CAG ConAgra Brands Inc

CUSIP NO. 205887102 13G PAGE 2 OF 5 PAGES


1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF PERSON STATE STREET BANK AND
TRUST COMPANY, ACTING IN VARIOUS FIDUCIARY CAPACITIES. 04-1867445

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.*

 NOT APPLICABLE A __
 B __
3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

 BOSTON, MASSACHUSETTS

5. SOLE VOTING POWER
 0 SHARES
6. SHARED VOTING POWER
 0 SHARES
7. SOLE DISPOSITIVE POWER
 0 SHARES
8. SHARED DISPOSITIVE POWER
 0 SHARES
9. AGGREGATED AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 0 SHARES
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
 SHARES*
 NOT APPLICABLE
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 0.0%
12. TYPE OF REPORTING PERSON*
 BK


 SCHEDULE 13G PAGE 3 OF 5 PAGES
ITEM 1.
 (A) NAME OF ISSUER
CONAGRA FOODS INC.

 (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
ONE CONAGRA DR
OMAHA, NE 68102

ITEM 2.

 (A) NAME OF PERSON FILING
 STATE STREET BANK AND TRUST COMPANY, TRUSTEE


 (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
 RESIDENCE

 STATE STREET FINANCIAL CENTER
 ONE LINCOLN STREET
 BOSTON MA 02111

 (C) CITIZENSHIP

 BOSTON, MASSACHUSETTS

 (D) TITLE CLASS OF SECURITIES
 COMMON

 (E) CUSIP NUMBER
 205887102

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
 13D-2(B), CHECK WHETHER THE PERSON FILING IS A:

 (B) _X_ BANK AS DEFINED IN SECTION 3(A)(6) OF THE ACT


PAGE 4 of 5 PAGES
ITEM 4. OWNERSHIP
 (A) AMOUNT BENEFICIALLY OWNED
 0 SHARES
 (B) PERCENT OF CLASS
 0.0%
 (C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
 (I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
 0 SHARES
 (II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE
 0 SHARES
 (III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
 0 SHARES
 (IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
 0 SHARES

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 NOT APPLICABLE

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
 PERSON.

 NOT APPLICABLE

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
 ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
 HOLDING COMPANY

 NOT APPLICABLE

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

 NOT APPLICABLE

ITEM 9. NOTICE OF DISSOLUTION OF GROUP

 NOT APPLICABLE


PAGE 5 OF 5 PAGES

ITEM 10. CERTIFICATION

 THE FOLLOWING CERTIFICATION SHALL BE INCLUDED IF THE
 STATEMENT IS FILED PURSUANT TO RULE 13D-1(B):

 BY SIGNING BELOW I CERTIFY THAT, TO THE BEST OF MY
KNOWLEDGE AND BELIEF, THE SECURITIES REFERRED TO ABOVE WERE
ACQUIRED IN THE ORDINARY COURSE OF BUSINESS AND WERE NOT ACQUIRED
FOR THE PURPOSE OF AND DO NOT HAVE THE EFFECT OF CHANGING OR
INFLUENCING THE CONTROL OF THE ISSUER OF SUCH SECURITIES AND WERE
NOT ACQUIRED IN CONNECTION WITH OR AS A PARTICIPANT IN ANY
TRANSACTION HAVING SUCH PURPOSES OR EFFECT.

 THIS REPORT IS NOT AN ADMISSION THAT STATE STREET BANK AND
TRUST COMPANY IS THE BENEFICIAL OWNER OF ANY SECURITIES COVERED BY
THIS REPORT, AND STATE STREET BANK AND TRUST COMPANY EXPRESSLY
DISCLAIMS BENEFICIAL OWNERSHIP OF ALL SHARES REPORTED HEREIN
PURSUANT TO RULE 13D-4.

 SIGNATURE

 AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND
BELIEF, I CERTIFY THAT THE INFORMATION SET FORTH IN THIS STATEMENT
IS TRUE, COMPLETE AND CORRECT.

 12 FEBRUARY 2010
 STATE STREET BANK AND TRUST COMPANY,



/s/ CUAN COULTER
 SENIOR VICE PRESIDENT