Exhibit 99.2

                                 SANDERSON FARMS

                            MODERATOR: JOE SANDERSON
                                DECEMBER 6, 2005
                                   10:00 AM CT

Operator:            Good day everyone and welcome to the Sanderson Farms
                     Incorporated conference call. Today's call is being
                     recorded.

                     At this time for opening remarks and introductions I would
                     like to turn the call over to the Chairman and Chief
                     Executive Officer, Mr. Joe Sanderson.

                     Please go ahead, sir.

Joe Sanderson:       Thank you.

                     Good morning and welcome to Sanderson Farms Fourth Quarter
                     and Year End conference call.

                     With me on the call today are Lampkin Butts, our President
                     and Chief Operating Officer, and Mike Cockrell, our
                     Treasurer and Chief Financial Officer

                     We issued a news release this morning announcing net
                     earnings of $10.1 million or 50 cents per fully diluted
                     share for our fourth fiscal quarter of 2005. During the
                     fourth quarter of fiscal 2004, we earned $5.1 million or 25
                     cents per diluted share.



                     For the year ended October 31, 2005, we reported net income
                     of $70.6 million or $3.51 per diluted share. For fiscal
                     2004, we reported net income of $91.4 million or $4.57
                     cents per diluted share.

                     The $10.1 million in net income is net of Hurricane
                     Katrina-related losses of $7.9 million. The $7.9 million
                     consists of the deductible under our policies and certain
                     expenses and loss profits that we have not yet recorded as
                     a receivable. Mike will discuss the insurance more in a
                     moment.

                     Each of you should've received a copy of the release and
                     accompanying financial summary. I'll begin the call with
                     brief comments about the year and the company's operations
                     and then turn the call over to Lampkin and Mike for a
                     detailed account of the operating and financial results.

                     Before we make any further comments, I would like to ask
                     Mike to give the cautionary statement regarding
                     forward-looking statements.

Mike Cockrell:       Thank you, Joe, and good morning to everyone.

                     Before we begin the call this morning, I need to caution
                     you as always that the call will contain certain
                     forward-looking statements about the business, financial
                     condition, and prospects of the company.

                     All forward-looking statements are made pursuant to the
                     Safe Harbor provisions of the Private Securities Litigation
                     Reform Act of 1995 and are made based on management's
                     current expectations or beliefs as well as assumptions made
                     by and information currently available to management.


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                     The actual performance of the company could differ
                     materially from that indicated by the forward-looking
                     statements because of various risks and uncertainties.

                     These risks and uncertainties are described in Item 7 of
                     the most recent annual report on Form 10-K and in
                     management's discussion and analysis of financial
                     conditions and results of operations found in Item 2 of
                     Part 1 of the company's quarterly report on Form 10-Q filed
                     with the SEC in connection with our third fiscal quarter
                     ended July 31, 2005.

                     Our Form 10-K for the year ended October 31, 2005 will be
                     filed with the SEC before the end of the month.

Joe Sanderson:       Thank you, Mike.

                     While the overall chicken market softened during our fourth
                     fiscal quarter when compared to the first three quarters of
                     the year and with the fourth quarter of last year and our
                     operations were impacted by Hurricane Katrina, our
                     financial and operating results for the fourth quarter
                     allowed Sanderson Farms to complete the second most
                     profitable year in our company's history.

                     Our fourth quarter net earnings of 50 cents per fully
                     diluted share compares to 25 cents for the same quarter
                     last year. The quarter contributed to annual earnings from
                     operations of $3.51 per share. Our earnings were achieved
                     on net sales of $1.006 billion, marking the second
                     consecutive year our sales exceeded $1 billion mark.

                     I am proud of the people of Sanderson Farms who contributed
                     to a successful year. The year was highlighted for us by
                     the opening of our new Georgia


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                     complex, which when fully operational next summer will
                     represent a 23% increase in production capacity.

                     One week after beginning production at the new Georgia
                     facility, the company faced Hurricane Katrina, the effects
                     of which lingered throughout the rest of the quarter.

                     I want to congratulate the people of Sanderson Farms for
                     opening the new Georgia facility on time and on budget and
                     for their selfless dedication to this company during a very
                     trying period in the days following the hurricane. It was a
                     good year for Sanderson Farms and I am proud of all our
                     people.

                     At this time, I'll turn the call over to Lampkin.

Lampkin Butts:       Thank you, Joe.

                     As Joe mentioned, with the exception of dark meat, market
                     prices for poultry products were lower across the board
                     during our fourth quarter when compared to our fourth
                     quarter last year. And the prices for all products
                     including dark meat dropped during the quarter from prices
                     experienced during our third quarter.

                     The average Georgia dock price during our fourth quarter
                     was 3.85% lower than last year's fourth quarter and was
                     1.4% lower than our third quarter. For the year, the
                     Georgia dock averaged 74.29 cents per pound, which was less
                     than 1% decrease from the 74.74 cents per pound average
                     during fiscal 2004.

                     Bulk leg quarter prices increased 55% for the quarter
                     compared to last year's fourth quarter and increased 18%
                     for the year. However, leg quarter prices have fallen
                     significantly since the end of our fiscal year. While leg
                     quarter


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                     market prices averaged 44.8 cents per pound during the
                     fourth quarter, they currently stand at 26 cents per pound.

                     Boneless breast prices during our fourth quarter were lower
                     by 14% when compared to the fourth quarter a year ago and
                     were 25% lower for the year.

                     Finally, wing prices during our fourth quarter averaged 86
                     cents per pound, down 16% from the average of $1.03 cents
                     during last year's fourth quarter. For the year, wing
                     prices were down 12.44% from an average of $1.07 per pound
                     during (fiscal) 2004 to an average of 94 cents per pound
                     during fiscal 2005.

                     All this said, our average sales price for poultry products
                     during fiscal 2005 was more than 4.1 cents per pound below
                     last year, decreasing 6.5% for the year ended October 31,
                     2005 when compared to the year ended October 31, 2004.

                     These lower poultry prices were offset by the lower grain
                     cost we experienced during the fiscal year. As we have been
                     reporting all year, grain costs were approximately $60
                     million lower during fiscal 2005 when compared to fiscal
                     2004.

                     While cash market prices for corn and soybean meal dropped
                     significantly during our fourth quarter, the company's cost
                     of these commodities remained high relative to the spot
                     market price because the company had priced its grain needs
                     earlier in the year.

                     Current corn and soybean meal prices are down substantially
                     from their mid summer highs and we expect these lower
                     prices to continue for the foreseeable future.


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                     Based on current pricing and the prices that we have been
                     able to lock in for 2006, we expect feed grain cost for the
                     company during fiscal 2006 to be $5 million to $10 million
                     than the favorable cost we experienced in 2005.

                     We are obviously pleased that our new Georgia facility
                     opened on time and on budget in August. The additional
                     capacity represented by the new facility when added to the
                     additional pounds resulting from the conversion of our
                     Collins plant to all big bird deboning will add over 26% in
                     new capacity when both projects are completed.

                     The new capacity will open new marketing opportunities for
                     the company as well as improve efficiencies in our plants.
                     The Georgia facility and Collins conversion will add 8.1
                     million total pounds per week of finished product to the
                     company's capacity when complete, which when applied to
                     SG&A expenses and fixed cost will positively impact margins
                     per pound.

                     Just as we do at the beginning of each fiscal year, we met
                     with our managers last week to identify opportunities in
                     our plants, in the field, and in sales that we will work to
                     capture during 2006. And we expect our overall operating
                     performance to continue to improve. Our goal for 2006 is as
                     always to operate at the top of our industry.

                     Our sales program maintained its momentum during fiscal
                     2005 and we will work hard to build on that momentum in
                     2006. We continue to be pleased with the acceptance of our
                     fresh chicken advertising program and we will continue to
                     expand that program with new ads during 2006.

                     This program will cost approximately $14 million during
                     fiscal 2006 compared with $13 million during 2005.


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                     Lower white meat chicken prices during fiscal 2005 allowed
                     our prepared Foods Division to enjoy lower raw material
                     cost for the year when compared to fiscal 2004. And that
                     division returned to profitability during fiscal 2005.

                     While progress was made during the last fiscal year in
                     foods, we will make more changes over the coming months to
                     increase the efficiency of our Foods Division as well as
                     lower our cost at the plant.

                     The Foods Division currently has the capacity to cook and
                     further process 850,000 pounds of chicken meat each week on
                     the (fry lines). That volume is not sufficient to allow the
                     foods plant to be a low cost producer of further processed
                     chicken products.

                     To address the situation, our 2006 capital budget will
                     include $4.8 million for equipment and other upgrades that
                     will allow us to increase our volume on the fry line to 1
                     million pounds per week by February 1, 2006 and to 1.2
                     million pounds per week before the end of 2006.

                     Furthermore, we will continue upgrades at the Foods
                     Division over the next 24 months that will include the
                     installation of equipment that (will) allow us to increase
                     our further processing and cooking capacity.

                     These upgrades will more than double our capacity to cook
                     chicken and foods over the next 24 months and we believe
                     this increased capacity will put the Foods Division the
                     position to be a low cost producer of further processed
                     poultry products just as our fresh plants are low cost
                     producers of fresh chicken products.


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                     While grain prices continue to move lower and we have been
                     able to lock in a material portion of our fiscal 2006 needs
                     at favorable levels, the chicken market is a little more
                     difficult to predict.

                     It is encouraging to note that the Georgia dock price
                     currently stands at 72 cents per pound, reflecting solid
                     retail demand. Boneless breast prices however have moved
                     lower over the last two months, in part we believe because
                     of sagging consumer confidence and high gasoline prices,
                     both of which have contributed to soft consumer demand at
                     casual dining establishments, which are large customers for
                     boneless breast products.

                     While wing prices and demand remained solid, we expect a
                     typical market for wings as we move into 2006.

                     While dark meat prices are down considerably from their
                     highs for the year, the USDA is predicting higher exports
                     during 2006 compared to a strong 2005. If this prediction
                     holds, export demand should continue to provide support for
                     dark meat prices and to some extent the market for all
                     chicken.

                     As many of you know, exports were very strong during 2005.
                     Most every export market experienced strong growth in
                     volumes during the year, particularly the markets in the
                     former Soviet Union countries. This strong export demand
                     resulted in high dark meat prices for much of the year.

                     While exports of the last two months have softened due at
                     least in part to avian influenza concerns in Europe, we
                     believe the USDA's prediction of stronger exports during
                     2006 is well founded.


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                     The USDA is also predicting only modest increases in
                     chicken production during 2006, which is supported by
                     leading indicators such as egg sets and breeder placements.

                     Breeder chick placements over the last nine months are up
                     just under 2% when compared to the same nine months a year
                     ago, which supports the consensus estimates of a 2-1/2% to
                     3% increase in production for calendar 2006 compared to
                     2005.

                     At this point, I would like to turn the call over to Mike
                     Cockrell, Chief Financial Officer of Sanderson Farms.

Mike Cockrell:       Thank you, Lampkin.

                     We continue to be pleased with our financial performance
                     during the fourth quarter despite the challenges of a
                     hurricane. Net sales for quarter totaled $249.1 million,
                     down from the $259.2 million for the same quarter during
                     fiscal 2004.

                     This reduction reflects the lower poultry market prices
                     described by Lampkin, as well as a decrease in the pounds
                     of poultry sold during the quarter of 4.7%. This decrease
                     in pounds sold during the quarter was the result of two
                     things.

                     First the company experienced a net reduction of 3.8% in
                     the number of chickens sold during the quarter because of
                     the head lost during the hurricane. Secondly the company
                     experienced a reduction in leg quarters sold in the export
                     market because of hurricane-related destructions to the
                     Port of New Orleans.


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                     The 50 cents per share earned during the quarter compares
                     to 25 cents earned during last year's fourth quarter and
                     resulted in annual earnings of $3.51 per share compared to
                     $4.57 a share last year.

                     For the fiscal year, net sales totaled $1.006 billion or a
                     4.4% decrease from the $1.052 billion for fiscal 2004. Cost
                     of sales for the year decreased 1.9% compared to a year ago
                     and totaled $826.7 million.

                     While the average sales price for poultry products during
                     fiscal 2005 was down 6.5% compared to a year ago, the
                     average cost per pound in our poultry business decreased
                     2.1% compared to last fiscal year reflecting lower grain
                     costs, which lower grain costs were partially offset by
                     hurricane-related costs and Georgia expenses in startup.

                     Our cost of sales for the three months ended October 31 as
                     compared to the same three months during fiscal 2004
                     decreased 7.5%. This decrease is primarily a result of a
                     decrease in the cost of corn and soybean meal this year
                     compared to last year. As Lampkin mentioned, we met our
                     target of approximately $60 million in lower grain cost for
                     the fiscal year compared to last year.

                     SG&A expenses for fiscal 2005 were up $6.2 million compared
                     to fiscal 2004. This increase was primarily due to the
                     company's startup cost in Georgia, which were booked as
                     SG&A cost until operations (began) in August.

                     During the first three quarters of the fiscal year, $4.1
                     million in startup cost were booked as SG&A cost. During
                     the fourth quarter, losses attributable to the Georgia
                     startup totaled $3.1 million or 9 cents per share net of
                     income taxes.


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                     Also our board of directors voted in October to contribute
                     $5.5 million to our ESOP, which benefits all employees of
                     Sanderson Farms. This contribution was made during October
                     and is reflected in 2005 results.

                     At the end of our fiscal year, our balance sheet reflected
                     shareholders' equity of $345.7 million and net working
                     capital of $107.6 million. The current ratio was 2.4 to 1.
                     Our total debt at the end of the year was $10.9 million and
                     our debt to cap ratio was 3.1% at October 31.

                     Our net debt was less than zero and for the year we reduced
                     long-term debt by over $4 million. We spent $128 million on
                     capital improvements and we paid $8.5 million in dividends.

                     In light of our performance and our cash flow during fiscal
                     2005, our board of directors increased our regular
                     quarterly dividend rate from 10 cents per share to 12 cents
                     per share at its October meeting.

                     For fiscal 2005, interest expense was $433,000 or a 72%
                     decrease from the $1.6 million paid for interest during
                     fiscal 2004. This number reflects our lower outstanding
                     debt and it also reflects the capitalization of
                     construction interest related to the Georgia plant and our
                     new general office.

                     During fiscal 2005, we spent approximately $128 million on
                     planned capital projects. That included $92.3 million in
                     Georgia and $15.1 million on the new general office.

                     We expect our capital expenditures during fiscal 2006
                     related to our existing facilities and our new general
                     office under construction to be approximately $73.4 million
                     and will be funded by cash on hand, internally generated


                                       11



                     working capital, and cash flows from operations. The
                     company has a $200 million unused revolving line of credit
                     available as well.

                     The $73.4 million in capital budgets includes approximately
                     $7.9 million in operating leases, $10 million to complete
                     the construction of the new general corporate office
                     building, $22 million to build the feed mill and complete
                     the conversion in Collins, and $4.8 million to begin making
                     the changes at our Foods Division that Lampkin described.

                     Our depreciation and amortization during fiscal 2005
                     totaled $24.9 million and we expect $31.8 million in
                     depreciation for fiscal 2006.

                     The company's financial statements for the fourth fiscal
                     quarter and the year ended October 31 reflect a receivable
                     from the company's insurance carriers of $14.9 million for
                     property damage, expenses incurred, and lost profits
                     resulting from Hurricane Katrina.

                     The company's total insurance claim through October 31,
                     2005 for property damage, expenses, and lost profits is $20
                     million net of the applicable deductible of $2.75 million.

                     The total reduction in operating income of $7.9 million
                     relates to the deductible of $2.75 million and incurred but
                     unrecognized lost profits and expenses of approximately
                     $5.1 million.

                     The unrecognized lost profits and expenses of $5.1 million
                     were the direct result of the effect of Hurricane Katrina
                     and the company's efforts to minimize potential losses from
                     the hurricane, and will be recognized as a receivable once
                     negotiations with our insurance carriers are complete and a
                     final - and final amounts are determined.


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                     The company intends to seek reimbursement for all of its
                     insured losses, including the unrecognized lost profits and
                     expenses. We expect negotiations with the company's
                     insurance carriers to be completed during 2006.

                     The company believes the remaining effects of lost
                     production and additional expenses related to Hurricane
                     Katrina that will be incurred during the first fiscal
                     quarter of 2006 will be substantially covered by the
                     company's insurance policies.

                     With that, I will turn the call back over to Joe for some
                     closing comments.

Joe Sanderson:       Thank you, Mike.

                     I would like to follow up on a couple of things mentioned
                     by Lampkin and Mike and then we will open the call for
                     questions.

                     First with respect to Hurricane Katrina, I am pleased to
                     report that all of the losses to our live inventories have
                     been replaced and the last of our reduced production weeks
                     ended Thanksgiving week. While business interruption losses
                     lingered into the first quarter, they are now behind us and
                     from and operational standpoint we are back to normal.

                     Lampkin mentioned certain initiatives we will be taking at
                     our Foods Division over the next 24 months as we work to
                     become a low cost producer of further processed chicken
                     products.

                     Our company has always been a low cost producer of fresh
                     chicken products and in many ways we measure our success by
                     maintaining that position. The changes Lampkin described
                     that will increase our capacity to cook chicken at


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                     our Foods Division will make the goal of also being a low
                     cost producer of further processed chicken products
                     attainable.

                     Lampkin also mentioned that we expect our feed grain cost
                     to be between $5 million and $10 million more during fiscal
                     2006 than they were during fiscal 2005. Values over the
                     last few weeks have fallen into the range where we
                     typically become aggressive pricing our grain needs and we
                     have been an aggressive buyer of our 2006 needs.

                     While we have not completely priced out our fiscal 2006
                     needs, we are close on soybean meal and will continue to
                     aggressively price our corn needs. While prices for both
                     grains may go lower, we are confident that at current and
                     priced values we will remove the risk of a run-up in prices
                     for fiscal 2006 and be in a position if we have a
                     cooperative chicken market to return good value to our
                     shareholders.

                     With respect to chicken prices, I continue to be confident
                     regarding the chicken markets for fiscal 2006. There is
                     nothing I've seen in the fundamentals regarding the supply
                     side that would indicate a run-up or significant expansion
                     in the chicken supply. Pullet placements, which for the
                     last nine months are up under 2%, continue to support a 2%
                     to 3% increase in production during 2006.

                     With projected export demand, I believe this level of
                     production growth is manageable for the marketplace. While
                     boneless breast meat prices have remained soft through the
                     fall, I agree with Lampkin that most of that is
                     attributable to softness in consumer demand caused by
                     erosion in consumer confidence and high fuel prices.


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                     Absent the unexpected, the supply and demand balance should
                     support reasonable chicken prices during fiscal 2006.

                     With that, we will now open up the call for question and
                     answers.

Operator:            Thank you, sir.

                     Today's question and answer session will be conducted
                     electronically. If you would like to ask a question, please
                     do so by pressing the star key followed by the digit 1 on
                     your touch-tone telephone.

                     If you are on a speakerphone, please make sure your mute
                     function is turned off to allow your signal to reach our
                     equipment.

                     We will proceed in the order that you signal us and we will
                     take as many questions as time permits.

                     Once again, that is star-1 to ask a question. And we'll go
                     first to (Pablo Zwanick) with JP Morgan.

(Renaldo Vincentes): Hi, this (Renaldo Vincentes) on behalf of (Pablo Zwanick).
                     How are you guys?

Man:                 Good morning.

Man:                 Good.

(Renaldo Vincentes): Quick question.


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                     If you look back, you know, over the last six months, can
                     an argument be made that in order to satisfy the greater
                     demand for exports, the industry has sort of overproduced
                     white meat and that's why we've been seeing lower white
                     meat prices here?

Man:                 We think that the (unintelligible) in production that we
                     saw in '05, which is - I guess it's 3% or 4%, that part of
                     that (was) taken up in the export market, which is dark
                     meat. And it did leave the balance of the increase in
                     production in the States to be in the form of boneless
                     breast, tenders, and wings.

(Renaldo Vincentes): Right.

Man:                 We don't think that it was a burdensome amount
                     (unintelligible) those items peaked in the - in price in
                     '04 and we think there was some shift in menus after the
                     summer of '04. When prices got so high there was some shift
                     in promotional activity and features, not at retail but in
                     casual dining arena and quick service, and that that
                     probably affected demand a little bit this year and
                     resulted in lower white meat prices this year. It doesn't
                     seem like a burdensome number to us.

                     The fall has been unusual in that we've had two hurricanes
                     and - which resulted in $3 gasoline. And that impacted
                     demand, particularly in the casual dining segment this
                     fall.

                     And the - we know, or we believe the bird flu issue has
                     particularly affected export demand. And we think possibly
                     it's also affected not demand in the United States. The -
                     we've seen research from the National Chicken Council that
                     indicates the American consumer is not - (has) not changed
                     their eating habits based on bird flu but it possibly has
                     changed some feature activity and promotional activity.


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                     And we believe going into '06 that with the supply numbers
                     we're looking at that again we're optimistic that the
                     market given another increase in exports and given a good
                     economy and lower gasoline prices that the market should be
                     - we should be optimistic about the market.

(Renaldo Vincentes): Okay, okay.

                     And, I mean, a quick follow up. I know you kind of already
                     touched on this. But - and also you guys don't give any
                     specific guidance. But when we model out what we assume
                     prices are going to be, what's your take on that? What do
                     you think prices are going to be going forward?

Joe Sanderson:       Well - this is Joe. Let me - if you look over a five-year
                     period and throw out the high and throw out the low and
                     look at a normal pattern, that's what we would expect. We
                     would expect a normal pattern, to have lower breast meat
                     prices and the October through December period and...

(Renaldo Vincentes): Right.

Joe Sanderson:       ...rising prices that would peak July 4 and hang on into
                     Labor Day and then start declining after Labor Day.

                     That's - that would be our expectation, a normal historical
                     pattern.

(Renaldo Vincentes): Okay, okay. All right, thank you. Thanks guys.

Operator:            Our next question is from (Farrah Aslam) with (Stevens).

(Farrah Aslam):      Hi, good morning.


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Men:                 Good morning.

(Farrah Aslam):      Just kind of clarifying first of all the hurricane impact,
                     now I'm seeing ($22.74 million) total impact from the
                     hurricane on the quarter and you've received about $14.9
                     million in reimbursements. And you're going to have a
                     deductible of about $2.75 million.

                     Is that correct?

Man:                 That's - the numbers are correct. The amount that you said
                     we received we have booked as a receivable.

(Farrah Aslam):      Okay.

Man:                 But you need to of course factor that into our cash flow
                     for the next year because that amount has not been
                     received. It's been booked as a receivable.

                     And then the balance, the $5.1 million plus the deductible,
                     the deductible obviously is a permanent loss. The $5.1
                     million are losses that we have quantified but have not yet
                     booked as a receivable, either because there are -that
                     we're still computing the amounts. Some of that for example
                     is lost profits.

                     And we have not yet met with our insurance company to go
                     through all of those numbers, and we have not booked that
                     as a receivable yet.

(Farrah Aslam):      Okay, just wanted to make sure that I need to take that
                     $22.5 million - sorry, $22.75 million as the extraordinary
                     for Hurricane Katrina.


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                     Now you had noted that your grain costs and feed costs for
                     '06 are expected to up be. Does that include the additional
                     grain for the feed for the chickens in Georgia?

Man:                 No. No. That does not include total cost of goods sold.

Man:                 (Unintelligible).

Man:                 Yeah (unintelligible)...

(Farrah Aslam):      I'm sorry?

Man:                 (Unintelligible).

(Farrah Aslam):      It does not include the additional grain that would be
                     needed for...

Man:                 (Unintelligible).

(Farrah Aslam):      ...to feed the poultry in Georgia.

Man:                 Well, they're telling me it does include that.

(Farrah Aslam):      It does include that.

                     And your grower payments are going to increase about $20
                     million to $25 million because of that new Georgia plant?

Man:                 I don't have that number...

Man:                 Oh, I don't have that number.


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(Farrah Aslam):      Or so. Okay.

                     And do you expect energy and other costs to be up next
                     year? And if so about how much?

Man:                 I - we don't - I don't anticipate energy costs for us are
                     going to be up next year. Our energy costs this year were
                     on the market. I mean, I don" know that, anymore than I
                     know exactly what boneless breast is going to be next
                     spring.

                     But...

(Farrah Aslam):      Mm-hm.

Man:                 ...you know, indications are gasoline prices and diesel
                     prices are coming down.

Man:                 For the winter quarter though. For the first quarter you're
                     likely to have some increases in natural gas and diesel.
                     But...

Man:                 (Unintelligible).

Man:                 ...don't think they're material.

Man:                 Yeah.

(Farrah Aslam):      Okay.


                                       20



                     And then for your new plant, you had booked some costs this
                     year related to the startup. Do you anticipate incremental
                     new plant inefficiencies to be about $10 million next year
                     or so?

Man:                 We don't have that quantified. You know, we quantified what
                     they were for the fourth quarter obviously. And going
                     forward, the plant continues to ramp up production.

(Farrah Aslam):      Mm-hm.

Man:                 It's already begun to - it's begun production on the second
                     shift of the first line and January we'll start the second
                     line. And by next August 1, we'll be up and running full.

                     Until the plant gets up and running full, obviously there
                     will be inefficiencies. But the exact amount of that will
                     depend obviously on what they're selling the chicken for
                     and selling the production for. And so we have not
                     quantified that number exactly.

(Farrah Aslam):      Okay.

                     And in terms of SG&A expenses for you guys next year, are
                     you anticipating kind of maybe - what sort of increases in
                     total kind of SG&A expenses are you looking for year over
                     year?

Man:                 Well, actually for the year...

(Farrah Aslam):      Mm-hm.


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Man:                 ...we don't expect any material increases. Advertising's
                     going to be about the same.

(Farrah Aslam):      Right.

Man:                 SG&A is going to be impacted favorably by higher volumes.

(Farrah Aslam):      Right. As a percentage of sales it should be down.

Man:                 (Yes).

Man:                 That's exactly correct.

Man:                 That's correct.

(Farrah Aslam):      So that's going to help your kind of operating and EBITDA
                     margins going forward.

                     And what do you expect D&A to be? What was it in fiscal '05
                     and what is it expected to be in '06?

Man:                 We expect it to be $31 million in '06, just over $31
                     million. It was $24.8 million this past year.

(Farrah Aslam):      Great, thanks.

                     And then I just didn't get in terms of percentage terms in
                     the fiscal fourth quarter, what was pricing down year over
                     year in the fiscal fourth quarter?...

                     You said it in cents but I'm just not sure in terms of
                     percentages.


                                       22



Man:                 I'm looking for that number. Hold on just a second.

(Farrah Aslam):      Great.

Man:                 Which for the fourth quarter?

(Farrah Aslam):      Pricing in terms of - in percentage terms.

Man:                 (Unintelligible).

Man:                 Yeah, I gave you - we gave you the year number. I don't
                     have the number for the overall chicken market. Right now
                     I've got it by the parts. I'm sorry.

(Farrah Aslam):      Okay, no problem.  We can (follow up) offline.

                     Just kind of - can you just share with us, kind of we're
                     reading the headlines on AI in the export market. What
                     gives you confidence that we're going to have another solid
                     year in exports next year for chicken?

Man:                 Well, we are - we're looking at a couple of things. Number
                     one is the USDA, the Foreign Agricultural Service, and the
                     World Agricultural Outlook Board, they continue to project
                     increased exports next year.

                     I do think that we've got to - we've got to get some of
                     this - some of the bird flu issues behind us. But assuming
                     we get those behind us that next year will be a good year
                     for exports.

                     The markets that are pulling most of this volume are
                     continuing to develop economically and their economies are
                     doing well and the price of oil is


                                       23



                     helping them. And I think all of that is why the USDA is
                     forecasting better exports.

                     They're not showing up now because of some year-end stuff
                     and some markets closing around the end of the year, plus
                     bird flu. But we believe that given some time that'll
                     return next year.

(Farrah Aslam):      So you think that here we might have seen (the) bottoming
                     of leg quarter prices at around 26, 27 cents and they
                     should start to improve going into January. Is that your
                     (expectation)?

Man:                 I'm not sure that they've bottomed out yet. I wouldn't
                     predict that. I just I think that as we put the bird flu
                     issue behind us they'll improve.

(Farrah Aslam):      Okay.

                     And then kind of looking at breast meat, do you expect that
                     to start - when do you anticipate the market may kind of
                     start turning just seasonally and supply/demand that you
                     see it right now in the market?

Man:                 (Farrah), you know, it's hard to predict when. It's like I
                     said earlier, it's been such an unusual fall. I think going
                     into...

Man:                 (Historically).

Man:                 ...going into next year that it's just like we normally see
                     historically in the spring and after Easter the markets
                     generally improve. Oh-five was unusual in that January we
                     saw our highest boneless breast (unintelligible) market.
                     But historically spring and summer are the best markets for
                     that.


                                       24



                     I think - I'm optimistic they're going to improve. I don't
                     know the exact timing, you know. The timing may be a little
                     different than it was this year. But historically it would
                     be after Easter.

(Farrah Aslam):      Okay, great. Thank you very much.

Operator:            We'll go next to Christine McCracken with FTN Midwest.

Christine McCracken: Good morning.

Man:                 Good morning.

Man:                 Good morning, Christine.

Christine McCracken: Just following up on some of the early questioning, you
                     know, relative to the current market I guess where should
                     we see prices move? Only in the leg quarter prices for most
                     of the back half of this year have been very strong and
                     current numbers are down I guess about, you know, over 20%
                     or so. Not expecting a lot of improvement there.

                     Is there something that you're seeing that would lead to
                     significantly higher prices at some point over the next
                     fiscal year?

Man:                 Higher than 2005?

Christine McCracken: Than kind of where we are now. It seems like leg quarter
                     prices...

Man:                 Right now.


                                       25



Christine McCracken: ...kind of settled out here. Maybe they move a little
                     lower, like Lampkin said. But generally on a year-over-year
                     basis for the balance of '06, you know, it seems to me that
                     we're going to be kind of in this range, maybe, you know,
                     up a little, down a little.

                     Is that a fair assessment?

Man:                 Well, we don't - I'm going to qualify everything I say by
                     saying avian influenza. Absent avian influenza or some, you
                     know, something - some breakout in - and I'm not talking
                     about in the US either.

Christine McCracken: Correct.

Man:                 I'm talking about overseas. We think there's a softness in
                     demand right now because of avian influenza in most export
                     markets. We also think that importers over there did not
                     want to get caught with large inventories of high priced
                     products heading into a seasonal decline.

                     We also think particularly in Russia you were headed toward
                     the end of - and the utilization of the full quota. And so
                     that's what brought the - all of those factors brought the
                     market down, including avian influenza.

                     I would expect the market after the first of the year,
                     after avian influenza beginning in January, February, March
                     to start firming up again. Have no idea what the high
                     target'll be. But it's at 25 or 24 or something right now
                     and that's a good price for leg quarters. And anything
                     above that, which we would expect it to be based on recent
                     history, recent demand, which has been outstanding. We
                     would expect it to be some stronger than it is right now.


                                       26



Christine McCracken: I - you know, and I don't disagree with you, that I think
                     it could firm a little. I guess what I'm saying is that
                     with the 50% plus increases that we got over the past 12
                     months, you know, and the very strong markets that we saw
                     last year, given the current outlook it seems like that the
                     market isn't willing to pay up for leg quarters like we've
                     seen over the last year.

Man:                 I think that's true. And I think that same thing about
                     boneless breast US.

Christine McCracken: (Yeah).

Man:                 I mean, right now the - it's just not a time to be selling
                     it. And, you know, just because of seasonal demand loss
                     and...

Christine McCracken: Right.

                     Do you think (at all), you know, when you look ahead at the
                     next year and we're looking at maybe 2-1/2%, 3% more
                     chicken out there, a lot more beef. And then, you know,
                     kind of this ongoing maybe softness in casual dining demand
                     at least, you know, maybe over the first half of your year,
                     you know, what gives you confidence that breast meat prices
                     will rebound?

                     I think we could get, you know, some modest breast meat
                     pricing. But, you know, why should breast meat pricing get
                     back to kind of year-ago levels over '06?

Man:                 Year ago?

Christine McCracken: (Yes).


                                       27



Man:                 I don't expect them to get back to 2004 levels. I would
                     look at the historical pattern that preceded 2004 where
                     breasts were like $1.20...

Christine McCracken: Mm-hm.

Man:                 ...fall and winter and went into the summer and in July,
                     August were $1.70 to $1.80.

Christine McCracken: Mm-hm.

Man:                 And that - to me that's a normal pattern. And last year was
                     abnormal. And 2004 was not normal either. It was a spike
                     year.

                     And I would - one of the things that's happening right now
                     is we're not getting significant feature activity, Lampkin
                     mentioned this, on white meat because we think a lot of the
                     chains are concerned that they invest marketing and
                     advertising dollars into a promotion and then avian
                     influenza breaks somewhere in the US.

Christine McCracken: It seems really surprising given how, you know, cheap
                     breast meat pricing - prices are that they wouldn't go back
                     to chicken. But it does seem like it's logical that AI
                     would keep them away from the market, at least...

Man:                 I think they're afraid of a break.

Christine McCracken: ...temporarily. Yeah, yeah.

Man:                 Get to the winter season and you get through, you know,
                     when you get into April/May, you're pretty much out of AI
                     in the US. And it would - what's happening right now is
                     we're fixing to buy market with these values on breast


                                       28



                     meat. And absent AI, I think there's going to be plenty of
                     activity when you get past the fear of AI.

Christine McCracken: Mm-hm.

Man:                 And that's what's happening. We're - the industry is buying
                     market right now. And it's going to buy market versus beef
                     and pork at these levels.

Christine McCracken: (Unintelligible).

                     So at least over the first half of your year I guess it's
                     going to look pretty tough on meat pricing generally.

Man:                 I would say right now first quarter.

Christine McCracken: Okay.

Man:                 (I can't) see beyond there.

Man:                 Christine, we're seeing improvements in the casual dining
                     numbers. We don't think of - we don't think right now it's
                     showing up for chicken but their overall sales are better.

                     And we think that as Joe mentioned, these - the white meat
                     levels that are in the marketplace now should create a lot
                     of interested for more promotional and feature activity
                     next year.

Christine McCracken: All right.


                                       29



                     And then just in terms of Georgia kind of can you - you
                     kind of gave us some color on where you are down there. Can
                     you talk about the volumes they're putting through there
                     now and maybe how they'll ramp up over the year?

Man:                 We are - this week we are running 575,000 head through the
                     plant. By the end of the year, by the end December, we'll
                     be up to right about 600,000 head. And then...

Man:                 That is 50% capacity.

Christine McCracken: (Right).

Man:                 Yeah. That's halfway there.

                     And next year we will begin ramping up from 600,000 head
                     per week March 1 and some time next summer be at full
                     capacity.

Man:                 (Right). We ought to be at full capacity by August 1.

Christine McCracken: Okay.

                     And in terms of, you know, expectations around production
                     increases in the industry, it seems like most of the high
                     numbers at least that've come put in pullets have been a
                     function of rebuilding after the hurricane.

                     Is that a fair assumption given kind of the state-by-state
                     breakdown? Is that kind of what you're seeing?

Man:                 I don't think so. I think you're just seeing the 92% and
                     the (100), what was it, (108) on the last...


                                       30



Man:                 (Unintelligible).

Man:                 If you put them together, it's just a - I think that -
                     those variations and - are just a function of reporting. I
                     think we - I don't know how many pullets were lost. We lost
                     one farm.

Man:                 Yeah. All we lost...

Man:                 (Unintelligible)...

Man:                 ...and I don't think anybody else lost anything.

Christine McCracken: Okay.

Man:                 I think that's just a reporting function. And we're still
                     seeing, you know, somewhere 102% and under.

                     And I would also caution you in that number there is a
                     possibility that there is a shift going on within breeds in
                     the industry to higher yielding birds that produce less
                     eggs.

                     Now we don't know. We won't know that for a while, but
                     that's what it looks like in (AgriStats).

Christine McCracken: Okay (fine).

                     And then just on AI, have you or your competitors, I mean,
                     have you talked as an industry about approaching AI on a
                     consolidated basis? It seems like a lot of companies have
                     come out with specific kind of rebuttals on, you know, you


                                       31



                     can't get AI from eating chicken but the general public
                     doesn't seem to be aware.

                     Have you discussed this internally? And is it possible that
                     Sanderson could take a more proactive approach in trying to
                     get the industry to move forward on some kind of
                     consolidated effort, much like the beef industry did around
                     BSE?

Man:                 Christine, the National Chicken Council, we're working with
                     them. And they've got a - the marketing and public
                     relations committee is working on that very topic about
                     exactly what information to get out there.

                     So yes, we are working on it as an industry through the
                     National Chicken Council.

Man:                 The only thing about that is there's no public relations or
                     informational program in my opinion you could put out there
                     that could compete with the amount of time that's being
                     spent on this on television.

                     You have 60 Minutes, and what was the other one?

Man:                 (Unintelligible) on the news.

Man:                 (You had) two hours the other night.

Man:                 Well, you had 60 Minutes. And no matter what you did, it
                     wouldn't be, Christine, as sensational as some of the - as
                     some of that stuff is.

Man:                 Man, it just - that - for us it - we feel like we have to -
                     we're putting out information and not minimizing. It would
                     also be inappropriate to minimize


                                       32



                     the potential of even though we're well isolated by the
                     Pacific Ocean and have safety measures in place and all of
                     this, (it'd) be inappropriate to me to minimize the risk of
                     a human outbreak.

                     And I think we just - we'd be factual about it and be
                     diligent about our safeguards and be honest. But I don't
                     think we - I'm uncomfortable minimizing the risk of avian
                     influenza.

Christine McCracken: Fair enough.

                     Just to wrap it up, so we were talking about the outlook
                     for meat pricing being, you know, probably flat to down.
                     And you're talking about slightly higher feed costs. You've
                     got the benefit obviously of more volume.

                     Are you comfortable at this point calling for a stronger
                     year? Or is it your expectation at this point it's going to
                     be, you know, down or possibly even flat with this '05,
                     that number that (what) you've just reported?

Joe Sanderson:       Is that a trick question?

Christine McCracken: I would never try to trick you, Joe.

Man:                 You know, I'm - what we know is that we're going to have 2%
                     to 3% growth in chicken and maybe a little bit more. If you
                     grow 4%, if you export about 1% of that growth's going to
                     be exported, so you're going to have 3% more growth US in
                     the domestic supply. You will have that much more breast
                     meat and wings. They're not exported.


                                       33



                     And right now the outlook for the economy is solid. The
                     people think fuel - gas prices are going to trend downward
                     next year and the economy's going to be good. Given that,
                     that - based on what I know, that makes me optimistic.

                     The thing you always ask, and other analysts, what gives me
                     indigestion. What gives me indigestion is avian influenza,
                     mainly outside the US that could dampen the export demand,
                     which has been outstanding this year from all over, not
                     just Russia.

                     To me, that's the - that is the thing that I would - the
                     risk so to speak. That's the risk. The rest of it, I'm
                     comfortable with the growth. The - we're looking at 1-1/2%
                     to 2%, just say 2% more breeder stock. Been no
                     announcements about concrete and steel and brick and
                     mortar. That makes me optimistic.

Christine McCracken: But how does it get better from this year? Because, you
                     know, we were - we had a pretty strong economy, you know,
                     this year. I guess what I'm saying is, you know, you've
                     seen...

Man:                 Well, I think one thing...

Christine McCracken: ...(unintelligible) really erode here.

Man:                 (Boneless) breast prices could be better. If you return to
                     a historical trend versus what we had this past year, your
                     breast meat prices would be what, 10 cents to 20 cents a
                     pound higher.

Man:                 (Unintelligible).

Man:                 If you went back to a - is it 10?


                                       34



Man:                 (Unintelligible) from $1.40 to $1.50...

Man:                 Ten to 15, yeah.

Man:                 ...(unintelligible) a pound.

Man:                 And I would be optimistic about that. I'd also be
                     optimistic about food service, quick serve, and the casual
                     dining getting better.

                     And it can happen in a - it can happen. The leg dark meat
                     prices could be lower and the white meat prices could be
                     higher and your internal cost structure could be a little
                     bit better.

                     I mean, it happens differently every year. Now I'm with 2%
                     increase in production or 3%, I feel comfortable with that.

Christine McCracken: All right.

                     Well, we'll (unintelligible)...

Man:                 Absent the hurricanes.

Christine McCracken: (Unintelligible) yeah.

Man:                 (Unintelligible).

Christine McCracken: I'll pay for that tip. All right, thanks.

Men:                 Thank you.


                                       35



Operator:            We'll go next to (Andrew O'Connor) with Wells Capital.

(Andrew O'Connor):   Good morning, gentlemen.

Men:                 Good morning.

(Andrew O'Connor):   (A lot are) asked at this point. But wanted to know if you
                     could further speak to the Foods Division and the desire to
                     produce more processed, more cooked meat and how that'll
                     enhance your product mix going ahead.

                     Thanks so much.

Man:                 (Andrew), as we mentioned earlier, we - '04 was not a
                     profitable year for the Foods Division because raw material
                     prices were so high going in. In '05, we did return the
                     foods division to profitability but we were disappointed in
                     the margins and we were disappointed in the volume through
                     the plant.

                     So our plan going forward is to invest in some capital
                     equipment that will allow us to increase our volumes and
                     our products through the plant that will reduce our labor
                     costs and our packing costs and our overhead and we believe
                     allow us to be more competitive.

                     Some of the bids that we went through for '05 we were not
                     successful. And it was a matter of our costs not being
                     where they needed to be. So we've addressed that for '06
                     and what we expect to do in the future is sell more white
                     meat products through that plant.

(Andrew O'Connor):   Okay. You know, I'm just wondering can you quantify the
                     results you hope to achieve with the capital equipment
                     investments that you intend to


                                       36



                     make just in terms of cost reduction or perhaps there's
                     some other metric which would give me a sense for the
                     improvement you're looking for.

Man:                 I don't know if we can quantify the...

Man:                 (Unintelligible)...

Man:                 Yeah.

Mike Cockrell:       (Andrew), this is Mike. We're not - no, we're not in a
                     position right now to quantify for you exactly what those -
                     what the margin improvement will be.

(Andrew O'Connor):   Okay.

                     And then secondly incorporating your estimated CAPEX for
                     '06, $73.4 million I thought I heard you say, Mike, would
                     you expect to be free cash flow positive after CAPEX and
                     after dividend that is in 2006?

Man:                 You know, that depends on the chicken market that we've
                     been talking about. Obviously if you do what we did this
                     year (yes), we would be.

(Andrew O'Connor):   Okay.

                     Is it possible to take a stab at quantifying how much free
                     cash flow or maybe a range and what the priorities for free
                     cash flow would be next year?

Man:                 No. To do that, I mean, I know what my capital budget and
                     dividends and you can look at the cash flow statement. And
                     the plug number obviously's net income. And if I started
                     backing into that number, I would back into a net income
                     and we don't do that.


                                       37



(Andrew O'Connor):   All right, sir. Thanks very much.

Man:                 Sure.

Men:                 Thank you.

Operator:            And once again, that is star-1 to ask a question.

                     And we'll go next to (Matthew Campbell) with Knott
                     Partners.

(Matthew Campbell):  Good morning, gentlemen.

Men:                 Good morning.

(Matthew Campbell):  I just wanted to try to get a handle on a couple of the
                     issues with pricing. And one of the things you guys talked
                     about was that the USDA was making predictions that the
                     export market would be stronger next year.

                     When did they make that? Is that a recent prediction that
                     they have made?

Man:                 I think the last, September or October was
                     (unintelligible)...

Man:                 October.

Man:                 Yeah, the last one - yeah, they started - actually started
                     predicting next year's exports, they start in January, you
                     know. But the last one came out in October.


                                       38



(Matthew Campbell):  So is it fair to say that was before the AI became bigger
                     news? I'm not really current on the AI issue as much as I'd
                     like to be.

Man:                 I think that's a fair statement, that this 5% to 7%
                     increase that USDA is expecting, they've been having avian
                     influenza in Asia for two years. They've found that it
                     moved into Northern Europe and...

Man:                 Romania.

Man:                 ...Romania and Russia. I think that's a safe thing to say.

(Matthew Campbell):  Okay.

                     What - and then just - and I hate to beat a dead chicken so
                     to speak but...

Man:                 (Unintelligible).

(Matthew Campbell):  ...what - there was a comment that I think you made to
                     Christine before that once we get AI behind us or hopefully
                     behind us in the April/may time frame, I'm wondering what
                     you mean by that. And, you know, just understanding
                     migration of birds, it would seem like that's a busy time
                     for the birds to be flying around and spreading disease.

                     If there was - would be more outbreak, wouldn't we think it
                     would be more in that time frame?

Man:                 Well, the main migrations occur in the fall.

(Matthew Campbell):  Mm-hm.


                                       39



Man:                 And - but that isn't really what I was talking about. What
                     I was talking about is the virus itself has a harder time
                     living and being viable in the - when you can open chicken
                     houses up and ventilate and get houses drier and get more
                     air moving from them. Typically viruses like that don't
                     survive well in the summertime.

(Matthew Campbell):  Okay, great.

                     And you have a buyback in place. Did you guys repurchase
                     any stock in the quarter?

Mike Cockrell:       This is Mike. No, we did not repurchase any during the
                     quarter.

(Matthew Campbell):  Okay.

                     And my last question, just the - due to the slowdown in the
                     export market, I missed this and I apologize, but is the
                     chicken - is the breast meat market in the US a - at a
                     little bit of an imbalance now? A little bit more supply
                     than you would normally want?

Man:                 Well, the - we don't think supply has been an issue this
                     year or next. The demand was different this year for white
                     meat compared to last. And we think that was the result of
                     less promotional and feature activity particularly in the
                     casual dining arena because of such high prices in the
                     summer of '04.

                     But we do believe that this fall as bird flu has continued
                     to be in the press on such a regular basis that some of the
                     national chain accounts and national restaurant accounts
                     have - they've been very careful with their inventories


                                       40



                     and they're - there's - there are not as many features and
                     promotions this fall using chicken because of a fear that
                     there could be an outbreak.

(Matthew Campbell):  And one last question. Thank you for your answers.

                     What is your biggest export market, or your two largest
                     markets that you export to?

Man:                 Russia and China.

Man:                 Russia and China.

(Matthew Campbell):  And how is - how's the demand been from those two countries
                     over the last month or two?

Man:                 (Off). Been very strong all year and excellent up until the
                     last two months. It's just been...

(Matthew Campbell):  Can you quantify that? Is that soft down 10%, down 20%?

Man:                 Well, the - let me tell you a complicating thing. Russia
                     always kind of goes seasonally soft this time of year
                     because of the US approaches its quota of 780 million
                     metric tons.

                     China, Russia is soft I think for a number of reasons I
                     listed earlier - avian influenza being one, toward the end
                     of the - filling up the quota, and normal seasonal decline.


                                       41



                     China is some different than Russia. China usually is
                     booming right now. And China, China goes through December.
                     Russia slows in December. China is a bit different and we
                     think that's because of concerns about avian influenza
                     there.

                     (And) percentage-wise, I mean...

Man:                 Well, we shipped similar volumes. It just ships at
                     different prices.

((Crosstalk))

Man:                 ...we do think inventories have built some over there.

(Matthew Campbell):  So do you guys break out what your - what pricing has done
                     in those two markets. Those are your larger markets, your
                     larger export markets?

Man:                 Our total export is about - what it's going to be, 8% or
                     10%?

Man:                 (Unintelligible).

Man:                 Nine percent this year of total...

Man:                 (Unintelligible).

Man:                 ...volume and less than that of total sales.

Man:                 But no, we don't breakout the price though.  No, we do not.

(Matthew Campbell):  Okay.


                                       42



Man:                 We don't break out what we sell different products to
                     different countries, no.

(Matthew Campbell):  Okay.

Man:                 (Unintelligible) the leg quarter market price in the fourth
                     quarter was...

Man:                 Yeah.

Man:                 ...26 cents (unintelligible)...

Man:                 Yeah, the leg quarter market, the spot market price gives
                     you a really good feel for what we sell them for. But we
                     don't break out and say our sales price to Russia was this
                     and to China was this and to Mexico was this. We don't do
                     that.

(Matthew Campbell):  But quarters are about 26 cents at this point and breast
                     meat is what price? And that was my last question.

Man:                 A dollar and a dime.

Man:                 A dollar ten on breast meat.

(Matthew Campbell):  Thank you very much.

Men:                 Thank you.

Men:                 (All right).


                                       43



Operator:            I'd like to give everyone one final chance to ask a
                     question. It is star-1 today to ask a question. Star-1.

                     And gentlemen, it does appear we have no further questions
                     at this time. I'd like to turn it back to our speakers for
                     any additional or closing remarks.

Man:                 Thank you for spending time with us this morning. We are
                     pleased with the opportunities before us and we look
                     forward to continued progress in fiscal 2006.

                     On behalf of everyone at Sanderson Farms, we wish you all a
                     very happy holiday season and a happy, prosperous, and
                     peaceful new year. Thank you.

Operator:            This does conclude today's conference call. We thank you
                     for your participation. You may disconnect at this time.

                                       END


                                       44