SYSCO CORP — Director's Dealing 2003

Sep 17, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYSCO CORP (SYY)
CIK: 0000096021
Period of Report: 2003-09-16

Reporting Person: NICHOLS MICHAEL C (VP,Gen Counsel,Corp Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-09-16	Common Stock	M	6670.0000	$6.375	Acquired	26549.1072	Direct
2003-09-16	Common Stock	M	3912.0000	$7.1875	Acquired	30461.1072	Direct
2003-09-16	Common Stock	M	2000.0000	$8.75	Acquired	32461.1072	Direct
2003-09-16	Common Stock	F	3077.0000	$32.7450	Disposed	29384.1072	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-09-16	Incentive Stock Option (Right to Buy) - Date Granted 9/1/94	$6.3750	M	6670.0000	Disposed	2004-09-01	Common Stock (6670.0000)	Direct
2003-09-16	Incentive Stock Option (Right to Buy) - Date Granted 8/31/95	$7.1875	M	3912.0000	Disposed	2005-08-31	Common Stock (3912.0000)	Direct
2003-09-16	Incentive Stock Option (Right to Buy) - Date Granted 9/4/97	$8.7500	M	2000.0000	Disposed	2007-09-03	Common Stock (2000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	426.5912	Indirect

Footnotes

F1: Grants are made annually with exercises not permitted prior to the first anniversary of the grant. If certain performance criteria are met, one-third (1/3) of the shares covered by the grant vest on the first, second and third anniversaries of the grant.

F2: Exercises not permitted prior to the first anniversary of the grant. If certain performance criteria are met in any fiscal year during the first 5 years after the grant, one-third (1/3) of the shares covered by the grant vest at the end of the first year in which the performance criteria are met.