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                                                                   EXHIBIT 10(w)

                              BOB EVANS FARMS, INC.

                           2002 INCENTIVE GROWTH PLAN

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                              BOB EVANS FARMS, INC.

                           2002 INCENTIVE GROWTH PLAN

                                  SECTION 1.00

                                     PURPOSE

This Plan is intended to foster and promote the Company's long-term financial
success and to increase stockholder value by [1] providing Participants an
opportunity to earn incentive compensation if specified objectives are met and
[2] enabling the Company to attract and retain the services of outstanding
persons upon whose judgment, interest and dedication the successful conduct of
the Company's business is largely dependent.

                                  SECTION 2.00

                                   DEFINITIONS

When used in this Plan, the following terms will have the meanings given to them
in this section unless another meaning is expressly provided elsewhere in this
document. When applying these definitions, the form of any term or word will
include any of its other forms.

ACT. The Securities Exchange Act of 1934, as amended.

BOARD. The Company's Board of Directors.

CAUSE.

         [1]      With respect to a Participant who is a party to a Change in
         Control Agreement, "Cause" as defined in (and subject to the terms of)
         that Participant's Change in Control Agreement; or

         [2]      With respect to all Participants, a Participant's [a] willful
         and continued refusal to substantially perform assigned duties (other
         than any refusal resulting from incapacity due to physical or mental
         illness), [b] willful engagement in gross misconduct materially and
         demonstrably injurious to the Company or any Related Entity or [c]
         breach of any material agreement between the Participant and the
         Company or any Related Entity. However, [d] Cause will not arise [i]
         solely because the Participant is absent from active employment during
         periods of vacation, consistent with the Company's applicable vacation
         policy, or other period of absence initiated by the Participant and
         approved by the Employer or [ii] due to any event that constitutes Good
         Reason.

CODE. The Internal Revenue Code of 1986, as amended.

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CHANGE IN CONTROL.

         [1]      With respect to a Participant who is a party to a Change in
         Control Agreement, a "change in control" as defined in (and subject to
         the terms of) that Participant's Change in Control Agreement; or

         [2]      With respect to all Participants, approval by the Company's
         stockholders of a definitive agreement [a] to merge or consolidate the
         Company with or into another corporation in which the Company is not
         the continuing or surviving corporation or pursuant to which any Common
         Shares would be converted into cash, securities or other property of
         another corporation, other than a merger of the Company in which
         holders of Common Shares immediately before the merger have the same
         proportionate ownership of shares of the surviving corporation
         immediately after the merger as immediately before or [b] within a
         12-consecutive calendar month period, to sell or otherwise dispose of
         50 percent or more of the book value of the combined assets of the
         Company and all Subsidiaries.

         [3]      For purposes of this definition, "book value" will be
         established on the basis of the latest consolidated financial statement
         the Company filed with the Securities and Exchange Commission before
         the date any 12-consecutive calendar month measurement period began.

CHANGE IN CONTROL AGREEMENT. Any individual agreement between the Company and a
Participant describing the effect of a Change in Control on that Participant.

COMMITTEE. The Board's Compensation Committee.

COMMON SHARES. The Company's shares of common stock or any security issued in
substitution, exchange or in place of the Company's common stock.

COMPANY. Bob Evans Farms, Inc., a Delaware corporation, and any successor to it.

DISABILITY.

         [1]      With respect to a Participant who is a party to a Change in
         Control Agreement, a "disability" as defined in (and subject to the
         terms of) the Participant's Change in Control Agreement, if any; or

         [2]      With respect all Participants, a Participant's inability due
         to illness accident or otherwise to perform his duties for the period
         of time during which benefits are payable to the Participant under the
         Company's Short-Term Disability Plan, as determined by an independent
         physician selected by the Committee and reasonably acceptable to the
         Participant (or to his or her legal representative), provided that the
         Participant does not return to work on a substantially full-time basis
         within 30 days after the Company notifies the Participant that his
         employment is being terminated because of his or her Disability.

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GOOD REASON.

         [1]      With respect to a Participant who is a party to a Change in
         Control Agreement, "Good Reason" as defined in (and subject to the
         terms of) the Participant's Change in Control Agreement; or

         [2]      With respect to all Participants, any of the following to
         which the Participant has not consented in writing and which has not
         been cured by the Company (or accepted by the Participant) within 30
         days after the Participant notifies the Company, in writing, that he or
         she believes Good Reason has arisen:

                  [a]      Any material breach of this Plan of any nature
                  whatsoever by or in behalf of the Company or any Related
                  Entity;

                  [b]      A reduction in the Participant's title, duties,
                  responsibilities or status, as compared to either [i] the
                  Participant's title, duties, responsibilities or status
                  immediately before the date he or she becomes a Participant or
                  [ii] any enhanced or increased title, duties, responsibilities
                  or status to which the Participant accedes after becoming a
                  Participant;

                  [c]      The assignment to a Participant of duties that are
                  inconsistent with [i] the Participant's office immediately
                  before the date he or she became a Participant or [ii] any
                  more senior office to which the Participant is promoted after
                  becoming a Participant;

                  [d]      During any calendar year ending after the date the
                  Participant becomes a Participant, a 10 percent (or larger)
                  reduction (other than a reduction attributable to any
                  termination of employment for death, Disability or Cause or
                  for any period the Participant is temporarily absent from
                  active employment) in the highest of [i] the Participant's
                  total cash compensation for the preceding calendar year or, if
                  higher, [i] the Participant's total cash compensation for the
                  preceding calendar year but [ii] in both cases, determined
                  without regard to any amounts described in this Plan;

                  [e]      A requirement that a Participant relocate to a
                  principal office or worksite (or accept indefinite assignment)
                  to a location more than 50 miles distant from [i] the
                  principal office or worksite to which the Participant was
                  assigned immediately before the relocation or [ii] any
                  location to which the Participant agreed to be assigned;

                  [f]      The imposition on a Participant of business travel
                  obligations substantially greater than the Participant's
                  business travel obligations during the preceding 12
                  consecutive calendar months; or

                  [g]      [i] failure to continue in effect any material fringe
                  benefit or compensation plan, retirement or deferred
                  compensation plan, life insurance plan, health and

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                  accident plan or disability plan in which the Participant
                  participated; [ii] modification of any of the plans or
                  programs just described that adversely affects the value of
                  the Participant's benefits under those plans; or [iii] failure
                  to provide the Participant with the same number of paid
                  vacation days to which the Participant was entitled for the
                  immediately preceding calendar year under the terms of the
                  Employer's vacation policy or program. However, Good Reason
                  will not arise under this subsection solely because [iv] the
                  Company terminates or modifies any program solely to comply
                  with applicable law but only to the extent of the change
                  required or [v] a plan or benefit program expires under
                  self-executing terms contained in that plan or benefit
                  program.

OFFICER. Those employees whose compensation is subject to limitation under Code
Section 162(m) as of the last day of any calendar year ending with or within any
Performance Cycle.

PARTICIPATION AGREEMENT. The form that the Committee and each Participant must
complete within the period described in Section 3.02.

PARTICIPANT. Any Officer designated as a Participant under Section 3.01 who has
returned a completed Participation Agreement to the Committee within the period
described in Section 3.02.

PERFORMANCE CRITERIA. The criteria established by the Committee as of the
beginning of each Performance Cycle and applied at the end of the same
Performance Cycle to determine the portion (if any) of the Target Bonus payable
under this Plan to any Participant.

PERFORMANCE CYCLE. The period over which the Committee will apply the
Performance Criteria to establish the portion (if any) of the Target Bonus
payable under this Plan to each Participant.

PLAN. The Bob Evans Farms, Inc. 2002 Incentive Growth Plan.

RELATED ENTITY. [1] an entity related to the Company by application of Code
Sections 414(b) and (c), as modified by Code Section 415(h) or [2] an affiliated
service group [as defined in Code Section 414(m)] or other organization
described in Code Section 414(o) that includes the Company.

RETIREMENT.

         [1]      With respect to a Participant who is a party to a Change in
         Control Agreement, "Retirement" as defined in (and subject to the terms
         of) that Participant's Change in Control Agreement; or

         [2]      With respect to all Participants, termination of a
         Participant's employment at or after age 55.

SUBSIDIARY. Any corporation, partnership or limited liability company in which
the Company owns, directly or indirectly, 50 percent or more of the total
combined voting power of all classes of stock of that corporation or of the
capital or profits interest of a partnership or limited liability company.

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TARGET BONUS. The cash amount that a Participant will receive if he or she fully
meets the Performance Criteria established under Section 4.01 as of the
beginning of the Performance Cycle. As determined by the Committee, the bonus
paid may be larger or smaller than the Target Bonus to the extent that
Performance Criteria are exceeded or are partially, but not fully, met during a
Performance Cycle. However, no Participant may receive a distribution under this
Plan for any Performance Cycle that is larger than $2,000,000.

                                  SECTION 3.00

                                  PARTICIPATION

3.01     DESIGNATION OF PARTICIPANTS. Subject to Section 3.02, all Officers may
participate in this Plan. The Committee will send each Participant a
Participation Agreement specifying [1] the conditions that must be met if he or
she is to receive a bonus at the end of the Performance Cycle and [2] the basis
on which that amount will be calculated.

3.02     CONDITIONS OF PARTICIPATION. An Officer may become a Participant for
any Performance Cycle only if he or she:

         [1]      Before the beginning of a Performance Cycle, is designated by
         the Committee as a Participant for that Performance Cycle; and

         [2]      Returns to the Committee a signed Participation Agreement
         within 60 days after receiving that form from the Committee.

                                  SECTION 4.00

                                 ADMINISTRATION

4.01     PERFORMANCE CRITERIA.

         [1]      For each Performance Cycle, the Committee will [a] establish
         each Participant's Target Bonus and the extent to which a bonus will be
         paid if established Performance Criteria are exceeded or are partially,
         but not fully, met, [b] develop the Performance Criteria that will be
         applied to determine the portion of the Target Bonus that will be paid
         at the end of the Performance Cycle and [c] establish the Performance
         Cycle over which Performance Criteria will be measured.

         [2]      In establishing each Participant's Performance Criteria, the
         Committee will consider the relevance of each Participant's assigned
         duties and responsibilities to factors that preserve and increase the
         Company's value. These factors will include:

                  [a]      Gross revenues, either throughout the Company or
                  within any specified division or geographic area;

                  [b]      Net income, either throughout the Company or within
                  any specified division or geographic area;

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                  [c]      Gross sales, either throughout the Company or within
                  any specified division or geographic area;

                  [d]      Earnings per Common Share;

                  [e]      New products and lines of revenue;

                  [f]      Customer satisfaction, either throughout the Company
                  or within any specified division or geographic area;

                  [g]      Market share;

                  [h]      Developing and managing relationships with regulatory
                  and other governmental agencies;

                  [i]      Managing claims against the Company or any of its
                  Subsidiaries, including litigation;

                  [j]      The Company's book value or the book value of any
                  designated Subsidiary or division;

                  [k]      The trading value of the Common Shares;

                  [l]      Completion of assigned corporate transactions, such
                  as mergers, acquisitions or divestitures; and

                  [m]      Controlling expenses.

         [3]      The Committee will make appropriate adjustments to reflect:

                  [a]      The effect on any Performance Criteria of any Common
                  Shares dividend or Common Shares split, recapitalization
                  (including, without limitation, the payment of an
                  extraordinary dividend), merger, consolidation, combination,
                  spin-off, distribution of assets to stockholders, exchange of
                  shares or similar corporate change. This adjustment to the
                  Performance Criteria will be made [i] to the extent the
                  Performance Criteria is based on Common Shares, [ii] as of the
                  effective date of the event and [iii] for the Performance
                  Cycle in which the event occurs. Also, the Committee will make
                  a similar adjustment to any portion of a Performance Criteria
                  that is not based on Common Shares but which is affected by an
                  event having an effect similar to those just described.

                  [b]      A substantive change in a Participant's job
                  description or assigned duties and responsibilities.

         [4]      Performance Criteria will be established and communicated to
         each affected Participant in a Participation Agreement no later than
         the earlier of:

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                  [a]      90 days after the beginning of the applicable
                  Performance Cycle; or

                  [b]      The expiration of 25 percent of the applicable
                  Performance Cycle.

4.02     CERTIFICATION. As of the end of each Performance Cycle, the Committee
will certify to the Board the extent to which each Participant has or has not
met his or her Performance Criteria and the portion (if any) of the Target Bonus
that is to be paid to each Participant.

4.03     ADMINISTRATION. The Committee is responsible for administering the
Plan. In addition to the duties described elsewhere in this Plan, the Committee,
by majority action, may [1] prescribe, amend and rescind rules and regulations
relating to the Plan; [2] provide for conditions deemed necessary or advisable
to protect the interests of the Company; and [3] interpret the Plan and supply
any missing terms needed to administer the Plan. Determinations, interpretations
or other actions made or taken by the Committee under the provisions of this
document will be final, binding and conclusive for all purposes and upon all
persons.

                                  SECTION 5.00

          EFFECT OF TERMINATION OF EMPLOYMENT DURING PERFORMANCE CYCLE;
                               CHANGE IN CONTROL

5.01     EFFECT OF TERMINATION OF EMPLOYMENT DURING PERFORMANCE CYCLE FOR
REASONS OTHER THAN RETIREMENT, DEATH, DISABILITY, GOOD REASON OR WITHOUT CAUSE.
Except as provided in Sections 5.02 and 5.03 and under any Participant's Change
in Control Agreement, a Participant who terminates employment before the end of
a Performance Cycle will forfeit all right to receive any amount under this
Plan. However, in all cases a terminated Participant will receive any amounts
earned during any Performance Cycle that ended before his or her termination
(e.g., if the Committee has not then valued or distributed amounts earned during
a Performance Cycle that ended before the Participant terminated).

5.02     EFFECT OF RETIREMENT, DEATH, DISABILITY, TERMINATION FOR GOOD REASON OR
TERMINATION WITHOUT CAUSE DURING PERFORMANCE CYCLE. Except as provided in a
Participant's Change in Control Agreement, a Participant who Retires, dies or
becomes Disabled during a Performance Cycle or is terminated by the Company
without Cause or terminates employment voluntarily for Good Reason will receive
a prorated distribution at the end of the Performance Cycle during which he or
she Retired, died, became Disabled, is terminated without Cause or terminates
for Good Reason. The amount of this distribution will be calculated at the end
of the Performance Cycle by applying the following procedure:

         [1]      As of the end of the Performance Cycle during which the
         affected Participant Retired, died, became Disabled is terminated
         without Cause or terminates for Good Reason, the Committee will apply
         the Performance Criteria to measure the portion of the Target Bonus to
         be distributed. This calculation will be made in the manner described
         in Section 4.02 and will be made as if the Retired, deceased, Disabled
         or terminated Participant had remained actively employed throughout the
         Performance Cycle.

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         [2]      The Committee then will multiply the amount produced under
         Section 5.02[1] by a fraction, the numerator of which is the number of
         whole calendar months during which the Retired, deceased, Disabled or
         terminated Participant was actively employed during the Performance
         Cycle and the denominator of which is the number of whole calendar
         months in the Performance Cycle.

         [3]      Then, the Committee will direct the Company to distribute the
         amount calculated in the form and at the time described in Section 6.00
         to, as appropriate, the Retired, Disabled or terminated Participant or
         to the beneficiary of the deceased Participant.

5.03     CHANGE IN CONTROL. Subject to the terms of any Change in Control
Agreement, if, within 36 months after a Change in Control:

         [1]      With respect to all Participants, the Plan is terminated and
         not replaced with a similar program providing comparable benefits and
         features; or

         [2]      With respect to a Participant who is a party to a Change in
         Control Agreement, an event occurs that generates a change in control
         payment under that Participant's Change in Control Agreement,

within 30 days after an event described in Section 5.03[1] or [2], the Company
will distribute to each affected Participant their Target Bonus for the year in
which the Change in Control occurs. This distribution will be made whether or
not the Performance Criteria for that period have been met and whether or not
the pending Performance Cycle has been completed.

5.04     EFFECT OF CODE SECTION 280G. Subject to a Participant's Change in
Control Agreement, if the sum of the payments described in this section and
those provided under all other plans, programs or agreements between the
Participant and the Company or any Subsidiary constitutes an "excess parachute
payment" as defined in Code Section 280G(b)(1), the Company will either:

         [1]      Reimburse the Participant for the amount of any excise tax due
         under Code Section 4999 (but not for any income taxes or additional
         excise taxes associated with this initial payment), if this procedure
         provides the affected Participant with an after-tax amount that is
         larger than the after-tax amount produced under Section 5.04[2]; or

         [2]      Reduce the amounts paid to the Participant under this Plan so
         that his or her total "parachute payment" as defined in Code Section
         280G(b)(2)(A) under this and all other plans, programs or agreements
         between the Participant and the Company or Subsidiary will be $1.00
         less than the amount that would be an "excess parachute payment," if
         this procedure provides the Participant with an after-tax amount that
         is larger than the after-tax amount produced under Section 5.04[1].

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                                  SECTION 6.00

                          FORM AND TIME OF DISTRIBUTION

6.01     DISTRIBUTION. Subject to Sections 6.02 and 8.04, the amount determined
by applying the procedures described in Sections 4.00 and 5.00 will be
distributed in a single lump sum cash payment no later than 90 days after the
end of the applicable Performance Cycle.

6.02     DEFERRAL OF DISTRIBUTION. Each Participant may direct the Company to
defer all or any portion of his or her Plan distribution by electing to have
that amount [1] credited to his or her account under any nonqualified deferred
compensation plan [as defined in Section 201(2) of the Employee Retirement
Income Security Act of 1974, as amended] maintained by the Company and
designated by the Committee or any successor plan and [2] distributed under the
terms of that plan. This election must be made in the Participation Agreement
that relates to the Performance Cycle during which the deferred amount may be
earned. Once filed, this election will be irrevocable.

                                  SECTION 7.00

                 AMENDMENT, MODIFICATION AND TERMINATION OF PLAN

The Board or the Committee may terminate, suspend or amend the Plan at any time
without stockholder approval except to the extent prohibited under the terms of
the Participant's Change in Control Agreement or to the extent that stockholder
approval is required to satisfy applicable requirements imposed by [1]
applicable requirements of the Code or [2] any securities exchange on which the
Company's securities are listed. Also, no Plan amendment may, without the
consent of the affected Participant, adversely affect his or her ability to earn
any Target Bonus for which Performance Criteria were established before the
amendment, modification or termination of the Plan.

                                  SECTION 8.00

                            MISCELLANEOUS PROVISIONS

8.01     ASSIGNABILITY. Except as provided in Section 8.02, no Participant may
transfer, alienate, pledge, hypothecate, transfer or otherwise assign his or her
rights to receive a distribution under the Plan to any other person and any
attempt to do so will be void.

8.02     BENEFICIARY DESIGNATION. Each Participant may from time to time name
any beneficiary or beneficiaries (who may be named contingently or successively)
to whom any amount under the Plan will be paid as provided in Section 5.00. Each
designation must be made on a form acceptable to the Committee and will be
effective only after it is delivered to the Committee. In the absence of any
beneficiary designation, amounts remaining unpaid at the Participant's death
will be paid to the deceased Participant's surviving spouse, if any, or
otherwise to his or her estate. The Participant (and his or her beneficiary) and
not the Company or the Committee is responsible for keeping the Committee
apprised of the beneficiary's address. Also, neither the Company nor the
Committee is required to search for any beneficiary beyond sending a registered
letter to the beneficiary at the latest address given to it by the Participant
or beneficiary. Any amount otherwise payable to a beneficiary whom the Committee
cannot locate at this address will be forfeited. However, if, within one year of
the Participant's death, the

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beneficiary files a claim and establishes that he or she is the deceased
Participant's beneficiary, the Committee will direct the Company to pay (and the
Company will pay) any amount that was payable at the death of the Participant.
However, no amount will be paid representing the time value of the delayed
distribution. If this claim is not filed within one year of the Participant's
death, the amount will be forfeited irrevocably.

8.03     NO GUARANTEE OF EMPLOYMENT OR PARTICIPATION. Nothing in the Plan will
interfere with or limit in any way the right of the Company or any Subsidiary to
terminate any Participant's employment at any time, nor confer upon any
Participant any right to continue in the employ of the Company or any
Subsidiary. Also, [1] receipt of a Target Bonus for any Performance Cycle is no
guarantee that a Participant will receive a similar (or any) Target Bonus for
any subsequent Performance Cycle and [2] establishment of Performance Criteria
for any Performance Cycle is no guarantee that identical or similar criteria
will be established for any subsequent Performance Cycle.

8.04     TAX WITHHOLDING. Before distributing any amount under the Plan, the
Company will withhold an amount sufficient to satisfy federal, state and local
income and employment tax withholding requirements imposed on the amount of any
distribution under the Plan.

8.05     INDEMNIFICATION. Each person who is or has been a member of the
Committee or of the Board will be indemnified and held harmless by the Company
against and from any loss, cost, liability or expense that may be imposed upon
or reasonably incurred by him or her in connection with or resulting from any
claim, action, suit or proceeding to which he or she may be made a party or in
which he or she may be involved by reason of any action taken or failure to act
under the Plan and against and from any and all amounts paid by him or her in
settlement thereof, with the Company's approval, or paid by him or her in
satisfaction of any judgment in any such action, suit or proceeding against him
or her, provided he or she gives the Company an opportunity, at its own expense,
to handle and defend the same before he or she undertakes to handle and defend
it on his or her own behalf. The foregoing right of indemnification is not
exclusive and is independent of any other rights of indemnification to which
such persons may be entitled under the Company's Code of Regulations, by
contract, as a matter of law or otherwise.

8.06     NO LIMITATION ON COMPENSATION. Nothing in the Plan is to be construed
to limit the right of the Company to establish other plans or to pay
compensation to its employees, in cash or property, in a manner not expressly
authorized under this document.

8.07     GOVERNING LAW. The Plan, and all agreements under it, will be construed
in accordance with and governed by the laws of the State of Ohio.

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8.08     RESOLUTION OF DISPUTES.

         [1]      Any controversy of claim arising out of, or relating to, this
         Plan (other than those arising under Section 5.00 with respect to a
         Participant who is a party to a Change in Control Agreement when the
         controversy or claim arises) will be settled by arbitration in the city
         in which the Participant's principal place of employment with the
         Company is located or another place the Participant and the Company
         mutually select immediately before the arbitration. The arbitration
         will be conducted in accordance with the Rules of the American
         Arbitration Association, and judgement on the award rendered by the
         arbitrator or arbitrators may be entered in any court of competent
         jurisdiction.

         [2]      If the Company refuses or otherwise fails to make a payment
         when due and it is ultimately decided that the Participant is entitled
         to that payment, the payment will be increased to reflect an interest
         equivalent for the period of delay, calculated at the prime rate quoted
         in the Wall Street Journal and in effect as of the date the payment was
         first due.

         [3]      The costs of arbitration will be borne solely by the person by
         which they are incurred.

         [4]      Any controversy or claim arising out of, or relating to, any
         matter within Section 5.03 will:

                  [a]      With respect to a Participant who is a party to a
                  Change in Control Agreement when the controversy or claim
                  arose, be resolved under the terms of the Participant's Change
                  in Control Agreement; or

                  [b]      With respect to a Participant who is not a party to a
                  Change in Control Agreement when the controversy or claim
                  arose, will be resolved as otherwise provided in this section.

8.09     TERM OF PLAN. The Plan will be effective upon its adoption by the
Committee, subject to approval by the Board and approval by the affirmative vote
of the holders of a majority of the shares of voting stock present in person or
represented by proxy at the first annual meeting of stockholders occurring after
the Board approves the Plan.

8.10     RELATIONSHIP TO CHANGE IN CONTROL AGREEMENT. Regardless of any
implication to the contrary, the Company intends that:

         [1]      Any Target Bonus paid or payable through this Plan will be a
         "bonus" for purposes of any Participant's Change in Control Agreement;

         [2]      If any term, condition or feature of this Plan relates to an
         item that also is dealt with in the Participant's Change in Control
         Agreement, [a] the terms of the Change in Control Agreement will apply
         if those terms provide the Participant a larger benefit than otherwise
         would have been generated under the terms of the Plan, without regard
         to this section or [b] the terms of this Plan (other than Section 5.04)
         will apply if those terms

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         provide the Participant a larger benefit than would have been generated
         under the terms of the Change in Control Agreement; and

         [3]      Any Target Benefit that is payable subject to a Participant's
         Change in Control Agreement as described in Section 5.03 will be deemed
         to have been paid through and subject to the Participant's Change in
         Control Agreement.

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