UNITEDTable STATESof SECURITIES AND EXCHANGE COMMISSION Contents

oTable Pre-commencementof communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Contents

Item 9.01Table Financialof Statements and Exhibits. Contents

~~Washington,~~UNITED ~~D.C.~~STATES ~~20549~~SECURITIES AND EXCHANGE COMMISSION

~~FORM~~WASHINGTON, ~~8-K~~D.C. 20549

~~CURRENT~~FORM ~~REPORT~~ 8-K ~~PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~DATE OF~~CURRENT REPORT PURSUANT ~~(DATE~~TO OFSECTION ~~EARLIEST~~13 ~~EVENT~~OR ~~REPORTED):~~15 ~~December~~(d) ~~12,~~OF THE ~~2006~~SECURITIES EXCHANGE ACT OF 1934

~~S&C~~Date ~~Holdco~~of 3Report (Date of earliest event reported): December 27, ~~Inc.~~ 2006

~~(Exact~~S&C ~~name~~Holdco of3, ~~registrant as specified in its charter)~~Inc.

Delaware	333-100717	81-0557245
(State or other	(Commission File Number)	(I.R.S. Employer
jurisdiction of incorporation)		Identification Number)

(Exact name of registrant as specified in its charter)

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

oTABLE ~~Soliciting~~OF ~~material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)~~ CONTENTS

oItem ~~Pre-commencement~~5.02 ~~communications~~Departure ~~pursuant~~of toDirectors ~~Rule 14d-2(b)~~or ~~under~~Certain ~~the~~Officers; ~~Exchange~~Election ~~Act~~of ~~(17 CFR~~Directors; ~~240~~Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Item 9.~~14d-2(b))~~ 01 Financial Statements and Exhibits SIGNATURES Secondment Agreement

Item 75.0102 ~~Regulation FD~~Departure ~~Disclosure~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On ~~December~~ 12January 3, ~~2006~~2007, ~~agents~~Swift ~~from~~& ~~the~~Company, ~~U.S.~~a ~~Department~~wholly-owned subsidiary of ~~Homeland~~the ~~Security’s~~registrant ~~Immigration and Customs Enforcement~~ (~~ICE~~“Swift”) ~~Division~~ , and ~~other~~Australia ~~law~~Meat ~~enforcement~~Holdings ~~agencies~~Pty. ~~commenced~~Limited, ona wholly-~~site~~owned ~~employee interviews~~Australian subsidiary of ~~employees~~the atregistrant (“AMH”), ~~six~~entered ~~Swift~~into &an ~~Company~~agreement ~~facilities~~with inMatthew ~~Cactus,~~D. ~~Texas,~~Wineinger ~~Grand~~with ~~Island,~~respect ~~Nebraska,~~to Mr. Wineinger’s ~~Greeley,~~service ~~Colorado,~~as ~~Hyrum~~the ~~Utah,~~president ~~Marshalltown,~~of ~~Iowa~~AMH and ~~Worthington,~~the ~~Minnesota~~payment inor ~~connection~~reimbursement ~~with an ongoing investigation~~ of ~~the~~expenses ~~immigration~~incurred ~~status~~in connection ofwith anhis ~~unspecified number of Swift domestic employees~~service. NoA ~~civil~~copy orof ~~criminal~~the ~~charges~~agreement ~~have~~is ~~been~~attached ~~filed~~hereto ~~against~~as ~~Swift~~Exhibit 99.1 orand incorporated ~~any~~herein ~~current~~by ~~employees~~reference.

~~Operations at the affected Swift facilities were suspended pending the completion of the interview process.~~ On December 1327, 2006, Swift ~~resumed~~ ~~operations~~entered atinto ~~all~~an ~~facilities,~~agreement ~~but~~with atJohn ~~reduced~~Kier ~~output~~providing ~~levels.~~for the payment ~~Initial~~of ~~output~~amounts ~~levels~~ranging ~~are~~from ~~expected~~AUD$420,000 to beAUD ~~below~~$1,260,000 ~~normal~~upon ~~levels over~~ the ~~short~~ ~~term.~~occurrence ~~Swift~~of ~~anticipates~~certain ~~no adverse long-term impacts on its~~events ~~operations~~specified ~~and remains confident~~ in ~~its~~the ~~ability to serve customers~~agreement.

~~The actions on December~~Item ~~12th are part of an ongoing investigation of Swift’s immigration hiring compliance by ICE and the U~~9.S.01 ~~Department~~Financial ofStatements Justice. Swift has cooperated with the investigation, but had urged ICE to consider alternative actions that would achieve the government’s objectives while minimizing disruption to Swift’s operations, its employees and ~~its local communities~~Exhibits.

On November 28, 2006, Swift filed a complaint for declaratory and injunctive relief against ICE and Julie L. Myers, Assistant Secretary of Homeland Security for ICE, in the United States District Court for the Northern District of Texas (~~Amarillo Division~~d). The complaint, filed under seal, was intended to prevent the injury to Swift’s business caused by a potential mass removal of alleged unauthorized workers by ICE officials at multiple Swift beef and pork facilities. Following a hearing on December ~~6, 2006, on December 7, 2006 the court denied Swift’s request for an injunction against the potential action by ICE and subsequently unsealed the proceedings on December 12~~Exhibits.

Swift & Company intends to continue to cooperate fully with ICE officials regarding this matter. Copies of the press release issued by Swift regarding the above , the Complaint for Declaratory and Injunctive Relief filed with the court by Swift and the Order entered by the court denying Swift’s request for injunctive relief are attached hereto as Exhibit 99.1, Exhibit 99.2, Exhibit 99.3 and Exhibit 99.4 respectively, and incorporated herein.


Exhibit No.		Description

99.1		Secondment Agreement, dated January 3, 2007, among Swift & Company, Australia Meat Holdings Pty. Limited and Matthew D. Wineinger.

S&C HOLDCO 3, INC.

/s/ Donald F. Wiseman

Name: Donald F. Wiseman

Senior Vice President, General Counsel and Secretary

~~(d) Exhibits.~~SIGNATURES

Exhibit No.		Description
99.1		Press release, dated December 12, 2006.
99.2		Press release, dated December 13, 2006.
99.3		Complaint for Declaratory and Injunctive Relief in Swift & Company vs. Immigration and Customs Enforcement Division of the Department of Homeland Security and Julie L. Myers, Civil Action No. 2-06CV-314-J, filed on November 28, 2006, in the United States District Court for the Northern District of Texas (Amarillo Division).
99.4		Order entered in Swift & Company vs. Immigration and Customs Enforcement Division of the Department of Homeland Security and Julie L. Myers, Civil Action No. 2-06CV-314-J, entered on December 7, 2006, in the United States District Court for the Northern District of Texas (Amarillo Division).

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.

SIGNATURES

~~Pursuant~~Date: ~~to the requirements of the Securities Exchange Act of 1934~~January 3, ~~the registrant has duly caused~~2007 ~~this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release, dated December 12, 2006.
99.2		Press release, dated December 13, 2006.
99.3		Complaint for Declaratory and Injunctive Relief in Swift & Company vs. Immigration and Customs Enforcement Division of the Department of Homeland Security and Julie L. Myers, Civil Action No. 2-06CV-314-J, filed on November 28, 2006, in the United States District Court for the Northern District of Texas (Amarillo Division).
99.4		Order entered in Swift & Company vs. Immigration and Customs Enforcement Division of the Department of Homeland Security and Julie L. Myers, Civil Action No. 2-06CV-314-J, entered on December 7, 2006, in the United States District Court for the Northern District of Texas (Amarillo Division).

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