SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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o		Soliciting Material Pursuant to §240.14a-12

SANDERSON FARMS, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

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P.O. Box 988
Laurel, Mississippi 39441

NOTICE

On February 10, 2009, Sanderson Farms agreed with its Chief Executive Officer, Joe F. Sanderson, Jr., that the Company will not make, with respect to the cost of his personal use of aircraft, any further tax gross up payments. For fiscal years 2007 and 2008, such gross up payments were $3,259 and $16,282 respectively. The average such payment over the last five fiscal years was $9,718.