UNITED STATES 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): ~~December~~May 2711, ~~2006~~2007

S&C Holdco 3, Inc.

(Exact name of registrant as specified in its charter)

Delaware	333-100717	81-0557245
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
1770 Promontory Circle,		80634
Greeley, CO		(Zip Code)
(Address of principal executive
offices)


1770 Promontory Circle,		80634
Greeley, CO		(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code: (970) 506-8000

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 57.0201 ~~Departure~~Regulation ofFD ~~Directors~~Disclosure ~~or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~ Item 9.01 Financial Statements and Exhibits SIGNATURES ~~Secondment~~Press ~~Agreement~~Release

Item 57.0201 ~~Departure~~Regulation FD ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain~~Disclosure ~~Officers; Compensatory Arrangements of Certain Officers.~~

On ~~January~~May 311, 2007, Swift & Company, a wholly-owned subsidiary of the registrant ~~(“Swift”)~~, issued a press ~~and~~release ~~Australia~~announcing ~~Meat~~its ~~Holdings~~return ~~Pty.~~to ~~Limited,~~standard astaffing ~~wholly-owned~~levels ~~Australian~~at ~~subsidiary~~its ofbeef ~~the~~processing ~~registrant~~facilities after ~~(“AMH”),~~the ~~entered~~December 2006 ~~into~~detention anand ~~agreement~~removal ~~with~~of ~~Matthew~~approximately D.950 ~~Wineinger~~employees ~~with~~by ~~respect~~the ~~to Mr~~U. ~~Wineinger~~S. Department of Homeland Security’s ~~service~~ asImmigration ~~the~~and ~~president~~Customs ofEnforcement ~~AMH~~(“ICE”) division and reporting the ~~payment~~revised financial orimpact ~~reimbursement~~estimate of ~~expenses~~the ~~incurred~~ICE ~~in connection~~event ~~with~~for ~~his~~its ~~service~~fiscal year ending May 27, 2007. A copy of the press ~~agreement~~release is ~~attached~~furnished ~~hereto~~ as ~~Exhibit 99.1~~an ~~and incorporated~~exhibit ~~herein~~to bythis ~~reference~~Current Report.

On In ~~December 27,~~accordance ~~2006,~~with ~~Swift~~General ~~entered~~Instruction ~~into~~B.2 anof ~~agreement~~Form ~~with~~8-K, ~~John~~the ~~Kier~~information ~~providing~~set ~~for~~forth ~~the~~in ~~payment~~this Item of7.01 ~~amounts~~and ~~ranging~~in ~~from~~the ~~AUD$420,000~~attached exhibit shall be deemed to ~~AUD~~“furnished” ~~$1,260,000~~and ~~upon~~not ~~the~~deemed ~~occurrence~~to ofbe ~~certain~~“filed” ~~events~~for ~~specified~~purposes inof the ~~agreement~~Securities and Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		~~Secondment~~Press ~~Agreement~~release, dated ~~January~~May 311, 2007~~, among Swift & Company, Australia Meat Holdings Pty~~. ~~Limited and Matthew D. Wineinger.~~

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 hereunto duly authorized.


		S&C HOLDCO 3, INC.

		By:		/s/ Donald F. Wiseman

				Name: Donald F. Wiseman
		Title:		Senior Vice President, General Counsel and Secretary

Date: ~~January~~May 311, 2007

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