Food processor Dean Foods has announced that that the spin-off of its majority-owned subsidiary TreeHouse Foods Inc is expected to close on 27 June 2005.

Immediately prior to the spin-off, Dean Foods will transfer to TreeHouse the business currently conducted by its Specialty Foods Group segment in addition to its Mocha Mix, Second Nature and foodservice salad dressings businesses, it said.

Under the terms of the transaction, Dean Foods will distribute all of the shares of TreeHouse common stock held by Dean Foods to its stockholders by means of a share dividend.  These shares represent approximately 98.3% of
TreeHouse's outstanding common stock.  The remaining approximately 1.7% of TreeHouse common stock is held by the TreeHouse senior management team headed by Sam K. Reed, former chief executive officer of Keebler Foods Company, who will serve as chairman of the board and chief executive officer of the new company.

Following the distribution, Dean Foods will not own any shares of TreeHouse, and TreeHouse will be an independent, publicly traded company listed under the symbol "THS" on the New York Stock Exchange. 

Dean Foods will distribute to the holders of Dean Foods common stock one share of TreeHouse common stock for every five shares of Dean Foods common stock outstanding on 20 June 2005, the record date for the distribution. The distribution will be on or about 27 June 2005.