8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
August 13, 2007

SYSCO CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-06544	74-1648137
(Commission File Number)	(IRS Employer Identification No.)

1390 Enclave Parkway, Houston, Texas 77077-2099
(Address of principal executive offices, including zip code)

(281) 584-1390
(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

     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:

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Press Release

Item 2.02. Results of Operations and Financial Condition

     On August 13, 2007, SYSCO Corporation (“SYSCO”) issued a press release announcing its results of operations and financial condition for the fourth quarter and fiscal year ended June 30, 2007 of the fiscal year ending June 30, 2007. SYSCO hereby incorporates by reference herein the information set forth in its press release dated August 13, 2007 (the “Press Release”), a copy of which is attached hereto as Exhibit 99.1.

     Except for the historical information contained in this report, the statements made by SYSCO are forward looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. SYSCO’s future financial performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. Forward-looking statements in the Press Release are subject to certain risks and uncertainties described in the Press Release. For further information on other risk factors, please refer to the “Risk Factors” contained in SYSCO’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2007 as filed with the Securities and Exchange Commission.

     The information in this Current Report is being furnished, not filed, pursuant to Item 2.02 of Form 8-K. Accordingly, the information in Item 2.02 of this report, including the Press Release attached hereto as Exhibit 99.1, will not be incorporated by reference into any registration statement filed by SYSCO under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

Not applicable.

(b) Pro Forma Financial Information.

Not applicable.

(c) Shell company transactions.

Not applicable.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated August 13, 2007

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SIGNATURES

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

	SYSCO CORPORATION
Date: August 13, 2007	By:	/s/ Michael C. Nichols
		Name:	Michael C. Nichols
		Title:	Vice President, General Counsel and Corporate Secretary

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated August 13, 2007

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EX-99.1

Exhibit 99.1

SYSCO

SYSCO Corporation
1390 Enclave Parkway
Houston, Texas 77077-2099
(281) 584-1390 NEWS RELEASE

FOR IMMEDIATE RELEASE FOR MORE INFORMATION

CONTACT:	Kirk G. Drummond
	Sr. Vice President, Finance
	and Treasurer
	(281) 584-1328

SYSCO REPORTS FOURTH QUARTER DILUTED EPS OF $0.49 AND
FISCAL 2007 DILUTED EPS OF $1.60

HOUSTON, August 13, 2007 — SYSCO Corporation (NYSE: SYY) today announced financial results for its 13-week fourth quarter and 52 weeks of fiscal 2007 ended June 30, 2007.

Fourth Quarter Fiscal 2007 Highlights

• Sales increased 8.5% to $9.23 billion from $8.51 billion in last year’s fourth quarter.

• Net earnings were $303.4 million compared to $254.1 million in last year’s fourth quarter, an increase of 19.4%.

• Diluted earnings per share (EPS) increased 19.5% to $0.49 compared to $0.41 in the fourth quarter of fiscal 2006.

Fiscal 2007 Highlights

• Sales increased 7.4% to $35.04 billion from $32.63 billion in fiscal 2006.

• The impact of EITF 04-13 (Accounting for Purchases and Sales of Inventory with the Same Counterparty) reduced sales growth for fiscal 2007 by 0.7%.

• Net earnings were $1.00 billion compared to $855.3 million in the prior fiscal year, an increase of 17.0%.

• Diluted EPS increased 17.6% to $1.60 compared to $1.36 in fiscal 2006.

     “We delivered solid sales and excellent earnings growth in the fourth quarter as our operating companies successfully supported their customers in a market that experienced significant food cost inflation,” said Richard J. Schnieders, SYSCO’s chairman and chief executive officer. “Looking at fiscal 2007 overall, sales growth met our expectations and we are especially pleased with the nearly 18% EPS growth that accompanied it. It is particularly gratifying to achieve a major milestone of one billion dollars in net earnings for the first time.”

Sales

     Sales for the fourth quarter grew 8.5% over the same period last year. Sales from acquisitions (less than 12 months) contributed 0.2% to the quarter’s sales growth. Food cost inflation, as estimated by the change in SYSCO’s cost of goods, was 6.1% for the quarter.

     Sales for fiscal 2007 grew 7.4% over fiscal 2006. The impact of EITF 04-13 reduced sales by approximately $334.0 million in fiscal 2007 compared to $99.8 million in fiscal 2006, reducing sales growth by 0.7%. This accounting standard was effective beginning with the fourth quarter of fiscal 2006. Sales from acquisitions contributed 0.7% to the fiscal year’s sales growth. Food cost inflation was 3.4% for the year.

Gross Profit Margins

     During the fourth quarter, gross profit margins were 19.51%, a 34 basis point decline from the same period in fiscal 2006. High inflation contributed significantly to the decline as a percent to sales. Nevertheless, the company was able to grow gross profit dollars by a healthy 6.6%.

     For fiscal 2007, gross profit margins remained flat at 19.28%, including a 12 basis point improvement due to EITF 04-13.

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Expenses

     Operating expenses as a percent of sales were 13.99% during the fourth quarter, a 76 basis point decrease from the same period last year. This unusually large decrease in expenses as a percent to sales resulted both from sound cost control management and the favorable impact of high food cost inflation.

     For fiscal 2007, operating expenses were 14.41% of sales compared to 14.70% in fiscal 2006, a 29 basis point decrease, including a 9 basis point increase due to EITF 04-13.

Capital Spending

     Capital expenditures totaled $146.1 million for the quarter and $603.2 million for the year.

     Looking forward to fiscal 2008, the company expects to complete construction of fold-out facilities in Knoxville, TN and Longview, TX, as well as the redistribution center in Alachua, FL. Those projects, together with other facility expansion work and ongoing investments in fleet and warehouse equipment, should result in total capital expenditures for the new fiscal year in the range of $625 million to $650 million.

Future Outlook

     “Throughout SYSCO’s history, our growth has consistently outpaced that of the foodservice industry. We are encouraged with the progress of our national supply chain, sourcing and integrated delivery initiatives to date and remain confident that the successful execution of these initiatives going forward will position us well to participate in the growth and success of our customers for years to come. Therefore, although industry growth has moderated somewhat in recent years, over the long term we are targeting 7% to 9% annual nominal sales growth, excluding the impact of major acquisitions,” said Schnieders. “With our continuing improvement in operating leverage capabilities, we expect to convert this sales growth into low- to mid-double digit annualized EPS growth.”

Conference Call & Webcast

     SYSCO’s fourth quarter and fiscal 2007 year end earnings conference call will be held on Monday, August 13, 2007 at 10:00 a.m. EDT. A live webcast of the call, as well as a copy of this press release, will be available online at www.sysco.com in the Investor Relations section.

About SYSCO

     SYSCO is the global leader in selling, marketing and distributing food products to restaurants, healthcare and educational facilities, lodging establishments and other customers that prepare meals away from home. Its family of products also includes equipment and supplies for the foodservice and hospitality industries. For the fiscal year 2007, the company generated $35.0 billion in sales. For more information about SYSCO visit www.sysco.com.

Forward-Looking Statements

     Certain statements made herein are forward-looking statements under the Private Securities Litigation Reform Act of 1995. They include statements regarding sales and earnings growth; and projections regarding capital expenditures. These statements involve risks and uncertainties and are based on management’s current expectations and estimates; actual results may differ materially. Those risks and uncertainties that could impact these statements include risks that pertain to SYSCO’s business, including the risks relating to the foodservice distribution industry’s relatively low profit margins and sensitivity to general economic conditions, including the current economic environment and consumer spending; increased fuel costs; SYSCO’s leverage and debt risks; the successful completion of acquisitions and integration of acquired companies as well as the risk that acquisitions could negatively impact the Company’s stock price, operating results or debt ratio or significantly increase the Company’s liquidity requirements; the risk of interruption of supplies due to lack of long-term contracts, severe weather, work stoppages or otherwise; construction schedules; management’s allocation of capital and the timing of capital purchases such as fleet and equipment; competitive conditions; labor issues; and internal factors such as the ability to control expenses. Earnings are also impacted by option expensing, which is based on certain assumptions regarding the number and fair value of options granted, resulting tax benefits and shares outstanding. For a discussion of additional factors that could cause actual results to differ from those described in the forward-looking statements, see the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 as filed with the Securities and Exchange Commission.

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SYSCO CORPORATION
CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(In Thousands Except for Share Data)

	For the 13-Weeks Ended
	June 30, 2007			July 1, 2006
Sales	$	9,228,294		$	8,509,077
Costs and expenses
Cost of sales		7,427,621			6,819,459
Operating expenses		1,291,190			1,254,906
Interest expense		25,530			28,186
Other, net		(2,786	)		(2,862	)
Total costs and expenses		8,741,555			8,099,689
Earnings before income taxes		486,739			409,388
Income taxes (37.67% in ‘07; 37.93% in ‘06)		183,348			155,279
Net earnings	$	303,391		$	254,109
Net earnings:
Basic earnings per share	$	0.49		$	0.41
Diluted earnings per share	$	0.49		$	0.41
Average shares outstanding		616,366,328			619,241,061
Diluted average shares outstanding		623,993,792			625,004,355

Comparative segment sales data.
(Unaudited)
($000)

	For the 13-Weeks Ended
	June 30, 2007			July 1, 2006
Sales:
Broadline	$	7,289,746		$	6,660,414
SYGMA		1,140,249			1,069,119
Other		922,441			892,339
Intersegment		(124,142	)		(112,795	)
Total	$	9,228,294		$	8,509,077

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SYSCO CORPORATION
CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(In Thousands Except for Share Data)

	For the 52-Weeks Ended
	June 30, 2007			July 1, 2006
Sales	$	35,042,075		$	32,628,438
Costs and expenses
Cost of sales		28,284,603			26,337,107
Operating expenses		5,048,990			4,796,301
Interest expense		105,002			109,100
Other, net		(17,735	)		(9,016	)
Total costs and expenses		33,420,860			31,233,492
Earnings before income taxes		1,621,215			1,394,946
Income taxes (38.25% in ‘07; 39.35% in ‘06)		620,139			548,906
Earnings before cumulative effect of accounting change		1,001,076			846,040
Cumulative effect of accounting change		—			9,285
Net earnings	$	1,001,076		$	855,325
Earnings before cumulative effect of accounting change:
Basic earnings per share	$	1.62		$	1.36
Diluted earnings per share	$	1.60		$	1.35
Net earnings:
Basic earnings per share	$	1.62		$	1.38
Diluted earnings per share	$	1.60		$	1.36
Average shares outstanding		618,338,752			621,382,766
Diluted average shares outstanding		626,366,798			628,800,647

Comparative segment sales data.
(Unaudited)
($000)

	For the 52-Weeks Ended
	June 30, 2007			July 1, 2006
Sales:
Broadline	$	27,560,375		$	25,758,646
SYGMA		4,380,955			4,131,665
Other		3,571,213			3,139,278
Intersegment		(470,468	)		(401,151	)
Total	$	35,042,075		$	32,628,438

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SYSCO CORPORATION
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In Thousands)

	June 30, 2007			July 1, 2006
ASSETS
Current assets
Cash	$	207,872		$	201,897
Receivables		2,610,885			2,483,720
Inventories		1,714,187			1,608,233
Prepaid expenses and other current assets		123,284			59,154
Prepaid income taxes		19,318			46,690
Total current assets		4,675,546			4,399,694
Plant and equipment at cost, less depreciation		2,721,233			2,464,900
Other assets
Goodwill		1,355,313			1,302,591
Intangibles		91,366			95,651
Restricted cash		101,929			102,274
Prepaid pension cost		352,390			388,650
Other		221,154			238,265
Total other assets		2,122,152			2,127,431
Total assets	$	9,518,931		$	8,992,025
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Notes payable	$	18,900		$	29,300
Accounts payable		1,981,190			1,891,357
Accrued expenses		922,582			745,781
Deferred taxes		488,849			453,700
Current maturities of long-term debt		3,568			106,265
Total current liabilities		3,415,089			3,226,403
Other liabilities
Long-term debt		1,758,227			1,627,127
Deferred taxes		626,695			723,349
Other long-term liabilities		440,520			362,862
Total other liabilities		2,825,442			2,713,338
Contingencies
Shareholders’ equity
Preferred stock		—			—
Common stock, par $l per share		765,175			765,175
Paid-in capital		637,154			525,684
Retained earnings		5,544,078			4,999,440
Other comprehensive (loss) income		(4,061	)		84,618
Treasury stock		(3,663,946	)		(3,322,633	)
Total shareholders’ equity		3,278,400			3,052,284
Total liabilities and shareholders’ equity	$	9,518,931		$	8,992,025

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SYSCO CORPORATION
CONSOLIDATED CASH FLOWS (Unaudited)
(In Thousands)

	For the 52-Weeks Ended
	June 30, 2007			July 1, 2006
Cash flows from operating activities:
Net earnings	$	1,001,076		$	855,325
Adjustments to reconcile net earnings to cash provided by operating activities:
Cumulative effect of accounting change		—			(9,285	)
Share-based compensation expense		97,985			126,837
Depreciation and amortization		362,559			345,062
Deferred tax provision		545,971			482,111
Provision for losses on receivables		28,156			19,841
(Gain) loss on sale of assets		(6,279	)		847
Additional investment in certain assets and liabilities, net of effect of businesses acquired:
(Increase) in receivables		(134,153	)		(162,586	)
(Increase) in inventories		(95,932	)		(119,392	)
(Increase) decrease in prepaid expenses		(62,773	)		1,741
Increase in accounts payable		85,422			49,775
Increase in accrued expenses		132,936			29,161
(Decrease) in accrued income taxes		(491,993	)		(545,634	)
(Increase) in other assets		(36,426	)		(17,937	)
(Decrease) increase in other long-term liabilities and prepaid pension cost, net		(14,817	)		75,382
Excess tax benefits from share-based compensation arrangements		(8,810	)		(6,569	)
Net cash provided by operating activities		1,402,922			1,124,679
Cash flows from investing activities:
Additions to plant and equipment		(603,242	)		(513,934	)
Proceeds from sales of plant and equipment		16,008			21,037
Acquisition of businesses, net of cash acquired		(59,322	)		(114,378	)
Increase in restricted cash balances		(2,155	)		(2,243	)
Net cash used for investing activities		(648,711	)		(609,518	)
Cash flows from financing activities:
Bank and commercial paper borrowings (repayments), net		121,858			240,017
Other debt borrowings		5,290			500,987
Other debt repayments		(109,656	)		(413,383	)
Debt issuance costs		(7	)		(3,998	)
Cash paid for termination of interest rate swap		—			(21,196	)
Common stock reissued from treasury		221,736			128,055
Treasury stock purchases		(550,865	)		(544,131	)
Dividends paid		(445,416	)		(397,537	)
Excess tax benefits from share-based compensation arrangements		8,810			6,569
Net cash used for financing activities		(748,250	)		(504,617	)
Effect of exchange rate changes on cash		14			(325	)
Net increase in cash		5,975			10,219
Cash at beginning of period		201,897			191,678
Cash at end of period	$	207,872		$	201,897
Cash paid during the period for:
Interest	$	107,109		$	107,242
Income taxes		563,968			619,442

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Comparative Supplemental Statistical Information Related to Sales (Unaudited)

Comparative SYSCO Brand Sales and Marketing Associate-Served Sales data are summarized below.

	For the 13-Weeks Ended
	June 30, 2007			July 1, 2006
SYSCO Brand Sales as a % of MA-Served Sales		51.56	%		54.32	%
SYSCO Brand Sales as a % of Total Traditional Broadline Sales in the U.S.		44.63	%		47.34	%
MA-Served Sales as a % of Total Traditional Broadline Sales in the U.S.		52.69	%		52.44	%

	For the 52-Weeks Ended
	June 30, 2007			July 1, 2006
SYSCO Brand Sales as a % of MA-Served Sales		52.55	%		55.51	%
SYSCO Brand Sales as a % of Total Traditional Broadline Sales in the U.S.		45.49	%		48.08	%
MA-Served Sales as a % of Total Traditional Broadline Sales in the U.S.		52.03	%		51.89	%

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