Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Batcheler Colleen
 2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2008		 3. Issuer Name and Ticker or Trading Symbol
CONAGRA FOODS INC /DE/ [CAG]
(Last)
(First)
(Middle)
ONE CONAGRA DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP and General Counsel
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

OMAHA, NE 68102		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options (right to buy)   (1) 07/12/2013 Common Stock 20,000 $ 22 D  
Options (right to buy)   (2) 07/16/2014 Common Stock 28,000 $ 26.8 D  
Share Equivalent Units   (3) 05/31/2009 Common Stock 4,000 $ (6) D  
Share Equivalent Units   (4) 09/27/2009 Common Stock 5,000 $ (6) D  
Share Equivalent Units   (5) 05/30/2010 Common Stock 5,600 $ (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Batcheler Colleen
ONE CONAGRA DRIVE
OMAHA, NE 68102		       SVP and General Counsel  

Signatures

Colleen Batcheler 02/22/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Options vest 40% on May 27, 2007, 30% on May 25, 2008, 30% on May 31, 2009
(2) Options vest 40% on May 25, 2008, 30% on May 31, 2009, 30% on May 30, 2010
(3) Share equivalent units vest 100% on May 31, 2009
(4) Share equivalent units vest 100% on September 27, 2009
(5) Share equivalent units vest 100% on May 30, 2010
(6) Each unit is the economic equivalent of one share of ConAgra Foods common stock and will be settled in ConAgra Foods common stock on the vesting date

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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