 11, 2003.
3 Incorporated by reference from Annex F to Pilgrim's Pride's Proxy Statement
for the Special Meeting of Stockholders held on November 20, 2003.
4 Incorporated by reference from Exhibit 99.9 to Pilgrim's Pride's Current
Report on Form 8-K dated June 7, 2003.




                                   SCHEDULE I

     ConAgra Foods,  Inc.'s ("ConAgra Foods")  executive  officers and directors
(the  "Individuals") and the information  required by Item 2 of Schedule 13D are
listed below, along with the offices held by such Individual. Each Individual is
a U.S. citizen.

      Bruce C. Rohde                    Chairman of the Board and
      One ConAgra Drive                 Chief Executive Officer of ConAgra Foods
      Omaha, NE 68102

      James P. O'Donnell                Executive Vice President, Chief
      One ConAgra Drive                 Financial Officer and Corporate
      Omaha, NE 68102                   Secretary of ConAgra Foods

      Dwight J. Goslee                  Executive Vice President,
      One ConAgra Drive                 Operations Control and
      Omaha, NE 68102                   Development of ConAgra Foods

      Jay D. Bolding                    Senior Vice President and
      One ConAgra Drive                 Corporate Controller of ConAgra Foods
      Omaha, NE 68102

      David H. Batchelder               Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      Mogens Bay                        Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102

      Howard G. Buffett                 Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102

      Stephen G. Butler                 Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102

      John T. Chain, Jr.                Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102






      Alice B. Hayes                    Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      W.G. Jurgensen                    Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      Robert A. Krane                   Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102

      Mark Rauenhorst                   Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      Carl E. Reichardt                 Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      Ronald W. Roskens                 Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102


      Kenneth E. Stinson                Director of ConAgra Foods
      One ConAgra Drive
      Omaha, NE 68102