FORM 4
[ ] 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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Wenner David L
2. Issuer Name and Ticker or Trading Symbol

B&G Foods, Inc. [ BGS, BGF ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O B&G FOODS, INC., FOUR GATEHALL DRIVE, SUITE 110
3. Date of Earliest Transaction (MM/DD/YYYY)

3/10/2009
(Street)

PARSIPPANY, NJ 07054
(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
Class A Common Stock   3/10/2009     P    1000   A   (1) 10600   (2) I   By wife  
Class A Common Stock   3/10/2009     P    1000   A   (3) 185369   D    
Class A Common Stock   3/10/2009     P    100   A   (4) 185469   D    
Class A Common Stock   3/10/2009     P    1000   A   (5) 186469   D    
Class A Common Stock   3/12/2009     P    300   A   (6) 186769   D    
Class A Common Stock   3/12/2009     P    300   A   (7) 187069   D    
Class A Common Stock   3/12/2009     P    1400   A   (8) 188469   (9) D    

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

Explanation of Responses:
( 1)  The reported securities are included in 1,000 Enhanced Income Securities ("EISs") purchased by the reporting person's wife for $8.941 per EIS. Each EIS consists of one share of Class A Common Stock and $7.15 principal amount of 12% Senior Subordinated Notes due 2016.
( 2)  All 10,600 shares of Class A Common Stock held by the reporting person's wife are held as part of EISs.
( 3)  The reported securities are included in 1,000 EISs purchased by the reporting person for $8.95 per EIS.
( 4)  The reported securities are included in 100 EISs purchased by the reporting person for $9.00 per EIS.
( 5)  The reported securities are included in 1,000 EISs purchased by the reporting person for $9.096 per EIS.
( 6)  The reported securities are included in 300 EISs purchased by the reporting person for $9.57 per EIS.
( 7)  The reported securities are included in 300 EISs purchased by the reporting person for $9.58 per EIS.
( 8)  The reported securities are included in 1,400 EISs purchased by the reporting person for $9.60 per EIS.
( 9)  Of the 188,469 shares of Class A Common Stock held directly by the reporting person, 46,100 are held as part of EISs and 142,369 are held separately.

Remarks:
The trading symbols set forth in column 2 are for the issuer's Class A Common Stock (BGS) and EISs (BGF), respectively.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Wenner David L
C/O B&G FOODS, INC.
FOUR GATEHALL DRIVE, SUITE 110
PARSIPPANY, NJ 07054
X
President & CEO

Signatures
/s/ David L. Wenner 3/12/2009
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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