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                Direct
      phone: 404.873.8688

                Direct
      fax: 404.873.8689

                E-mail:
      joe.alley@agg.com

                www.agg.com

    May 29,
2008

    Via
EDGAR

    Ms.
Jennifer Thompson

    Branch
Chief

    Division
of Corporation Finance

    U.S.
Securities and Exchange Commission

    Washington,
D.C. 20549-0404

    Re:           SYSCO
Corporation

    Form 10-K
for the Fiscal Year Ended June 30, 2007

    Filed
August 28, 2007

    File No.
1-6544

    Dear Ms.
Thompson:

    This firm
acts as outside securities counsel to SYSCO Corporation (the “Company” or
“SYSCO”).  This letter sets forth the responses of SYSCO to the
comments of the Staff of the Division of Corporation Finance of the U.S.
Securities and Exchange Commission contained in the letter dated May 1, 2008
with respect to the Company’s Form 10-K, filed August 28, 2007.

    Please
understand that the Company is dedicated to its compliance with disclosure
requirements and continually strives to enhance the level, clarity and
transparency of its disclosures in its filings.  SYSCO appreciates
your review and your comments and views them as additional tools in achieving
these goals.  The Company’s responses to your comments are listed
below.  For your convenience, comments contained in your May 1, 2008
letter are reprinted in bold italics below.  Where SYSCO intends to
provide additional disclosures, with the Staff’s permission, SYSCO intends to
include these on a prospective basis.  In these cases, example
language is provided to facilitate your review.

          Ms.
Jennifer Thompson

          U.S.
Securities and Exchange Commission

          May 29,
2008

          Page
2

    Form 10-K for the Fiscal
Year Ended June 30, 2007

    Item 7. Management’s
Discussion and Analysis, page 12

              1.

              We
      note that the restaurant and foodservice industry appears to be facing a
      challenging business environment. Specifically, we note that the slowing
      economy may be flattening or reducing same-store sales at restaurants,
      leading them to buy smaller quantities from you; we note that both food
      costs and fuel costs appear to be increasing, and such increases may not
      be fully passed on to your customers; and we note that your receivables,
      inventories and debt all appear increased from your last year-end. To help
      us and your investors better understand how recent changes in the economy
      affect your company, please respond to the following
    comments:

    Company
Response

    The
Company believes that the restaurant and foodservices industry began facing a
challenging business environment primarily during the company’s fiscal year 2008
and have made disclosures related to this in its fiscal 2008 interim filings.
SYSCO also intends to include additional disclosures in its fiscal 2008 Form
10-K as noted below.

              ·

              Given
      that goodwill comprises a significant amount of your total assets, please
      expand your critical accounting policy for goodwill to focus on the
      assumptions and uncertainties that underlie your goodwill impairment
      testing, including better explaining how you arrive at your estimates of
      fair value, how accurate such estimates have been in the past, how much
      the estimates have changed in the past, and whether such estimates are
      reasonably likely to change in the future. You should also quantify the
      sensitivity of your estimates to change, based on other outcomes that are
      reasonably likely to occur and would have a material effect on your
      financial statements. In this regard, given that you test goodwill for
      impairment at the level of your six operating segments, if any of these
      segments are disproportionately affected by the current environment such
      that they are more likely to become impaired in the future, you should
      disclose this as part of providing your readers with a view of the company
      through the eyes of management. Refer to Section V of our Release No.
      33-8350.

          Ms.
Jennifer Thompson

          U.S.
Securities and Exchange Commission

          May 29,
2008

          Page
3

    Company
Response

    SYSCO
intends to include additional disclosures in our critical accounting policy for
goodwill in the Company’s fiscal 2008 Form 10-K similar to the
following:

    “We
arrive at our estimates of fair value using a combination of discounted cash
flow and earnings multiple models. The results from each of these models are
then weighted and combined into a single estimate of fair value for each of our
six operating segments. The primary assumptions used in these various models
include estimated average sales and earnings multiples of comparable
acquisitions in the industry, average sales and earnings multiples on
acquisitions completed by SYSCO in the past, future cash flow
estimates of the reporting units and weighted average cost of capital, along
with working capital and capital expenditure requirements.   Our
past estimates of fair value for fiscal 2007, 2006 and 2005 have not been
materially different when revised to include subsequent years’ actual
results.  SYSCO has not made any material changes in its impairment
assessment methodology during the past three fiscal years.  We do not
believe the estimates used in the analysis are reasonably likely to change
materially in the future but we will continue to assess the estimates in the
future based on the expectations of the reporting units.  In fiscal
2007, the reporting units’ fair values would have had to have been lower by 40
percent compared to the fair value estimated in our impairment analysis before
additional analysis would have been indicated to determine if an impairment
existed for any of our reporting units.  The Other (specialty produce,
custom-cut meat, lodging industry products and international distribution
operations) operating segments have a greater proportion of goodwill recorded to
estimated fair value as compared to the Broadline or SYGMA reporting
units.  This is primarily due to these businesses having been recently
acquired and as a result there has been less history of organic growth than the
Broadline and SYGMA segments.  In addition, these businesses also have
lower levels of cash flow than the Broadline segment.  As such, these
Other operating segments have a greater risk of future impairment if their
operations were to suffer a significant downturn.”

              ·

              Given
      that inventory comprises approximately a significant amount of your total
      assets, please tell us how you considered providing a critical accounting
      policy on inventory impairment or otherwise addressing inventory
      impairment in your MD&A narrative. In this regard, we assume from your
      disclosures that you have not incurred any inventory impairments in the
      periods presented in your financial statements. Please confirm our
      assumptions or explain this matter to us in more detail. Additionally,
      please consider whether your investors would benefit from additional
      insight as to the likelihood of inventory impairments resulting from
      reasonably likely changes in the future, including quantifying how much of
      your inventory is perishable, the amount of time that you can store such
      inventory before it spoils, and discussing any known or reasonably likely
      trends that may impact your inventory’s composition and
      valuation.

            Ms.
Jennifer Thompson

            U.S.
Securities and Exchange Commission

            May 29,
2008

            Page 4

    Company
Response

    The
Company’s analysis for providing a critical accounting policy or further
discussion in Management’s Discussion and Analysis related to inventory
impairment included a review of its impairment trends and the materiality of
past impairment losses to the financial statements.  SYSCO’s
historical level of inventory impairments has not been material.  In
fiscal years 2007, 2006 and 2005, the amount of each period’s expense was
approximately 0.1% as a percentage of cost of sales.  The Company has
been incurring inventory impairments at similar levels thus far in fiscal
2008.  SYSCO’s purchasing practices are based upon anticipated demand
to ensure adequate supply of product while also minimizing excess
inventory.  While approximately 45 percent of the Company’s inventory
is perishable within one month, the Company’s inventory turnover is less than
the time frame the inventory could perish.  The following is a summary
of SYSCO’s inventory composition as of June 30, 2007 and the range of inventory
turnover in days within these product categories:

              Perishable
      After:

              Percentage
      of Inventory

              Range
      of Inventory Turnover (in days)

              2
      weeks (generally produce)

              2%

              4
      to 5 days

              1
      month (dairy and fresh meats)

              43%

              12
      to 24 days

              1
      year (canned and dry, frozen and non-food items)

              55%

              16
      to 35 days

    The
Company does not foresee any likely change in trends relating to inventory
composition and valuation that would result in changes in excess of the amounts
recorded in its inventory impairment reserve.  Based on the
immateriality of inventory impairments historically and management’s belief that
trends will be unchanged, SYSCO does not believe that inclusion of inventory
impairment accounting policies and trends within critical accounting policies
and Management Discussion and Analysis is warranted.

            Ms.
Jennifer Thompson

            U.S.
Securities and Exchange Commission

            May 29,
2008

            Page
5

              ·

              We
      note that both your food costs and fuel costs appear to be increasing. To
      provide your readers with additional context within which they can analyze
      your results, please consider clarifying the extent to which such cost
      increases have been offset by your use of forward purchase contracts for
      commodities and fuel, the extent to which such cost increases have been
      passed on to your customers, and the extent to which you have absorbed
      such cost increases resulting in lower margins. If applicable, please also
      discuss any known or reasonably likely trends in the impact of these cost
      increases on your margins, such as the extent to which you believe you
      could pass on any additional cost increases to your customers. To the
      extent that the impact of increases in these costs have been offset by
      reductions in other types of costs, please identify and quantify the areas
      of cost savings and provide your readers with insight into the underlying
      factors that drove any such cost
savings.

    Company
Response

    Beginning
in the fourth quarter of fiscal 2007, the Company began experiencing product
cost increases in numerous product categories.  These increases have
persisted throughout fiscal 2008 at levels approximating six
percent.

    The
Company has included discussion regarding the impact of product cost inflation
and fuel costs on its operations in the Management’s Discussion and Analysis
included in its fiscal 2008 interim reports.  For example, here are
sample excerpts from SYSCO’s third quarter Form 10-Q:

    “Fiscal
2008 continues to be a challenging economic environment.  For the past
several months, our industry has experienced various macro-economic pressures,
including high fuel costs and rising food prices, that continue to restrict
growth.  High food cost inflation prevailed for the fourth consecutive
quarter. In spite of these conditions, we continue to manage margins and
expenses effectively.  Gross profit dollars increased 6.8% while
operating expenses grew only 5.7% for the period.”

    The
Company intends to continue to discuss the impact of inflation and fuel costs in
the fiscal 2008 Form 10-K and expand the disclosure, substantially as set forth
below.  In the following example disclosure, SYSCO has included
discussion of our first 39 week period ended March 29, 2008 as compared to the
first 39 week period ended March 31, 2007.  The 39-week discussion is
included to facilitate your review and to demonstrate the impact to the current
year.  In the fiscal 2008 10-K, the 39- week discussion will be
replaced with a fiscal year discussion.

            Ms.
Jennifer Thompson

            U.S.
Securities and Exchange Commission

            May 29,
2008

            Page
6

    “Beginning
in the fourth quarter of fiscal 2007, SYSCO began experiencing product cost
increases in numerous product categories.  These increases have
persisted throughout fiscal 2008 at levels approximating six
percent.  Generally, SYSCO attempts to pass increased costs to its
customers; however, because of contractual and competitive reasons, we are not
able to pass along all of the product cost increases
immediately.  SYSCO does not routinely enter into material forward
commodity contracts. SYSCO’s goal is to obtain the lowest total procurement cost
for our customers.  We believe our purchasing power is enhanced based
on the volume of products procured by SYSCO, as compared to our competitors, as
we are the industry leader in foodservice
distribution.    SYSCO partners with our customers through
the use of business reviews to help customers grow their business despite rising
costs.  SYSCO has managed our business in the inflationary environment
well, resulting in gross margin dollars increasing in fiscal 2008 at rates
greater than expense increases.  We believe that prolonged periods of
high inflation may have a negative impact on our customers as rising food costs
and fuel costs can reduce consumer spending in the food-prepared-away-from home
market.  As a result, these factors may negatively impact our sales,
gross margins and earnings.

    SYSCO’s
fuel costs have increased by approximately $17,796,000 in the first 39 weeks of
fiscal 2008 over the first 39 weeks of fiscal 2007 and $21,225,000 in fiscal
2007 over fiscal 2006 due to increased diesel prices and increased miles driven
by sales growth.  SYSCO’s costs per gallon have increased 13.3% in the
first 39 weeks of fiscal 2008 as compared to the first 39 weeks of fiscal 2007
and 7.1% in fiscal 2007 over fiscal 2006.  During the first 39 weeks
of fiscal 2008, fiscal 2007 and fiscal 2006, fuel costs represented
approximately 0.6%, 0.6% and 0.5% of sales, respectively.  SYSCO’s
activities to manage increased fuel costs include reducing miles, entering into
forward fuel purchase commitments and utilizing fuel surcharges.

            Ms.
Jennifer Thompson

            U.S.
Securities and Exchange Commission

            May 29,
2008

            Page
7

    In order
to partially manage the volatility and uncertainty of fuel costs, from time to
time, we enter into forward purchase commitments for a portion of our projected
monthly diesel fuel requirements.   In fiscal 2008, the forward
purchase commitments resulted in approximately $10,800,000 of avoided fuel costs
as the fixed price contracts were lower than market prices for the contracted
volumes.  In fiscal 2007, the forward purchase commitments resulted in
prices that were comparable to market prices.  In fiscal 2006, the
forward purchase commitments resulted in approximately $9,100,000 of avoided
fuel costs as the fixed price contracts were lower than market prices for the
contracted volumes.  We will continue to evaluate our use of forward
purchase contracts in fiscal 2009.

    In the
first 39 weeks of fiscal 2008, due to sustained, increased diesel prices,
SYSCO