SYSCO CORP — Director's Dealing 2004

Mar 22, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYSCO CORP (SYY)
CIK: 0000096021
Period of Report: 2004-03-18

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-03-18	Common Stock	M	8000.0000	$10.9375	Acquired	36321.6805	Direct
2004-03-18	Common Stock	F	3780.0000	$40.15	Disposed	32541.6805	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-18	Incentive Stock Option (Right to Buy) - Date Granted 9/3/98	$10.9375	M	8000.0000	Disposed	2008-09-02	Common Stock (8000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	429.5945	Indirect

Footnotes

F1: 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.