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): June 4, 2007

S&C Holdco 3, Inc.

(Exact name of registrant as specified in its charter)


Delaware	333-100717	81-0557245
(State or other jurisdiction of	(Commission	(IRS Employer
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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On June 4, 2007, Swift & Company, a wholly owned subsidiary of S&C Holdco 3, Inc., accepted the resignation of Matthew D. Wineinger, President, Australian Meat Holdings Pty. Limited, effective immediately.

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/ William G. Trupkiewicz

		Name:		William G. Trupkiewicz
		Title:		Senior Vice President—Corporate Controller, Assistant Secretary

Date: June 6, 2007

S&C HOLDCO 3 INC 8-K