-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G0jUqhZfosv1nE29V9q8hBY7yxuyqPQdoWiAO4K0VXvRCbaa5C4d0A+W7LrCWGK7 I6zviz7tK8mvs9/DQrCa/A== 0000914062-07-000242.txt : 20070709 0000914062-07-000242.hdr.sgml : 20070709 20070518115419 ACCESSION NUMBER: 0000914062-07-000242 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYSCO CORP CENTRAL INDEX KEY: 0000096021 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 741648137 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1390 ENCLAVE PKWY CITY: HOUSTON STATE: TX ZIP: 77077 BUSINESS PHONE: 281-584-1390 MAIL ADDRESS: STREET 1: 1390 ENCLAVE PKWY CITY: HOUSTON STATE: TX ZIP: 77077 CORRESP 1 filename1.htm Response Letter
ARNALL GOLDEN GREGORY LLP
171 17TH STREET NW
SUITE 2100
ATLANTA, GEORGIA 30363-1031

Direct phone: 404.873.8688
Direct fax: 404.873.8689
E-mail: joseph.alley@agg.com
www.agg.com

May 18, 2007

VIA EDGAR

Mr. Adam Phippen
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549-0405
Mail Stop 3561

 
Re:
SYSCO Corporation
   
Item 4.02 Form 8-K
   
Filed May 7, 2007
     
   
File No. 1-6544

Dear Mr. Phippen:

On behalf of SYSCO Corporation (“SYSCO” or the “Company”), we transmit for filing SYSCO’s response to the staff’s letter of comment dated May 8, 2007. For your convenience, the comment contained in that letter is reprinted below in italics.

SYSCO’s response is as follows:

Form 8-K filed May 7, 2007


1.     In light of the restatements please confirm to us that your officers’ reconsidered their conclusions regarding the effectiveness of disclosure controls and procedures for the quarterly periods ended September 30, 2006 and December 30, 2006. In future filings, when you amend your periodic reports to file restated financial statements, describe the effect of the restatement on the officers’ conclusions regarding the effectiveness of disclosure controls and procedures. If the officers’ conclude that disclosure controls and procedures were effective, despite restatement, describe the basis for the officers’ conclusions. See Item 307 of Regulation S-K.

Response: 
 
On behalf of SYSCO, we confirm that SYSCO’s officers reconsidered their conclusions regarding the effectiveness of disclosure controls and procedures for the quarterly periods ended September 30, 2006 and December 30, 2006 in light of, and giving due consideration to, the restatements and the reasons therefor, and concluded that SYSCO’s disclosure controls and procedures were effective as of those dates at the reasonable assurance level, despite the restatements. We also confirm that, in future filings, when SYSCO amends its periodic reports to file restated financial statements, it will describe the effect of the restatement on the officers’ conclusions that disclosure controls and procedures were effective, and if the officers conclude that disclosure controls and procedures were effective despite the restatement, it will describe the basis for the officers’ conclusions.

 
 
Mr. Adam Phippen
May 18, 2007
Page 2
SYSCO acknowledges that:

·  
it is responsible for the adequacy and accuracy of the disclosure in the filing;

·  
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing;

·  
it may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States; and

·  
the Division of Enforcement has access to all information provided by SYSCO to the staff in its review of SYSCO’s filing or in response to staff comments on SYSCO’s filing.


If you have any questions, please do not hesitate to contact me at (404) 873-8688.


 
Very truly yours,
   
 
ARNALL GOLDEN GREGORY LLP
   
   
   /s/ B. Joseph Alley, Jr.
 
B. Joseph Alley, Jr.


cc:
William Thompson, Branch Chief, Division of Corporation Finance
 
John K. Stubblefield, SYSCO Corporation
 
Michael C. Nichols, SYSCO Corporation

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