SANFILIPPO JOHN B & SON INC
8-K, 1996-07-17
SUGAR & CONFECTIONERY PRODUCTS
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                                                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):    JULY 3, 1996




                                                  JOHN B. SANFILIPPO & SON, INC.
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                                      (Exact Name of Registrant as Specified in its Charter)


                                 DELAWARE                 0-19681                      36-2419677
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(State or Other Jurisdiction of Incorporation)      (Commission File Number)      (IRS Employer Identification No.)



                            2299 BUSSE ROAD, ELK GROVE VILLAGE, ILLINOIS                         60007
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                               (Address of Principal Executive Offices)                        (Zip Code)


                                                          (847) 593-2300
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                                   (Registrant's telephone number, including area code)


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                                   (Former Name or Former Address, if Changed Since Last Report)


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         John B. Sanfilippo & Son, Inc. (the "Registrant") submits the
following information:

ITEM 5.  OTHER EVENTS

         On July 3, 1996, the Registrant announced that, effective August 2,
1996, Larry D. Ray will resign as executive vice president, sales and marketing
of the Registrant, and as a member of the Registrant's board of directors.  The
Registrant does not intend to replace the position of executive vice president,
sales and marketing, and will undertake a restructuring of the sales and
marketing departments.  A new member of the board of directors will be
appointed at the July 30, 1996 meeting of the board of directors.

        A copy of the News Release issued by the Registrant on July 3, 1996
concerning the resignation of Mr. Ray is attached as an Exhibit to this report.






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ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (a)     Not applicable.

         (b)     Not applicable.

         (c)     Exhibits:


                 The following is filed herewith.  The exhibit number
         corresponds with Item 601 of Regulation S-K.

         EXHIBIT NO.              DESCRIPTION
         -----------              -----------

                 20.1             News Release dated July 3, 1996 issued by 
                                    the Registrant





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                                   SIGNATURE

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

                                             JOHN B. SANFILIPPO & SON, INC.

Dated: July 3, 1996                          By: /s/ Gary P. Jensen     
                                                ---------------------------
                                                Gary P. Jensen
                                                    Executive Vice President,
                                                    Finance and Chief Financial 
                                                    Officer





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                        JOHN B. SANFILIPPO & SON, INC.
                                      
                                EXHIBIT INDEX
                   (Pursuant to Item 601 of Regulation S-K)



         EXHIBIT NO.                         DESCRIPTION
         -----------                         -----------
          20.1            News Release dated July 3, 1996 issued by the 
                            Registrant

























- -------------------------------------

         The Registrant will furnish the above-listed exhibit to its
stockholders upon written request addressed to the Secretary of the Registrant
at the address given on the cover page of this Form 8-K.  The charge for
furnishing copies of the exhibit is $.25 per page, plus postage.





                                      -5-

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                                 EXHIBIT 20.1













FOR IMMEDIATE RELEASE


              JOHN B. SANFILIPPO & SON ANNOUNCES THE RESIGNATION
                          OF EXECUTIVE VP LARRY RAY

ELK GROVE VILLAGE, IL, JULY 3, 1996-JOHN B. SANFILIPPO & SON (NASDAQ:  JBSS)
today announced that, effective August 2, 1996, Larry D. Ray will resign as
executive vice president, sales and marketing, and as a member of the company's
board of directors.  Mr. Ray has accepted a position as president and chief
executive officer with Shade Foods, Inc., a private company.  "Mr. Ray has
worked for the company for 18 years and we are disappointed that he has decided
to leave us," stated Jasper B. Sanfilippo, chairman and chief executive
officer.  "However, we understand that this represents a great opportunity for
Larry and most likely was a difficult decision.  Everyone in the company joins
me in wishing Larry the best in his new career."

        The company does not intend to replace the position of executive vice
president, sales and marketing.  A restructuring of the sales and marketing
departments will be undertaken.  A new member of the board of directors will be
appointed at the July 30, 1996, directors' meeting.

        John B. Sanfilippo & Son, Inc. is a processor, packager, marketer and
distributor of shelled, in-shell nuts and sesame sticks that are sold under a
variety of private labels and under the company's Evon's(R), Fisher(R),
Sunshine Country(R), Flavor Tree(R) and Texas Pride(TM) brand names.  The
company also markets and distributes a diverse product line of other food and
snack items.




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