Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934

                                December 22, 2003
                Date of Report (Date of earliest event reported)

                               ConAgra Foods, Inc.
             (Exact name of registrant as specified in its charter)

    Delaware                         1-7275                   47-0248710
(State or other                   (Commission               (IRS Employer
jurisdiction of                    File Number)              Identification No.)

One ConAgra Drive, Omaha, Nebraska                           68102-5001
(Address of principal executive offices)                     (Zip Code)

               Registrant's telephone number, including area code
                                 (402) 595-4000

Item 12. Results of Operations and Financial Condition

     ConAgra Foods, Inc. issued a press release and posted a Q&A document on the
company's  website  on  December  22,  2003  with  earnings  information  on the
company's  second quarter ended November 23, 2003. The press release and related
Q&A are furnished with this Form 8-K as exhibits 99.1 and 99.2, respectively.

     The  foregoing  information,  including  exhibits 99.1 and 99.2 attached to
this Form 8-K,  shall not be deemed  "filed"  for  purposes of Section 18 of the
Securities  Exchange  Act of 1934 or otherwise  subject to liability  under that
section,  nor shall it be deemed  incorporated  by reference in any filing under
the  Securities Act of 1933 or the  Securities  Exchange Act of 1934,  except as
expressly set forth by specific reference in such filing.


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                               CONAGRA FOODS, INC.

Date:  December 22, 2003       By:   /s/ J.P. O'Donnell
                                  Name:    J.P. O'Donnell
                                  Title:   Executive Vice President,
                                             Chief Financial Officer and
                                             Corporate Secretary

                                  EXHIBIT INDEX

Exhibit                    Description                                 Page No.

99.1     Press release dated December 22, 2003..........................

99.2     Questions and Answers..........................................