<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
---------- ---------
Commission file number 1-6544
SYSCO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 74-1648137
(State or other jurisdiction of (IRS employer
incorporation or organization) identification number)
1390 Enclave Parkway
Houston, Texas 77077-2099
(Address of principal executive offices)
(Zip code)
Registrant's telephone number, including area code: (281) 584-1390
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X] No [ ]
334,222,489 shares of common stock were outstanding as of October 27, 2000.
<PAGE> 2
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The following consolidated financial statements have been prepared by
the Company, without audit, with the exception of the July 1, 2000
consolidated balance sheet which was taken from the audited financial
statements included in the Company's Fiscal 2000 Annual Report on Form
10-K. The financial statements include consolidated balance sheets,
consolidated results of operations and consolidated cash flows. In the
opinion of management, all adjustments, which consist of normal
recurring adjustments, necessary to present fairly the financial
position, results of operations and cash flows for all periods
presented, have been made.
These financial statements should be read in conjunction with the
audited financial statements and notes thereto included in the
Company's Fiscal 2000 Annual Report on Form 10-K.
A review of the financial information herein has been made by Arthur
Andersen LLP, independent public accountants, in accordance with
established professional standards and procedures for such a review. A
letter from Arthur Andersen LLP concerning their review is included as
Exhibit 15(a).
<PAGE> 3
3
SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In Thousands Except for Share Data)
<TABLE>
<CAPTION>
Sept. 30, 2000 July 1, 2000 Oct. 2, 1999
-------------- ------------ ------------
(Unaudited) (Audited) (Unaudited)
<S> <C> <C> <C>
ASSETS
Current assets
Cash $ 117,575 $ 159,128 $ 143,831
Accounts and notes receivable, less
allowances of $38,264, $27,628 and $29,567 1,595,725 1,519,038 1,450,881
Inventories 997,143 937,899 910,746
Deferred taxes 77,714 72,041 35,789
Prepaid expenses 45,091 45,109 34,283
---------- ---------- ----------
Total current assets 2,833,248 2,733,215 2,575,530
Plant and equipment at cost, less depreciation 1,362,632 1,344,693 1,245,926
Other assets
Goodwill and intangibles, less amortization 502,997 503,039 402,364
Other 232,633 233,008 175,170
---------- ---------- ----------
Total other assets 735,630 736,047 577,534
---------- ---------- ----------
Total assets $4,931,510 $4,813,955 $4,398,990
========== ========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Notes payable $ 57,838 $ 31,109 $ 139,027
Accounts payable 1,248,268 1,186,721 1,090,708
Accrued expenses 519,839 527,233 390,271
Accrued income taxes 90,699 17,914 33,407
Current maturities of long-term debt 19,166 19,958 19,773
---------- ---------- ----------
Total current liabilities 1,935,810 1,782,935 1,673,186
Long-term debt 874,883 1,023,642 1,055,168
Deferred taxes 246,170 245,810 234,735
Shareholders' equity
Preferred stock, par value $1 per share
Authorized 1,500,000 shares, issued none -- -- --
Common stock, par value $1 per share
Authorized 1,000,000,000 shares, issued
382,587,450 shares 382,587 382,587 382,587
Paid-in capital 88,066 76,967 35,221
Retained earnings 2,436,209 2,332,238 2,096,731
---------- ---------- ----------
2,906,862 2,791,792 2,514,539
Less cost of treasury stock, 50,372,203,
51,102,663 and 53,267,646 shares 1,032,215 1,030,224 1,078,638
---------- ---------- ----------
Total shareholders' equity 1,874,647 1,761,568 1,435,901
---------- ---------- ----------
Total liabilities and shareholders' equity $4,931,510 $4,813,955 $4,398,990
========== ========== ==========
</TABLE>
Note: The July 1, 2000 balance sheet has been taken from the audited financial
statements at that date.
<PAGE> 4
4
SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(In Thousands Except for Share Data)
<TABLE>
<CAPTION>
13 - Week Period Ended
--------------------------------
Sept. 30, 2000 Oct. 2, 1999
-------------- -------------
<S> <C> <C>
Sales $ 5,360,174 $ 4,657,034
Costs and expenses
Cost of sales 4,322,784 3,793,200
Operating expenses 787,497 674,244
Interest expense 17,401 17,944
Other, net (633) (189)
------------- -------------
Total costs and expenses 5,127,049 4,485,199
------------- -------------
Earnings before income taxes 233,125 171,835
Income taxes 89,170 66,156
------------- -------------
Earnings before cumulative effect
of accounting change 143,955 105,679
Cumulative effect of accounting change -- (8,041)
------------- -------------
Net earnings $ 143,955 $ 97,638
============= =============
Earnings before accounting change:
Basic earnings per share $ 0.43 $ 0.32
============= =============
Diluted earnings per share $ 0.43 $ 0.32
============= =============
Cumulative effect of accounting change:
Basic earnings per share $ -- $ (0.02)
============= =============
Diluted earnings per share $ -- $ (0.02)
============= =============
Net earnings:
Basic earnings per share $ 0.43 $ 0.30
============= =============
Diluted earnings per share $ 0.43 $ 0.29
============= =============
Average shares outstanding 332,025,934 328,925,219
============= =============
Diluted average shares outstanding 337,092,765 333,487,155
============= =============
Dividends paid per common share $ 0.12 $ 0.10
============= =============
</TABLE>
<PAGE> 5
5
SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED CASH FLOWS (Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
13 - Week Period Ended
----------------------------
Sept. 30, 2000 Oct. 2, 1999
-------------- ------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 143,955 $ 97,638
Add non-cash items:
Cumulative effect of accounting change -- 8,041
Depreciation and amortization 59,712 52,908
Deferred tax benefit (5,313) (1,596)
Provision for losses on accounts receivable 8,195 5,979
Additional investment in certain assets and liabilities,
net of effect of businesses acquired:
(Increase) in receivables (84,882) (94,941)
(Increase) in inventories (59,244) (45,907)
Decrease (increase) in prepaid expenses 18 (4,169)
Increase in accounts payable 61,547 62,435
(Decrease) increase in accrued expenses (7,394) 13,159
Increase in accrued income taxes 72,785 31,747
(Increase) in other assets (3,134) (29,459)
--------- ---------
Net cash provided by operating activities 186,245 95,835
--------- ---------
Cash flows from investing activities:
Additions to plant and equipment (70,750) (59,266)
Proceeds from sales of plant and equipment 473 5,391
Acquisition of businesses, net of cash acquired (1,423) (60,437)
--------- ---------
Net cash used for investing activities (71,700) (114,312)
--------- ---------
Cash flows from financing activities:
Bank and commercial paper (repayments) borrowings (121,504) 186,502
Other debt (repayments) (1,318) (4,678)
Common stock reissued from treasury 35,545 21,115
Treasury stock purchases (28,837) (156,959)
Dividends paid (39,984) (32,975)
--------- ---------
Net cash provided by (used for) financing activities (156,098) 13,005
--------- ---------
Net decrease in cash (41,553) (5,472)
Cash at beginning of period 159,128 149,303
--------- ---------
Cash at end of period $ 117,575 $ 143,831
========= =========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 12,138 $ 12,586
Income taxes 18,178 22,423
</TABLE>
<PAGE> 6
6
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
The liquidity and capital resources discussion included in Management's
Discussion and Analysis of Financial Condition and Results of
Operations of the Company's Fiscal 2000 Annual Report on Form 10-K
remains applicable, other than as described below.
In Fiscal 1992, the Company began a common stock repurchase program
which continued into the first quarter of Fiscal 2000, resulting in the
cumulative repurchase of 80,000,000 shares of common stock.
The Board of Directors authorized the repurchase of an additional
8,000,000 shares in July 1999. Under this latest authorization,
4,899,600 shares were purchased through September 30, 2000, including
681,200 shares bought in the first quarter of Fiscal 2001. The increase
in treasury stock purchases in the period ended September 30, 2000
primarily reflects shares repurchased for acquisitions. In November
2000, the Board authorized the repurchase of an additional 8,000,000
shares.
As of September 30, 2000, SYSCO's borrowings under its commercial paper
program were $99,637,000. Such borrowings were $255,248,000 as of
October 28, 2000. During the 13-week period ended September 30, 2000,
commercial paper and short-term bank borrowings ranged from
approximately $157,631,000 to $291,977,000.
Long-term debt to capitalization ratio was 31.8% at September 30, 2000,
less than the 35% to 40% target ratio, due to strong cash flow from
operations and relatively low share repurchases.
Results of Operations
Sales and cost of sales for the first quarter increased about 15.1% and
14.0%, respectively, over the same quarter of the prior year. Real
sales growth for the quarter was 8.2%, after adjusting overall sales
growth by 5.25% for acquisitions and 1.69% for food cost inflation
primarily due to higher costs for fresh and frozen meat and paper and
disposables.
Operating expenses for the periods presented remained approximately the
same as a percent of sales.
<PAGE> 7
7
Interest expense in the current period decreased over the prior period
due to decreased borrowings.
Income taxes for the periods presented reflect an effective rate of
38.25% this year compared to 38.5% last year.
Pretax earnings and net earnings before the accounting change increased
35.7% and 36.2%, respectively, over the prior year. The increases were
due to the factors discussed above as well as the Company's success in
its continued efforts to increase sales to the Company's territorial
street customers and increasing sales of SYSCO brand products, both of
which generate higher margins.
Basic and diluted earnings per share before the accounting change
increased 34.4% over the same period last year due to the factors
discussed above.
A reconciliation of basic and diluted earnings per share after the
accounting change follows.
The following table sets forth the computation of basic and diluted earnings
per share after the accounting change:
<TABLE>
<CAPTION>
13 - Week Period Ended
------------------------------
Sept. 30, 2000 Oct. 2, 1999
-------------- ------------
<S> <C> <C>
Numerator:
Numerator for basic earnings per share --
income available to common shareholders $143,955,000 $ 97,638,000
============ ============
Denominator:
Denominator for basic earnings per share --
weighted-average shares 332,025,934 328,925,219
Effect of dilutive securities:
Employee and director stock options 5,066,831 4,561,936
------------ ------------
Denominator for diluted earnings per share --
adjusted weighted-average shares and
assumed conversions 337,092,765 333,487,155
============ ============
Basic earnings per share $ 0.43 $ 0.30
============ ============
Diluted earnings per share $ 0.43 $ 0.29
============ ============
</TABLE>
<PAGE> 8
8
Acquisitions
In July 1999, SYSCO acquired Newport Meat Co. Inc., a southern
California based distributor of fresh aged beef and other meats,
seafood and poultry products. In August 1999, the company acquired
Doughtie's Foods, Inc., a food distributor located in Virginia, and
bought substantially all of the assets of Buckhead Beef Company, Inc.,
a Georgia based distributor of custom-cut fresh steaks and other meats,
seafood and poultry products. In November 1999, SYSCO acquired Malcolm
Meats, an Ohio based distributor of custom-cut fresh steaks and other
meat and poultry products. In January 2000, SYSCO acquired Watson
Foodservice Inc., a broadline foodservice distributor located in
Lubbock, Texas. In March 2000, SYSCO acquired FreshPoint Inc., a North
America based distributor of produce.
The transactions were accounted for using the purchase method of
accounting and the accompanying financial statements for the 13 weeks
ended September 30, 2000 include the results of the acquired companies
from the respective dates they joined SYSCO. There was no material
effect, individually or in the aggregate, on SYSCO's consolidated
operating results or financial position from these transactions.
The purchase price was allocated to the net assets acquired based on
the estimated fair value at the date of acquisition. The balances
included in the Consolidated Financial Position related to acquisitions
are based upon preliminary information and are subject to change when
final asset and liability valuations are obtained. Material changes to
the preliminary allocations are not anticipated by management.
New Accounting Pronouncements
In the first quarter of Fiscal 2001, SYSCO adopted SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities." The
adoption of SFAS No. 133 did not have a significant effect on SYSCO's
consolidated results of operations or financial position.
In December 1999, the Securities and Exchange Commission staff released
Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition." The SAB
provides guidance on the recognition, presentation and disclosure of
revenue in financial statements. SYSCO is required to and will adopt
SAB 101 in the fourth quarter of fiscal 2001 and believes that adoption
will not have a significant effect on its consolidated results of
operations or financial position.
<PAGE> 9
9
Item 3. Quantitative and Qualitative Disclosures about Market Risk
SYSCO does not utilize financial instruments for trading purposes and
holds no derivative financial instruments which could expose the
Company to significant market risk. SYSCO's exposure to market risk for
changes in interest rates relates primarily to its long-term
obligations. At September 30, 2000, the Company had outstanding
$99,637,000 of commercial paper at variable rates of interest with
maturities through November 9, 2000. The Company's remaining long-term
debt obligations of $775,246,000 were primarily at fixed rates of
interest. Because a relatively small portion of the Company's long-term
debt bears interest at variable rates, SYSCO has no significant cash
flow exposure due to interest rate changes for long-term debt
obligations.
<PAGE> 10
10
Forward-Looking Statements
Statements made herein regarding continuation of the share repurchase
program and SYSCO's market risks are forward-looking statements under
the Private Securities Litigation Reform Act of 1995. These statements
involve risks and uncertainties and are based on current expectations
and management's estimates; actual results may differ materially. Share
repurchases could be affected by market prices of the Company's stock
as well as management's decision to utilize its capital for other
purposes. The effect of market risks could be impacted by future
borrowing levels and certain economic factors, such as interest rates.
Those risks and uncertainties that could impact these statements
include the risks relating to the foodservice industry's relatively low
profit margins and sensitivity to economic conditions, SYSCO's leverage
and debt risks and other risks detailed in the Company's Fiscal 2000
Annual Report on Form 10-K.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
SYSCO is engaged in various legal proceedings which have arisen but
have not been fully adjudicated. These proceedings, in the opinion of
management, will not have a material adverse effect upon the
consolidated financial position or results of operations of the Company
when ultimately concluded.
Item 2. Changes in Securities and Use of Proceeds.
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
<PAGE> 11
11
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
3(a) Restated Certificate of Incorporation, incorporated
by reference to Exhibit 3(a) to Form 10-K for the
year ended June 28, 1997 (File No. 1-6544).
3(b) Bylaws, as amended May 12, 1999, incorporated by
reference to Exhibit 3(b) to Form 10-K for the year
ended July 3, 1999 (File No. 1-6544).
3(c) Form of Amended Certificate of Designation,
Preferences and Rights of Series A Junior
Participating Preferred Stock, incorporated by
reference to Exhibit 3(c) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
3(d) Certificate of Amendment of Certificate of
Incorporation increasing authorized shares,
incorporated by reference to Exhibit 3(d) to Form
10-Q for the quarter ended January 1, 2000 (File No.
1-6544).
4(a) Sixth Amendment and Restatement of Competitive
Advance and Revolving Credit Facility Agreement dated
May 31, 1996, incorporated by reference to Exhibit
4(a) to Form 10-K for the year ended June 27, 1996
(File No. 1-6544).
4(b) Agreement and Seventh Amendment to Competitive
Advance and Revolving Credit Facility Agreement dated
as of June 27, 1997, incorporated by reference to
Exhibit 4(a) to Form 10-K for the year ended June 28,
1997 (File No. 1-6544).
4(c) Agreement and Eighth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
June 22, 1998, incorporated by reference to Exhibit
4(c) to Form 10-K for the year ended July 3, 1999
(File No. 1-6544).
4(d) Senior Debt Indenture, dated as of June 15, 1995,
between Sysco Corporation and First Union National
Bank of North Carolina, Trustee, incorporated by
reference to Exhibit 4(a) to Registration Statement
on Form S-3 filed June 6, 1995 (File No. 33-60023).
<PAGE> 12
12
4(e) First Supplemental Indenture, dated June 27, 1995,
between Sysco Corporation and First Union National
Bank of North Carolina, Trustee, as amended,
incorporated by reference to Exhibit 4(e) to Form
10-K for the year ended June 29, 1996
(File No. 1-6544).
4(f) Second Supplemental Indenture, dated as of May 1,
1996, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee, as amended,
incorporated by reference to Exhibit 4(f) to Form
10-K for the year ended June 29, 1996 (File No.
1-6544).
4(g) Third Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee,
incorporated by reference to Exhibit 4(g) to Form
10-K for the year ended June 28, 1997 (File No.
1-6544).
4(h) Fourth Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee,
incorporated by reference to Exhibit 4(h) to Form
10-K for the year ended June 28, 1997 (File No.
1-6544).
4(i) Fifth Supplemental Indenture, dated as of July 27,
1998, between Sysco Corporation and First Union
National Bank, Trustee, incorporated by reference to
Exhibit 4(h) to Form 10-K for the year ended June
27, 1998 (File No. 1-6554).
4(j) Agreement and Ninth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
December 1, 1999, incorporated by reference to
Exhibit 4(j) to Form 10-Q for the quarter ended
January 1, 2000 (File No. 1-6544).
*10(a) Second Amendment dated as of May 10, 2000, to the
Fifth Amended and Restated SYSCO Corporation
Supplemental Executive Retirement Plan.
*10(b) Second Amendment dated as of May 10, 2000, to Amended
and Restated SYSCO Corporation Executive Deferred
Compensation Plan.
*10(c) First Amendment dated as of May 10, 2000, to Amended
and Restated SYSCO Corporation Board of Directors
Deferred Compensation Plan.
<PAGE> 13
13
*10(d) First Amendment, dated September 1, 2000, to the
Executive Compensation Adjustment Agreement between
Sysco and Charles H. Cotros.
*15(a) Letter from Arthur Andersen LLP dated November 10,
2000, re: unaudited financial statements.
*15(b) Acknowledgement letter from Arthur Andersen LLP.
*27 Financial Data Schedule
----------
* Filed herewith.
(b) Reports on Form 8-K:
On August 3, 2000, the Company filed a Form 8-K to attach a
press release dated August 2, 2000 announcing results of
operations for the fiscal year ended July 1, 2000 (File No.
1-6544).
<PAGE> 14
SIGNATURES
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.
SYSCO CORPORATION
(Registrant)
By /s/ JOHN K. STUBBLEFIELD, JR.
-----------------------------
John K. Stubblefield, Jr.
Executive Vice President,
Finance & Administration
Date: November 10, 2000
<PAGE> 15
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
3(a) Restated Certificate of Incorporation, incorporated
by reference to Exhibit 3(a) to Form 10-K for the
year ended June 28, 1997 (File No. 1-6544).
3(b) Bylaws, as amended May 12, 1999, incorporated by
reference to Exhibit 3(b) to Form 10-K for the year
ended July 3, 1999 (File No. 1-6544).
3(c) Form of Amended Certificate of Designation,
Preferences and Rights of Series A Junior
Participating Preferred Stock, incorporated by
reference to Exhibit 3(c) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
3(d) Certificate of Amendment of Certificate of
Incorporation increasing authorized shares,
incorporated by reference to Exhibit 3(d) to Form 10-Q
for the quarter ended January 1, 2000 (File No. 1-6544).
4(a) Sixth Amendment and Restatement of Competitive
Advance and Revolving Credit Facility Agreement dated
May 31, 1996, incorporated by reference to Exhibit
4(a) to Form 10-K for the year ended June 27, 1996
(File No. 1-6544).
4(b) Agreement and Seventh Amendment to Competitive
Advance and Revolving Credit Facility Agreement dated
as of June 27, 1997, incorporated by reference to
Exhibit 4(a) to Form 10-K for the year ended June 28,
1997 (File No. 1-6544).
4(c) Agreement and Eighth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
June 22, 1998, incorporated by reference to Exhibit
4(c) to Form 10-K for the year ended July 3, 1999
(File No. 1-6544).
</TABLE>
<PAGE> 16
<TABLE>
<S> <C>
4(d) Senior Debt Indenture, dated as of June 15, 1995,
between Sysco Corporation and First Union National
Bank of North Carolina, Trustee, incorporated by
reference to Exhibit 4(a) to Registration Statement
on Form S-3 filed June 6, 1995 (File No. 33-60023).
4(e) First Supplemental Indenture, dated June 27, 1995,
between Sysco Corporation and First Union National
Bank of North Carolina, Trustee, as amended,
incorporated by reference to Exhibit 4(e) to Form
10-K for the year ended June 29, 1996 (File No. 1-6544).
4(f) Second Supplemental Indenture, dated as of May 1,
1996, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee, as amended,
incorporated by reference to Exhibit 4(f) to Form
10-K for the year ended June 29, 1996 (File No. 1-6544).
4(g) Third Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee,
incorporated by reference to Exhibit 4(g) to Form
10-K for the year ended June 28, 1997 (File No. 1-6544).
4(h) Fourth Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee,
incorporated by reference to Exhibit 4(h) to Form
10-K for the year ended June 28, 1997 (File No. 1-6544).
4(i) Fifth Supplemental Indenture, dated as of July 27,
1998, between Sysco Corporation and First Union
National Bank, Trustee, incorporated by reference to
Exhibit 4(h) to Form 10-K for the year ended June
27, 1998 (File No. 1-6554).
4(j) Agreement and Ninth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
December 1, 1999, incorporated by reference to
Exhibit 4(j) to Form 10-Q for the quarter ended
January 1, 2000 (File No. 1-6544).
</TABLE>
<PAGE> 17
<TABLE>
<S> <C>
*10(a) Second Amendment dated as of May 10, 2000, to the
Fifth Amended and Restated SYSCO Corporation
Supplemental Executive Retirement Plan.
*10(b) Second Amendment dated as of May 10, 2000, to Amended
and Restated SYSCO Corporation Executive Deferred
Compensation Plan.
*10(c) First Amendment dated as of May 10, 2000, to Amended
and Restated SYSCO Corporation Board of Directors
Deferred Compensation Plan.
*10(d) First Amendment, dated September 1, 2000, to the
Executive Compensation Adjustment Agreement between
Sysco and Charles H. Cotros.
*15(a) Letter from Arthur Andersen LLP dated November 10,
2000, re: unaudited financial statements.
*15(b) Acknowledgement letter from Arthur Andersen LLP.
*27 Financial Data Schedule
</TABLE>
----------
* Filed herewith.
