Internet Voting Restored for All Heinz Shareholders, Despite Trian's Refusal to Cooperate

Business Wire, July 25, 2006

PITTSBURGH -- H.J. Heinz Company (NYSE:HNZ) announced today that tens of thousands of Heinz retail shareholders with "street name" holdings (shares held through banks, brokers or financial intermediaries) will again be able to vote via the Internet in the Company's proxy fight with Nelson Peltz and his Trian Group, who has prevented such voting from occurring. The Internet voting was restored following an 8-day shutdown after ADP Proxy Services, responding to repeated urgent requests from Heinz, today amended Trian's voting instruction form to permit Internet voting.

ADP informed Heinz by email on July 22, 2006 that it could not make any changes to the Trian voting instruction form without Trian's explicit agreement, which they refused to give. Today, however, after exploring various options, ADP stated that it had made an adjustment to its system that enables Internet voting, without requiring Trian's consent.

On July 21, 2006, Heinz announced to its shareholders that those street name shareholders owning approximately 75 million Heinz shares were being prevented from voting via the Internet or by telephone because Trian refused to amend its voting instruction form.

Heinz's voting instruction form was already formatted in a way that would enable shareholders to vote for nominees to the Company's Board of Directors via the Internet or by telephone, but Trian had not agreed to similar formatting for its voting instruction form, thereby preventing Internet and telephone voting by all affected Heinz retail shareholders.

ADP is the firm responsible for mailing proxy materials to approximately 85 percent of all Heinz shareholders. The issue of telephone voting has not yet been resolved, but Heinz and ADP continue to work toward a possible solution despite Trian's continued lack of cooperation. All shareholders may continue to vote by mail.

Trian owns approximately 5.5 percent of Heinz's shares but it is attempting to wrest control of more than 40 percent of Heinz's Board of Directors. Trian is asking voters to replace five highly-qualified, strong and independent Heinz Directors with hand-picked nominees that include Mr. Peltz, his business partner, his son-in-law, one of his close friends and one of his former employees.

Heinz believes that Trian's nominees, if elected, would form a self-interested voting bloc that would disrupt Heinz's accelerating business momentum, undermine shareholder democracy and represent the interests of Mr. Peltz and Trian, not the interests of all Heinz shareholders. Trian has already proposed a flawed and unrealistic plan that Heinz believes would cripple the Company with drastic cost cuts of at least $575 million and destroy shareholder value.

Heinz is urging shareholders to mark, sign, date and return the WHITE card to re-elect its 12 directors and disregard any gold card they may receive from Trian.

For more information on the Heinz plan, visit www.heinzsuperiorvalue.com.

SAFE HARBOR PROVISIONS FOR FORWARD-LOOKING STATEMENTS:

This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified by the words "will," "expects," "anticipates," "believes," "estimates" or similar expressions and include our expectations as to future revenue growth, earnings, capital expenditures and other spending, as well as anticipated reductions in spending. These forward-looking statements reflect management's view of future events and financial performance. These statements are subject to risks, uncertainties, assumptions and other important factors, many of which may be beyond Heinz's control, and could cause actual results to differ materially from those expressed or implied in these forward-looking statements. Factors that could cause actual results to differ from such statements include, but are not limited to:

--sales, earnings, and volume growth,

--general economic, political, and industry conditions,

--competitive conditions, which affect, among other things, customer preferences and the pricing of products, production, energy and raw material costs,

--the ability to identify and anticipate and respond through innovation to consumer trends,

--the need for product recalls,

--the ability to maintain favorable supplier relationships,

--currency valuations and interest rate fluctuations,

--change in credit ratings,

--the ability to identify and complete and the timing, pricing and success of acquisitions, joint ventures, divestitures and other strategic initiatives,

--approval of acquisitions and divestitures by competition authorities, and satisfaction of other legal requirements,

--the ability to successfully complete cost reduction programs,

--the results of shareholder proposals,

--the ability to limit disruptions to the business resulting from the emphasis on three core categories and potential divestitures,

--the ability to effectively integrate acquired businesses, new product and packaging innovations,