Summary of DOLE FOOD CO INC

Change in Directors or Principal Officers, Other Events, Financial Statements an

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Departure of Directors or Certain Officers.

In connection with the previously announced sale of the worldwide packaged foods and Asia fresh produce businesses of Dole Food Company, Inc. ("Dole") to ITOCHU Corporation, on February 21, 2013, David A. DeLorenzo stepped down from his position as President and Chief Executive Officer of Dole, but will remain on Dole's Board of Directors following completion of the sale transaction. In addition, on February 21, 2013, Joseph S. Tesoriero stepped down from his position as Executive Vice President and Chief Financial Officer of Dole. Mr. DeLorenzo and Mr. Tesoriero will remain employees of Dole through the closing of the sale to ITOCHU.

On February 22, 2013, Dole announced the following, effective as of February 21, 2013:

Х David H. Murdock returned to the role of Chairman and Chief Executive Officer;

Х C. Michael Carter assumed the added role of President and Chief Operating Officer;

Х Keith C. Mitchell became Chief Financial Officer;

Biographical information regarding Mr. Murdock and Mr. Carter, and any related party transactions between such individuals and Dole, are described in the Company's 2012 Proxy Statement, filed with the Securities and Exchange Commission on April 13, 2012, which descriptions are incorporated into this Item by this reference.

Mr. Mitchell, 51, served as the Chief Financial Officer of Dole Fresh Fruit since 2007. Before joining Dole in 1993, he held various finance and audit positions with Koppers Company, Inc., PPG Industries and Arthur Anderson & Co. There is no information that is required to be disclosed with respect to Mr. Mitchell pursuant to Item 404(a) of Regulation S-K.

(d) Election of Directors.

On February 21, 2013, the Board of Directors of Dole elected C. Michael Carter and E. Rolland Dickson, M.D. to rejoin the Board as directors of Dole, filling new vacancies created by the Board of Directors on February 21, 2013. Mr. Carter will be a member of the Executive Committee, and Dr. Dickson will be a member of the Audit Committee and the Nominating and Corporate Governance Committee.

As a non-employee director, Dr. Dickson will receive the standard compensation amounts payable to non-employee directors of Dole, which includes an annual cash retainer of $60,000, a Board meeting fee of $2,000 for each Board meeting attended, or $1,000 for telephonic participation, and a Committee meeting fee of $1,000 for each Committee meeting attended in person or participated in telephonically. In addition, non-employee members of the Board are

entitled to an additional cash payment of $75,000, payable annually on October 28. Finally, each non-employee director has an annual executive physical benefit of up to $6,000 at a facility determined by Dole. There is no information that is required to be disclosed with respect to Dr. Dickson pursuant to Item 404(a) of Regulation S-K.

As an employee of Dole, Mr. Carter will not receive any compensation for his service as a director.

(e) Compensatory Arrangements of Certain Officers.

On February 21, 2013, the Corporate Compensation and Benefits Committee of the Board of Directors approved a modification to the outstanding stock options held by Mr. DeLorenzo and Mr. Tesoriero such that the post-termination exercise period for all such stock options will be extended from three months following each such executive's termination of employment until March 31, 2014.