UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
SANDERSON FARMS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
800013
(Cusip Number)
Check the following box if a fee is being paid with this statement / /. (A fee
is not required only if the filing person (1) has a previous statement on file
reporting beneficial Ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficially ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP NO. 800013 13G Page 2 of 5 Pages
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
WILLIAM R. SANDERSON
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5. SOLE VOTING POWER
164,836
6. SHARED VOTING POWER
3,273,385
7. SOLE DISPOSITIVE POWER
157,006
8. SHARED DISPOSITIVE POWER
3,184,654
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,446,681 (See Item 4 of this Schedule 13^)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
NOT APPLICABLE
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
24.0%
12. TYPE OF REPORTING PERSON*
INDIVIDUAL
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CUSIP NO.: 800013 Page 3 of 5 Pages
Schedules 13G
Item 1(a). Name of Issuer:
Sanderson Farms, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
225 N. 13th Avenue
Laurel, Mississippi 39440
Item 2(a). Name of Person Filing:
William R. Sanderson
Item 2(b). Address of Principal Business Office or, if none,
Residence:
225 N. 13th Avenue
Laurel, Mississippi 39440
Item 2(c). Citizenship:
Item 2(d). Title of Class of Securities:
Common Stock, $1.00 per share par value.
Item 2(e). Cusip Number:
800013
Item 3. Not Applicable.
Item 4. Ownership
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4(a) Amount Beneficially Owned;
3,446,681
4(b) Percent of Class:
24.0%
4(c) Number of shares as to which such person has:
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CUSP NO.: 800013 Page 4 of 5 Pages
(i) sole power to vote or to direct the vote:
164,836 shares
(ii) shared power to vote or to direct the vote:
3,273,385 shares
(iii) sole power to dispose or to direct the disposition of:
157,006 shares
(iv) shared power to dispose or to direct the disposition of:
3,184,654 shares
The amount in this report includes 136,350 shares owned of record by
William R. Sanderson, over which he exercises sole voting and
investment power, and 7,830 shares allocated to his account under the
Employee Stock Ownership Plan of Sanderson Farms, Inc. and affiliates
(the "ESOP"), over which he exercises sole voting power. The trustees
of the ESOP share investment power with respect to the 7,830 shares.
The amount in this report also includes 8,460 shares owned of record by
William R. Sanderson's wife, over which she exercises sole voting and
investment power, and 20,656 shares owned by Mr. Sanderson as custodian
for his minor children, over which he exercises sole voting and
investment power. The amount in this report includes 3,273,385 shares
beneficially owned by William R. Sanderson as co-executor of the Estate
of Joe Frank Sanderson (the "Estate"). The co-executors share voting
and investment power with respect to 3,184,654 of these shares which
are owned of record by the Estate. The co-executors share voting power,
and the trustees of the ESOP share investment power, with respect to
88,731 of these shares which shares are allocated to the Estate's
account under the ESOP. Pursuant to Rule 13d-4, William R. Sanderson
disclaims the beneficial ownership of the 8,460 shares owned of record
by his wife, the 3,184,654 shares
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owned of record by the Estate, and the 88,731 shares allocated to the
Estate's account under the ESOP.
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable.
Item 6. Ownership or More than Five Percent on Behalf of Another Person:
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:
Not Applicable.
Item 8. Identification and Classification of Members of the Group:
Not Applicable.
Item 9. Notice of Dissolution of Group:
Not Applicable.
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CUSIP NO.: 800013 Page 5 of 5 Pages
Item 10. Certification:
Not Applicable.
Material to be filed as Exhibits:
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: March 2, 1998
/s/William R. Sanderson
WILLIAM R. SANDERSON
