Dean Foods, a food processor and distributor with quarterly sales of $518 million, will acquire the fluid milk and ice cream business of Western Dairymen Cooperative Inc., Salt Lake City, according to a letter of intent signed by officials of both organizations.

The transaction, which allows the cooperative to lease certain assets including processing plants utilized in the operation of the fluid milk and ice cream business, is subject to regulatory review and preparation of definitive purchase and lease agreements and is expected to close in 90 days.James P. Camerlo Jr., chairman of WDCI, and Howard M. Dean, chairman and chief executive officer of Dean Foods Co., said Dean will acquire the appropriate brand names, including the "Cream O'Weber" brand. The cooperative's plants in Utah and southeast Nevada serve parts of Idaho and Wyoming, all of Utah and the Las Vegas markets with branded and private label dairy products.

Camerlo said, "WDCI is a successful milk marketing cooperative for 1,250 members in the Intermountain Area. With the agreement, WDCI will continue to build upon its own strength as a supplier of cheese, quality raw milk and service in its marketing area."