FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Treacy Dennis H. 		2. Issuer Name and Ticker or Trading Symbol

SMITHFIELD FOODS INC [ SFD ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Executive Vice President
(Last)          (First)          (Middle)

200 COMMERCE STREET 		3. Date of Earliest Transaction (MM/DD/YYYY)

9/26/2013
(Street)

SMITHFIELD, VA 23430
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, par value $.50   9/26/2013     D    22802   D $34.00   (1) 0   D    
common stock, par value $.50   9/26/2013     D    2732.94   D $34.00   (1) 0   I   Shares held in 401k of reporting person  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Employee Stock Option (right to buy)   $21.94   9/26/2013     D         15000      (2) 6/20/2018   common stock   15000   $12.06   (2) 0   D    
Employee Stock Option (right to buy)   $15.43   9/26/2013     D         15000      (2) 6/21/2017   common stock   15000   $18.57   (2) 0   D    
Employee Stock Option (right to buy)   $13.30   9/26/2013     D         7500      (2) 7/6/2016   common stock   7500   $20.70   (2) 0   D    
Employee Stock Option (right to buy)   $23.75   9/26/2013     D         7500    6/16/2013   6/16/2018   common stock   7500   $10.25   (3) 0   D    
Employee Stock Option (right to buy)   $32.40   9/26/2013     D         10000    6/11/2012   6/11/2017   common stock   10000   $1.60   (3) 0   D    
Employee Stock Option (right to buy)   $31.86   9/26/2013     D         3000    6/2/2010   6/2/2015   common stock   3000   $2.14   (3) 0   D    
Employee Stock Option (right to buy)   $30.00   9/26/2013     D         7500    5/24/2009   5/24/2014   common stock   7500   $4.00   (3) 0   D    
Performance Share Units     (4) 9/26/2013     A      20000         (4)   (4) common stock   20000   $0.00   20000   D    
Performance Share Units     (4) 9/26/2013     D         20000      (4)   (4) common stock   20000   $34.00   (4) 0   D    
Performance Share Units     (5) 9/26/2013     A      20000         (5)   (5) common stock   20000   $0.00   20000   D    
Performance Share Units     (5) 9/26/2013     D         20000      (5)   (5) common stock   20000   $34.00   (5) 0   D    

Explanation of Responses:
( 1)  Pursuant to the merger agreement, dated as of May 28, 2013, among Smithfield Foods, Inc., Shuanghui International Holdings Limited and Sun Merger Sub, Inc., these shares were cancelled and converted into the right to receive an amount in cash equal to $34.00 per share.
( 2)  Pursuant to the merger agreement, these options (which provided for ratable vesting over a three-year period beginning on the grant date) were cancelled and converted into the right to receive an amount in cash equal to the product of (i) the number of shares of common stock subject to such options and (ii) the excess of $34.00 over the exercise price of the options.
( 3)  Pursuant to the merger agreement, these options were cancelled and converted into the right to receive an amount in cash equal to the product of (i) the number of shares of common stock subject to such options and (ii) the excess of $34.00 over the exercise price of the options.
( 4)  On June 11, 2013, the reporting person was granted an award with a target amount of 20,000 performance share units (PSUs) under the Company's 2008 Incentive Compensation Plan. Pursuant to the terms of the award and the merger agreement, these PSUs vested at the target amount as of the effective time of the merger and were converted into the right to receive an amount in cash equal to $34.00 per PSU.
( 5)  On June 14, 2012, the reporting person was granted an award with a target amount of 10,000 PSUs under the Company's 2008 Incentive Compensation Plan. Pursuant to the terms of the award and the merger agreement, these PSUs vested at 200% of the target amount as of the effective time of the merger and were converted into the right to receive an amount in cash equal to $34.00 per PSU.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Treacy Dennis H.
200 COMMERCE STREET
SMITHFIELD, VA 23430

Executive Vice President

Signatures
/s/ by Michael H. Cole, as attorney-in-fact 9/26/2013
** 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).
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