Carolina Turkeys Acquires Butterball(R) Turkey to Become Nation's Largest Turkey Producer.

Company Changes Name to Butterball, LLC 

MT. OLIVE, N.C. -- Carolina Turkeys, an international turkey processing company headquartered in Mt. Olive, NC, today announced that it has finalized the purchase of Butterball[R] Turkey from ConAgra Foods, Inc. for $325 million. The acquisition of Butterball, the most widely recognized brand in the turkey industry, immediately repositions Carolina Turkeys as the largest turkey producer in the United States. The expanded company expects production to reach 1.4 billion pounds in 2006, or 20% of total turkey production in the US. Effective today, Carolina Turkeys' company name has changed to Butterball, LLC.

The addition of the Butterball brand to Carolina Turkeys' product line is a natural evolution for the firm. For most of its 20-year history, Carolina Turkeys has been primarily a commodity business, selling whole birds and turkey products to grocery retailers and food service operators throughout the nation and in 15 countries around the world. In 2005, the company began its shift to a branded, value-added business with the introduction of Just Perfect[TM], a premium line of fresh and frozen meat products.

"The primary beneficiary of this acquisition is our customer," said Keith Shoemaker, President and CEO of Butterball, LLC. "Now we can offer customers the best turkey brand and best commodity product from one single source."

In addition to the Butterball brand, Carolina Turkeys has acquired more than 3,200 employees and five processing plants in Huntsville, AK; Ozark, AK; Jonesboro, AK; Carthage, MO and Longmont CO.

"Our goal is to take the good from each company and combine them to make a truly great company," said Shoemaker. "Over the next year, we will identify creative ways to use the power of this brand to build more enthusiasm for turkey in the American diet. We anticipate that the entire turkey industry will benefit from this union by generating a greater demand for turkey products."

According to Shoemaker, no layoffs are planned as a result of the acquisition.

Established in 1986, Carolina Turkeys is a joint venture of Maxwell Farms, Inc., an affiliate of the Goldsboro Milling Company, a feed, poultry and pork business privately owned by the Maxwell family of Goldsboro, NC; and Smithfield Foods, Inc., a publicly held processor of fresh pork and processed meats headquartered in Smithfield, VA. The Maxwell family owns 51% of Butterball, LLC and Smithfield owns 49%. Established in 1954, Butterball is the leading turkey brand with the highest brand awareness and consumer satisfaction levels in the food industry.

For additional press materials including executive bios and photos, company background, graphics and source sheets, please visit http://talkprinc.com/press_room.asp?id=31. For company information, please go to www.carolinaturkeys.com or www.butterball.com.