8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

CURRENT REPORT

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act

Date of Report (Date of Earliest Event Reported): July 23, 2007

Cal-Maine Foods, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-04892	64-0500378
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3320 Woodrow Wilson Avenue

Jackson, MS 39207

(Address of principal executive offices (zip code))

601-948-6813

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

□ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a - 12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13d-4(c))

Item 2.02 Results of Operations and Financial Condition

On July 23, 2007, Cal-Maine Foods, Inc. (the "Company") issued a press release announcing its financial results for the fiscal fourth quarter and fiscal year ended June 2, 2007. A copy of the Company’s press release is attached hereto as Exhibit 99.1 to this Current Report.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release issued by the Company on July 23, 2007

SIGNATURES

Pursuant to the requirements for the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CAL-MAINE FOODS, INC.
Date: July 24, 2007	By:	/s/ Fred R. Adams, Jr.
		Fred R. Adams, Jr.
		Chairman of the Board and Chief Executive Officer

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EX-99.1

CAL-MAINE FOODS, INC. REPORTS FOURTH QUARTER AND FISCAL 2007 RESULTS

JACKSON, Miss. (July 23, 2007) - Cal-Maine Foods, Inc. (NASDAQ:CALM) today announced financial results for the fourth quarter and fiscal year ended June 2, 2007. For the fourth quarter of fiscal 2007, net sales were $169.9 million compared with net sales of $129.4 million for the fourth quarter a year ago. The Company reported net earnings of $18.3 million, or $0.78 per basic share, for the fourth quarter of fiscal 2007 compared with a net loss of $210,000, or $0.01 per basic share, for the same period last year.

For the fiscal year 2007, net sales were $598.1 million compared with net sales of $477.6 million for fiscal 2006. The Company reported net income of $36.7 million, or $1.56 per basic share, for fiscal 2007 compared with a net loss of $1.0 million, or $0.04 per basic share, in fiscal 2006.

Fred Adams, Jr., chairman and chief executive officer of Cal-Maine Foods, Inc., stated, “Our results for the fourth quarter reflect strong egg prices and a more favorable market. The demand for eggs was good during the quarter, aided by a strong export market. A reduced available egg supply also helped support a more balanced supply-demand equation. Feed costs remain high, primarily due to demand for corn from ethanol producers. However, higher egg prices more than offset the higher cost of feed during the quarter. .

“Looking ahead, egg prices have continued to be strong into our fiscal 2008 first quarter.  In addition, U.S.D.A. statistics indicate that the egg supply in the months ahead will be lower than the same time a year ago. All of our operations are running smoothly and we are optimistic about our business for the year ahead,” added Adams.

Cal-Maine Foods, Inc. is primarily engaged in the production, grading, packing and sale of fresh shell eggs. The Company, which is headquartered in Jackson, Mississippi, currently is the largest producer and distributor of fresh shell eggs in the United States and sells the majority of its shell eggs in approximately 28 states across the southwestern, southeastern, mid-western and mid-Atlantic regions of the United States.

Statements contained in this press release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties (contained in the Company’s SEC filings) that could cause actual results to differ materially from those projected. SEC filings may be obtained from the SEC or by contacting the Company.

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CAL-MAINE FOODS, INC.	POST OFFICE BOX 2960 ▪	JACKSON, MISSISSIPPI 39207
	PHONE 601-948-6813	FAX 601-969-0905

CALM Reports Fourth Quarter and Fiscal 2007 Results

Page 2

July 23, 2007

CAL-MAINE FOODS, INC. AND SUBSIDIARIES

FINANCIAL HIGHLIGHTS

(Unaudited)

(In thousands, except per share amounts)

	13 Weeks		14 Weeks			52 Weeks		53 Weeks
	Ended		Ended			Ended		Ended
	June 2,		June 3,			June 2,		June 3,
	2007		2006			2007		2006
Net sales	$	169,872	$	129,404		$	598,128	$	477,555
Gross profit		41,080		17,475			118,624		62,217
Operating income		26,517		2,912			58,230		4,515
Income (loss) before income taxes		27,107		1,724			56,261		(1,478	)
Net income (loss)	$	18,282	$	(210	)	$	36,656	$	(1,013	)
Net income (loss) per common share:
Basic	$	0.78	$	(0.01	)	$	1.56	$	(0.04	)
Diluted	$	0.77	$	(0.01	)	$	1.55	$	(0.04	)
Weighted average shares outstanding:
Basic		23,581		23,502			23,526		23,496
Diluted		23,647		23,502			23,599		23,496

SUMMARY BALANCE SHEET

(Unaudited)

(In thousands)

	June 2,		June 3,
ASSETS	2007		2006
Cash and short-term investments	$	54,532	$	38,295
Receivables		38,180		24,955
Inventories		62,208		57,843
Other		1,390		4,585
Current assets		156,310		125,678
Property, plant and equipment (net)		193,590		176,275
Other assets		14,668		15,165
Total assets	$	364,568	$	317,118
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable and accrued expenses	$	30,995	$	24,190
Other current liabilities		19,491		17,336
Current maturities of long-term debt		13,442		11,902
Deferred income taxes		11,830		11,450
Current liabilities		75,758		64,878
Deferred income taxes and other liabilities		31,767		40,455
Long-term debt, less current maturities		99,410		92,010
Shareholders' equity		157,633		119,775
Total liabilities and shareholders' equity	$	364,568	$	317,118

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