IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

NORFOLK DIVISION

_________________________________

)

UNITED STATES OF AMERICA,	)

)

Plaintiff,	)

)	Civil Action No.: 2:04cv526

v.	)	Judge Robert G. Doumar

)

SMITHFIELD FOODS, INC.,	)	Date-stamped: November 10, 2004

)

Defendant.	)

_________________________________)

FINAL JUDGMENT

Plaintiff, the United States of America, having commenced this action by filing its Complaint herein for violation of Section 7A of the Clayton Act, 15 U.S.C. § 18a, commonly known as the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and Plaintiff and Defendant, Smithfield Foods, Inc. ("Smithfield"), by their respective attorneys, having consented to the entry of this Final Judgment without trial or adjudication of any issue of fact or law herein, and without this Final Judgment constituting any evidence against or an admission by the Defendant with respect to any such issue:

NOW THEREFORE, before the taking of any testimony and without trial or adjudication of any issue of fact or law herein, and upon the consent of the parties hereto, it is hereby ORDERED, ADJUDGED AND DECREED:

I.

The Court has jurisdiction of the subject matter of this action and of the Plaintiff and the

Defendant. The Complaint states a claim upon which relief can be granted against the

Defendant under Section 7A of the Clayton Act, 15 U.S.C. § 18a.

II.

Judgment is hereby entered in this matter in favor of Plaintiff United States of America

and against Defendant, and pursuant to Section 7A(g)(1) of the Clayton Act, 15 U.S.C. § 18a(g)(1), the Debt Collection Improvement Act of 1996, Pub. L. 104-134, § 31001(s) (amending the Federal Civil Penalties Inflation Adjustment Act of 1990, 28 U.S.C. § 2461), and Federal Trade Commission Rule 1.98, 16 C.F.R. § 1.98, 61 Fed. Reg. 54549 (Oct. 21, 1996), Defendant Smithfield is ordered to pay a civil penalty in the amount of two million dollars ($2,000,000). Payment shall be made by wire transfer or cashier's check. If the payment is made by wire transfer, Defendant shall contact Janie Ingalls of the Antitrust Division's Antitrust Documents Group at (202) 514-2481 for instructions before making the transfer. If the payment is made by cashier's check, the check shall be made payable to the United States Department of Justice and delivered to:

Janie Ingalls

United States Department of Justice

Antitrust Division, Antitrust Documents Group

325 7th Street, NW

Suite 215 North

Washington, D.C. 20530.

Defendant shall pay the full amount of the civil penalties within thirty (30) days of entry of this Final Judgment. In the event of a default in payment, interest at the rate of eighteen (18) percent per annum shall accrue thereon from the date of default to the date of payment.

III.

Each party shall bear its own costs of this action.
IV.

Entry of this Final Judgment is in the public interest.

SO ORDERED this ____ day of _____________, 2004

By:

Robert G. Doumar
UNITED STATES DISTRICT JUDGE

WE ASK FOR THIS:

FOR PLAINTIFF	FOR DEFENDANT

UNITED STATES OF AMERICA	SMITHFIELD FOODS, INC.

"/s/"	"/s/"

C. Alexander Hewes (VSB No. 04922)	Thomas G. Slater, Jr. (VSB No. 05915)

Trial Attorney, U.S. Department of Justice	HUNTON & WILLIAMS LLP

Antitrust Division	Riverfront Plaza, East Tower

325 Seventh Street, NW, Suite 500	951 East Byrd Street

Washington, DC 20530	Richmond, Virginia 23219-4074

Telephone: (202) 305-8519	Telephone: (804) 788-8475

Facsimile: (202) 616-2441	Facsimile: (804) 788-8218

J. Richard Doidge	Gregory N. Stillman (VSB No. 14308)

Jesscia K. Delbaum	HUNTON & WILLIAMS LLP

David A. Blotner	500 East Main Street, Suite 1000

Caroline E. Laise	Norfolk, Virginia 23510

Trial Attorneys	Telephone: (757) 640-5300

United States Department of Justice

325 Seventh Street, N.W., Suite 500	Keven J. Arquit

Washington, DC 20530	SIMPSON THACHER & BARTLETT LLP

Telephone: (202) 514-2000	425 Lexington Avenue

New York, New York 10017-3954

Telephone: (212) 455-2000