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): May 11, 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)

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))

TABLE OF CONTENTS


Item 7.01 Regulation FD Disclosure
Item 9.01 Financial Statements and Exhibits
SIGNATURES
Press Release

Item 7.01 Regulation FD Disclosure

On May 11, 2007, Swift & Company, a wholly-owned subsidiary of the registrant, issued a press release announcing its return to standard staffing levels at its beef processing facilities after the December 2006 detention and removal of approximately 950 employees by the U.S. Department of Homeland Security’s Immigration and Customs Enforcement (“ICE”) division and reporting the revised financial impact estimate of the ICE event for its fiscal year ending May 27, 2007. A copy of the press release is furnished as an exhibit to this Current Report.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and in the attached exhibit shall be deemed to “furnished” and not deemed to be “filed” for purposes of the Securities and Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description

99.1		Press release, dated May 11, 2007.

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: May 11, 2007

Table of Contents

Table of Contents

Table of Contents

S&C HOLDCO 3 INC 8-K