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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 12, 2005
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SYSCO CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 1-06544 74-1648137
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
1390 Enclave Parkway, Houston, TX 77077-2099
(Address of principal executive office) (zip code)
Registrant's telephone number, including area code: (281) 584-1390
N/A
(Former name or former address, if changed since last report)
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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 communications 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 240.13e-4(c))
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Item 8.01 OTHER EVENTS.
On December 12, 2005, Sysco Corporation ("SYSCO") entered into a stock
repurchase plan with PNC Investments LLC under which PNC will repurchase on
behalf of SYSCO up to 3 million shares of SYSCO common stock pursuant to Rules
10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). The shares will be purchased pursuant to SYSCO's previously
announced share repurchase programs. Subject to certain conditions, the shares
will be purchased during the period between December 12, 2005 and January 31,
2006, including during company "blackout" periods. Depending upon prevailing
market conditions and other factors, there can be no assurance that any or all
authorized shares will be purchased pursuant to the plan. Rule 10b5-1 provides
certain defenses to actions under Section 10(b) of the Exchange Act and Rule
10b-5 thereunder for transactions conducted pursuant to written trading plans
that satisfy the conditions of the Rule. SYSCO's Policy on Trading in Company
Securities, which prohibits purchases by SYSCO of its securities during certain
"blackout" periods, contains an exception for stock trading plans entered into
pursuant to Rule 10b5-1.
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: December 15, 2005 By: /s/ Michael C. Nichols
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Michael C. Nichols
Vice President, General Counsel
and Corporate Secretary
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