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| MINUTES OF MEETING OF|
BOARD OF DIRECTORS OF
SMITHFIELD FOODS, INC.
August 27, 1998
A regular meeting of the Board of Directors of Smithfield Foods, Inc. was held in the Boardroom of the Omni Richmond Hotel, 100 South l2th Street, Richmond, Virginia, on August 27, 1998, following the Company's Annual Meeting of Shareholders. Present were: Robert L. Burrus, Jr., F. J. Faison, Jr., Joel W. Greenberg, George E. Hamilton, Jr., Richard J. Holland, Roger R. Kapella, Lewis R. Little, Joseph W. Luter, III, Joseph B. Sebring, Timothy A. Seely and Aaron D. Trub. William H. Prestage was absent. Aaron D. Trub, Secretary of the Company, recorded.
The meeting was called to order at 3:30 p.m. by Joseph W. Luter, III, Chairman of the Board, who presided.
Mr. Luter stated that the only items of business be taken up at the meeting were the election of officers for Smithfield Foods, Inc. for the ensuing year, the election of the members of the Executive, Audit, and Compensation Committees of the Board, and the selection of the directors of the Company's subsidiaries.
The persons named in the resolution set forth hereinafter were nominated to serve as officers of the Company in the positions set forth after their respective names. There being no further nominations, upon motion duly made and seconded, the following resolution was unanimously adopted:
Mr. Luter then presented his views regarding the composition of the various committees of the Company. The composition of each respective committee was fully discussed and thereafter, upon motion duly made and seconded, the following resolution was unanimously adopted:
Organizational Meeting Board of Directors
Mr. Luter then made his recommendations regarding the composition of the Board of Directors of the Company's subsidiaries. The composition of each respective Board of Directors was fully discussed and thereafter, upon motion duly made and seconded, the following resolution was unanimously adopted:
There being no further business to come before the meeting, it was adjourned at 4:00 p.m.
Date: August 27, 1998