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
164,217
6. SHARED VOTING POWER
3,269,672
7. SOLE DISPOSITIVE POWER
156,006
8. SHARED DISPOSITIVE POWER
3,269,672
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,463,599 (See Item 4 of this Schedule 13G)
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
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24.10%
12. TYPE OF REPORTING PERSON*
INDIVIDUAL
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CUSP 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;
3,468,599
4(b) Percent of Class:
24.10%
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:
164,217 shares
(ii) shared power to vote or to direct the vote:
3,269,672 shares
(iii) sole power to dispose or to direct the disposition of:
156,006 shares
(iv) shared power to dispose or to direct the disposition of:
3,269,672 shares
The amount in this report includes 135,350 shares owned of record by
William R. Sanderson, of which he exercises sole voting and investment
power, 8,211 shares allocated to his account under the ESOP, 8,460
shares owned of record by William R. Sanderson's wife, of which she
exercises sole voting and investment power, and 20,656 owned by Mr.
Sanderson as custodian for his minor children, of which he exercises
sole voting and investment power. The amount in the table includes
3,269,672 shares beneficially owned by William R. Sanderson as
co-executor of the Estate. The co-executors share voting and investment
power with respect to 3,269,672 shares owned of record by the Estate.
Pursuant to Rule 13d-4, William R. Sanderson disclaims the beneficial
ownership of the 8,460 shares owned of record by his wife and the
3,269,672 shares owned of record by the Estate. The amount in the table
also includes 26,250 options to purchase shares owned by Mr. Sanderson
under the Company's Stock Option Plan, which options to purchase such
shares were exercisable on the date of the Proxy, and the exercise
price of which options was lower than the market on that date.
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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: February 12, 1999
/s/William R. Sanderson
WILLIAM R. SANDERSON
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