<DOCUMENT>
<TYPE>10-K
<SEQUENCE>1
<FILENAME>a2001-10k.txt
<TEXT>
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                      ----------------------------------

                                 FORM 10-K
(Mark One)
[ X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

                    For the fiscal year ended June 28, 2001
                                              -------------

[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

         For the transition period from              to
                                        ------------    ------------

                       Commission file number 0-19681

                       JOHN B. SANFILIPPO & SON, INC.
	(Exact Name of Registrant as Specified in its Charter)

                  Delaware                             36-2419677
           (State or Other Jurisdiction             (I.R.S. Employer
        of Incorporation or Organization)        Identification Number)

                              2299 Busse Road
                     Elk Grove Village, Illinois 60007
                (Address of Principal Executive Offices, Zip Code)
        Registrant's telephone number, including area code: (847) 593-2300

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

                 Common Stock, $.01 par value per share
                 --------------------------------------
                           (Title of Class)

  Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [X]   No [ ].

  Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.  [X].

  As of August 31, 2001, 5,579,039 shares of the Company's Common
Stock, $.01 par value ("Common Stock"), including 117,900 treasury
shares, and 3,687,426 shares of the Company's Class A Common Stock, $.01
par value ("Class A Stock"), were outstanding.  On that date, the
aggregate market value of voting stock (based upon the last sale price
of the registrant's Common Stock on August 31, 2001) held by non-
affiliates of the registrant was $30,664,823 (4,986,150 shares at $6.15
per share).

Documents Incorporated by Reference:
------------------------------------
Portions of the Company's definitive Proxy Statement for its Annual
Meeting of Stockholders to be held October 30, 2001 are incorporated by
reference into Part III of this Report.


                                 PART I
                                 ------
Item 1 -- Business

a. General Development of Business
----------------------------------
   (i)   Background

John B. Sanfilippo & Son, Inc. (the "Company" or "JBSS") was
incorporated under the laws of the State of Delaware in 1979 as
the successor by merger to an Illinois corporation that was
incorporated in 1959.  As used herein, unless the context
otherwise indicates, the terms "Company" or "JBSS" refer
collectively to John B. Sanfilippo & Son, Inc. and its wholly
owned subsidiary.  On June 25, 1999 the Company dissolved two
(Sunshine Nut Co., Inc. and Quantz Acquisition Co., Inc.) of its
three wholly owned subsidiaries and merged such subsidiaries into
John B. Sanfilippo & Son, Inc.   References herein to fiscal 2001
are to the fiscal year ended June 28, 2001.  References herein to
fiscal 2000 are to the fiscal year ended June 29, 2000. References
herein to fiscal 1999 are to the fiscal year ended June 24, 1999.

The Company is a processor, packager, marketer and distributor of
shelled and inshell nuts.  These nuts are sold under a variety of
private labels and under the Company's Evon's, Fisher, Flavor
Tree, Sunshine Country, Texas Pride and Tom Scott brand names.
The Company also markets and distributes, and in most cases
manufactures or processes, a diverse product line of food and
snack items, including peanut butter, candy and confections,
natural snacks and trail mixes, sunflower seeds, corn snacks,
sesame sticks and other sesame snack products.

The Company's headquarters and executive offices are located at
2299 Busse Road, Elk Grove Village, Illinois 60007, and its
telephone number for investor relations is (847) 593-2300,
extension 212.


b. Narrative Description of Business
------------------------------------
   (i)    General
   --------------
The Company is a processor, packager, marketer and distributor of
shelled and inshell nuts.  The Company also markets and
distributes, and, in most cases manufactures or processes, a
diverse product line of food and snack items including peanut
butter, candy and confections, natural snacks and trail mixes,
sunflower seeds, corn snacks, sesame sticks and other sesame snack
products.

   (ii)   Principal Products
   -------------------------
         (A)  Raw and Processed Nuts
         ---------------------------
The Company's principal products are raw and processed nuts. These
products accounted for approximately 87.5%, 86.3% and 84.5% of the
Company's gross sales for fiscal 2001, fiscal 2000 and fiscal
1999, respectively.   The nut product line includes peanuts,
almonds, Brazil nuts, pecans, pistachios, filberts, cashews,
English walnuts, black walnuts, pine nuts and macadamia nuts.  The
Company's nut products are sold in numerous package styles and
sizes, from poly-cellophane packages, composite cans, vacuum
packed tins, plastic jars and glass jars for retail sales, to
large cases and sacks for bulk sales to industrial, food service
and government customers.  In addition, the Company offers its nut
products in a variety of different styles and seasonings,
including natural (with skins), blanched (without skins), oil
roasted, dry roasted, unsalted, honey roasted, butter toffee,
praline and cinnamon toasted.  The Company sells its products
domestically to retailers and wholesalers as well as to
industrial, food service and government customers.  The Company
also sells certain of its products to foreign customers in the
retail, food service and industrial markets.

The Company acquires a substantial portion of its peanut, pecan,
almond and walnut requirements directly from domestic growers.
The balance of the Company's raw nut supply is purchased from
importers and domestic processors.  In fiscal 2001, the majority
of the Company's peanuts, pecans and walnuts were shelled by the
Company at its four shelling facilities while the remainder were
purchased shelled from processors and growers.  See "Raw Materials
and Supplies" and Item 2 -- "Properties -- Manufacturing
Capability, Technology and Engineering" below.

         (B)  Peanut Butter
         ------------------
The Company manufactures and markets peanut butter in several
sizes and varieties, including creamy, crunchy and natural.
Peanut butter accounted for approximately 3.7%, 3.8% and 4.4% of
the Company's gross sales for fiscal 2001, fiscal 2000 and fiscal
1999, respectively. Approximately 2.3% of the Company's peanut
butter products was sold during fiscal 1999 to the United States
Department of Agriculture ("USDA") and other government agencies,
with the remaining percentage sold under private labels.

         (C)  Candy and Confections
         --------------------------
The Company markets and distributes a wide assortment of candy and
confections, including such items as wrapped hard candy, gummies,
ju-ju's, brand name candies, chocolate peanut butter cups, peanut
clusters, pecan patties and sugarless candies.  Candy and
confections accounted for approximately 2.9%, 2.8% and 2.8% of the
Company's gross sales for fiscal 2001, fiscal 2000 and fiscal
1999, respectively.  Most of these products are purchased from
various candy manufacturers and sold to retailers in bulk or
retail packages under private labels or the Evon's brand.

         (D)  Other Products
         -------------------
The Company also markets and distributes, and in many cases
processes and manufactures, a wide assortment of other food and
snack products.  These products accounted for approximately 5.9%,
7.1% and 8.3% of the Company's gross sales for fiscal 2001, fiscal
2000 and fiscal 1999, respectively.  These other products include:
natural snacks, trail mixes and chocolate and yogurt coated
products sold to retailers and wholesalers; baking ingredients
(including chocolate chips, peanut butter chips, flaked coconut
and chopped, diced, crushed and sliced nuts) sold to retailers,
wholesalers, industrial and food service customers; bulk food
products sold to retail and food service customers; an assortment
of corn snacks, sunflower seeds, party mixes, sesame sticks and
other sesame snack products sold to retail supermarkets, vending
companies, mass merchandisers and industrial customers; and a wide
variety of toppings for ice cream and yogurt sold to food service
customers.

   (iii)  Customers
   ----------------
The Company sells its products to approximately 9,000 retail,
wholesale, industrial, government and food service customers on a
national level.  Retailers of the Company's products include
grocery chains, mass merchandisers and membership clubs.  The
Company markets many of its products directly to approximately
1,700 retail stores in Illinois and eight other states through its
store-door delivery system discussed below.  Wholesale grocery
companies purchase products from the Company for resale to
regional retail grocery chains and convenience stores.

The Company's industrial customers include bakeries, ice cream and
candy manufacturers and other food and snack processors.  The
Company's principal government customers are the Agricultural
Stabilization and Conservation Service of the USDA and the Defense
Personnel Support Center.  Food service customers include
hospitals, schools, universities, airlines, retail and wholesale
restaurant businesses and national food service franchises.  In
addition, the Company packages and distributes products
manufactured or processed by others. No single customer accounted
for more than 10% of the Company's gross sales for fiscal 2001,
fiscal 2000 or fiscal 1999.

   (iv)   Sales, Marketing and Distribution
   ----------------------------------------
The Company markets its products through its own sales department
and through a network of over 300 independent brokers and various
independent distributors and suppliers.  The Company's sales
department of 51 employees includes 21 regional managers, 6 sales
specialists and 4 telemarketers.

The Company's marketing and promotional campaigns include regional
and national trade shows and limited newspaper advertisements,
including coupons, done from time to time in cooperation with
certain of the Company's retail customers.  These programs were
designed to bring new users and increased consumption in the snack
and baking nut categories.  The Company also designs and
manufactures point of purchase displays and bulk food dispensers
for use by certain of its retail customers.  These displays, and
other shelving and pegboard displays purchased by the Company, are
installed by Company personnel.  The Company believes that
controlling the type, style and format of display fixtures
benefits the customer and ultimately the Company by presenting the
Company's products in a consistent, attractive point of sale
presentation.

The Company distributes its products from its Illinois, Georgia,
California, North Carolina and Texas production facilities and
from public warehouse and distribution facilities located in
various other states.  The majority of the Company's products are
shipped from the Company's production, warehouse and distribution
facilities by contract and common carriers.

In Illinois and eight other states, JBSS distributes its products
to approximately 1,700 convenience stores, supermarkets and other
retail customer locations through its store-door delivery system.
Under this system, JBSS uses its own fleet of step-vans to market
and distribute nuts, snacks and candy directly to retail customers
on a store-by-store basis. Presently, the store-door delivery
system consists of approximately 50 route salespeople covering
routes located in Illinois, Indiana, Iowa, Wisconsin, Ohio,
Minnesota, Michigan, Kentucky and Missouri.  District and regional
route managers, as well as sales and marketing personnel operating
out of JBSS's corporate offices, are responsible for monitoring
and managing the route salespeople.

In the Chicago area, JBSS operates two thrift stores at its
production facilities and four other retail stores.  These stores
sell bulk foods and other products produced by JBSS and other
vendors.

   (v)    Competition
   ------------------
Snack food markets are highly competitive.  The Company's nuts and
other snack food products compete against products manufactured
and sold by numerous other companies in the snack food industry,
some of which are substantially larger and have greater resources
than the Company.  In the nut industry, the Company competes with,
among others, Planters, Ralcorp Holdings, Inc. and numerous
regional snack food processors.  Competitive factors in the
Company's markets include price, product quality, customer
service, breadth of product line, brand name awareness, method of
distribution and sales promotion. See "Forward Looking Statements
-- Factors That May Affect Future Results -- Competitive
Environment" below.

   (vi)   Raw Materials and Supplies
   ---------------------------------
The Company purchases nuts from domestic and foreign sources.
Most of the Company's peanuts are purchased from the southeastern
United States and most of its walnuts and almonds are purchased
from California.  The Company purchases most of its pecans from
the southern United States and Mexico. Cashew nuts are imported
from India, Africa, Brazil and Southeast Asia.  The availability
of nuts is subject to market conditions and crop size fluctuations
caused by weather conditions, plant diseases and other factors
beyond the Company's control.  These fluctuations can adversely
impact the Company's profitability.  For fiscal 2001,
approximately 30% of the Company's nut purchases were from foreign
sources.

The Company generally purchases and shells peanuts, pecans and
walnuts instead of buying shelled nuts from shellers.  Due, in
part, to the seasonal nature of the industry, the Company
maintains significant inventories of peanuts, pecans, walnuts and
almonds at certain times of the year, especially in the second and
third quarters of the Company's fiscal year.  Fluctuations in the
market price of peanuts, pecans, walnuts, almonds and other nuts
may affect the value of the Company's inventory and thus the
Company's gross profit and gross profit margin.  See "General",
"Fiscal 2001 Compared to Fiscal 2000 -- Gross Profit",  "Fiscal
2000 Compared to Fiscal 1999 -- Gross Profit" under Item 7 --
"Management's Discussion and Analysis of Financial Condition and
Results of Operations".

The Company purchases supplies, such as roasting oils, seasonings,
glass jars, plastic jars, labels, composite cans and other
packaging materials from third parties.  The Company sponsors a
seed exchange program under which it provides peanut seed to
growers in return for a commitment to repay the dollar value of
that seed, plus interest, in the form of farmer stock  (i.e.,
peanuts at harvest).  Approximately 80% of the farmer stock
peanuts purchased by the Company in fiscal 2001 were grown from
seed provided by the Company.  The Company also contracts for the
growing of a limited number of generations of peanut seeds to
increase seed quality and maintain desired genetic characteristics
of the peanut seed used in processing.

The availability and cost of raw materials for the production of
the Company's products, including peanuts, pecans, walnuts,
almonds, other nuts, dried fruit, coconut and chocolate, are
subject to crop size and yield fluctuations caused by factors
beyond the Company's control, such as weather conditions and plant
diseases.  Additionally, the supply of edible nuts and other raw
materials used in the Company's products could be reduced upon a
determination by the USDA or any other government agency that
certain pesticides, herbicides or other chemicals used by growers
have left harmful residues on portions of the crop or that the
crop has been contaminated by aflatoxin or other agents.
Furthermore, the supply of peanuts is currently subject to federal
regulation that restricts peanut imports and the tonnage of
peanuts that farmers may market domestically.  See "Federal
Regulation" below.

   (vii)  Trademarks and Patents
   -----------------------------
The Company markets its products primarily under private labels
and the Fisher, Evon's, Sunshine Country, Flavor Tree, Texas Pride
and Tom Scott brand names, which are registered as trademarks with
the U.S. Patent and Trademark Office as well as in various other
jurisdictions.  The Company also owns several patents of various
durations.  The Company expects to continue to renew for the
foreseeable future those trademarks that are important to the
Company's business.

   (viii) Employees
   ----------------
As of June 28, 2001, the Company had approximately 1,425 active
employees, including approximately 185 corporate staff employees
and 1,240 production and distribution employees.  As a result of
the seasonal nature of the Company's business, the number of
employees peaked to approximately 1,525 in the last four months of
calendar 2000 and dropped to an average of approximately 1,440
during the remainder of fiscal 2001.

   (ix)   Seasonality
   ------------------
The Company's business is seasonal.  Demand for peanut and other
nut products is highest during the months of October, November and
December.  Peanuts, pecans, walnuts and almonds, the Company's
principal raw materials, are primarily purchased between August
and February and are processed throughout the year until the
following harvest.  As a result of this seasonality, the Company's
personnel, working capital requirements and inventories peak
during the last four months of the calendar year.  See Item 8 --
"Financial Statements and Supplementary Data" and  Item 7 --
"Management's Discussion and Analysis of Financial Condition and
Results of Operations -- General".

   (x)    Backlog
   --------------
Because the time between order and shipment is usually less than
three weeks, the Company believes that backlog as of a particular
date is not indicative of annual sales.

   (xi)   Federal Regulation
   -------------------------
Peanuts are an important part of the Company's product line.
Approximately 50% of the total pounds of products processed
annually by the Company are peanuts, peanut butter and other
products containing peanuts.  The production and marketing of
peanuts are regulated by the USDA under the Agricultural
Adjustment Act of 1938 (the "Agricultural Adjustment Act").  The
Agricultural Adjustment Act, and regulations promulgated
thereunder, support the peanut crop by: (i) limiting peanut
imports; (ii) limiting the amount of peanuts that American farmers
are allowed to take to the domestic market each year; and (iii)
setting a minimum price that a sheller must pay for peanuts which
may be sold for domestic consumption.  The amount of peanuts that
American farmers can sell each year is determined by the Secretary
of Agriculture and is based upon the prior year's peanut
consumption in the United States.  Only peanuts that qualify under
the quota may be sold for domestic food products and seed. The
peanut quota for the 2001 crop year is approximately 1.2 million
tons.  Peanuts in excess of the quota are called "additional
peanuts" and generally may only be exported or used domestically
for crushing into oil or meal.  Current regulations permit
additional peanuts to be domestically processed and exported as
finished goods to any foreign country.  The quota support price
for the 2001 crop year is approximately $610 per ton.

The 1996 Farm Bill extended the federal support and subsidy
program for peanuts for seven years. However, there are no
assurances that Congress will not change or eliminate the program
prior to its scheduled expiration. In July 2001, the House
Agriculture Committee approved The Farm Security Act of 2001,
which would terminate the federal peanut quota program beginning
with the 2002 crop year. Changes in, or termination of, the
federal peanut program could significantly affect the supply of,
and price for, peanuts.  Although the Company has successfully
operated in a market shaped by the federal peanut program for many
years, the Company believes that it could adapt to a market
without federal regulation if that were to become necessary.
However, the Company has no experience in operating in such a
peanut market, and no assurances can be given that the elimination
or modification of the federal peanut program would not adversely
affect the Company's business.  Future changes in, or termination
of, import quota limitations or the quota support price for
peanuts at a time when the Company is maintaining a significant
inventory of peanuts or has significant outstanding purchase
commitments could adversely affect the Company's business by
lowering the market value of the peanuts in its inventory or the
peanuts which it is committed to buy. While the Company believes
that its ability to use its raw peanut inventories in its own
processing operations gives it greater protection against these
changes than is possessed by certain competitors whose operations
are limited to either shelling or processing, no assurances can be
given that future changes in, or the elimination of, the federal
peanut program or import quotas will not adversely affect the
Company's business.

   (xii)  Operating Hazards and Uninsured Risks
   --------------------------------------------
The sale of food products for human consumption involves the risk
of injury to consumers as a result of product contamination or
spoilage, including the presence of foreign objects, substances,
chemicals, aflatoxin and other agents, or residues introduced
during the growing, storage, handling or transportation phases.
Although the Company maintains rigid quality control standards,
inspects its products by visual examination, metal detectors or
electronic monitors at various stages of its shelling and
processing operations for all of its nut and other food products,
permits the USDA to inspect all lots of peanuts shipped to and
from the Company's production facilities, and complies with the
Nutrition Labeling and Education Act by labeling each product that
it sells with labels that disclose the nutritional value and
content of each of the Company's products, no assurance can be
given that some nut or other food products sold by the Company may
not contain or develop harmful substances.  The Company currently
maintains product liability insurance of $1 million per occurrence
and umbrella coverage of up to $50 million which it and its
insurance carriers believe to be adequate.

   (xiii) Proposed Acquisition
   ---------------------------
On August 24, 2001 the Company announced that it signed a letter
of intent to acquire all of the outstanding shares of the Navarro
Pecan Company, Inc. ("Navarro"). Navarro is one of the largest
pecan shellers in the United States.  The closing, which is
expected to occur in the fall of calendar 2001, is contingent upon
due diligence, board approval and other conditions. See Item 7 --
"Management's Discussion and Analysis of Financial Condition and
Results of Operations -- Liquidity and Capital Resources --
Financing Arrangements".

Item 2 -- Properties
--------------------
The Company presently owns or leases seven principal production
facilities.  Two of these facilities are located in Elk Grove
Village, Illinois.  The first Elk Grove Village facility, the
Busse Road facility, serves as the Company's corporate
headquarters and main production facility.  The other Elk Grove
Village facility is located on Arthur Avenue adjacent to the Busse
Road facility.  The remaining principal production facilities are
located in Bainbridge, Georgia; Garysburg, North Carolina; Selma,
Texas; Gustine, California; and Arlington Heights, Illinois.  The
Company also leases a warehousing facility in Des Plaines,
Illinois.  The Company also presently operates thrift stores out
of the Busse Road facility and the Des Plaines facility, and owns
one retail store and leases three additional retail stores in
various Chicago suburbs.  In addition, the Company leases space in
public warehouse facilities in various states.

The Company believes that its facilities are generally well
maintained, in good operating condition and adequate for its
present operational needs.

a. Principal Facilities
-----------------------
The following table provides certain information regarding the
Company's principal facilities:

<TABLE>
<CAPTION>
                                                                            Date
                                                                          Company
                                                                        Constructed,
                                           Type                         Acquired or
                                 Square     of        Description of       First
Location                        Footage  Interest     Principal Use      Occupied
------------------------------  -------  --------   ------------------  ------------
<S>                             <C>      <C>        <C>                 <C>
Elk Grove Village, Illinois(1)  300,000   Leased/   Processing,             1981
   (Busse Road facility)                   Owned    packaging,
                                                    warehousing,
                                                    distribution, JBSS
                                                    corporate offices
                                                    and thrift store

Elk Grove Village, Illinois      83,000    Owned    Processing,             1989
  (Arthur Avenue facility)                          packaging,
                                                    warehousing and
                                                    distribution

Des Plaines, Illinois(2)         68,000   Leased    Warehousing             1974
                                                    and thrift store

Bainbridge, Georgia(3)          230,000    Owned    Peanut shelling,        1987
                                                    purchasing,
                                                    processing,
                                                    packaging,
                                                    warehousing and
                                                    distribution

Garysburg, North Carolina       120,000    Owned    Peanut shelling,        1994
                                                    purchasing,
                                                    processing,
                                                    packaging,
                                                    warehousing and
                                                    distribution

Selma, Texas                    200,000    Owned    Pecan shelling,         1992
                                                    processing,
                                                    packaging,
                                                    warehousing and
                                                    distribution

Gustine, California              75,000    Owned    Walnut shelling,        1993
                                                    processing,
                                                    packaging,
                                                    warehousing and
                                                    distribution

Arlington Heights, Illinois(4)   83,000    Owned    Processing,             1994
                                                    packaging,
                                                    warehousing and
                                                    distribution
</TABLE>

(1)  Approximately 240,000 square feet of the Busse Road
facility is leased from the Busse Land Trust under a lease which
expires on May 31, 2015.  Under the terms of the lease, the
Company has a right of first refusal and a right of first offer
with respect to this portion of the Busse Road facility.  The
remaining 60,000 square feet of space at the Busse Road facility
(the "Addition") was constructed by the Company in 1994 on
property owned by the Busse Land Trust and on property owned by
the Company.  Accordingly, (i) the Company and the Busse Land
Trust entered into a ground lease with a term beginning January
1, 1995 pursuant to which the Company leases from the Busse Land
Trust the land on which a portion of the Addition is situated
(the "Busse Addition Property"), and (ii) the Company, the Busse
Land Trust and the sole beneficiary of the Busse Land Trust
entered into a party wall agreement effective as of January 1,
1995, which sets forth the respective rights and obligations of
the Company and the Busse Land Trust with respect to the common
wall which separates the existing Busse Road facility and the
Addition.  The ground lease has a term which expires on May 31,
2015 (the same date on which the Company's lease for the Busse
Road facility expires).  The Company has an option to extend the
term of the ground lease for one five-year term, an option to
purchase the Busse Addition Property at its then appraised fair
market value at any time during the term of the ground lease,
and a right of first refusal with respect to the Busse Addition
Property.  See "Compensation Committee Interlocks, Insider
Participation and Certain Transactions -- Lease Arrangements"
contained in the Company's Proxy Statement for the 2001 Annual
Meeting.

(2)  The Des Plaines facility is leased under a lease which
expires on October 31, 2010.  The Des Plaines facility is also
subject to a mortgage securing a loan from an unrelated third
party lender to the related-party lessor in the original
principal amount of approximately $1.6 million.  The rights of
the Company under the lease are subject and subordinate to the
rights of the lender. Accordingly, a default by the lessor under
the loan could result in foreclosure on the facility and thereby
adversely affect the Company's leasehold interest. See
"Compensation Committee Interlocks, Insider Participation and
Certain Transactions -- Lease Arrangements" contained in the
Company's Proxy Statement for the 2001 Annual Meeting.

(3)  The Bainbridge facility is subject to a mortgage and deed of
trust securing approximately $7.2 million (excluding accrued and
unpaid interest) in industrial development bonds.  See Item 7 --
"Management's Discussion and Analysis of Financial Condition and
Results of Operations -- Liquidity and Capital Resources".

(4)  The Arlington Heights facility is subject to a mortgage
dated September 27, 1995 securing a loan of $2.5 million with a
maturity date of October 1, 2015.

b. Manufacturing Capability, Utilization, Technology and Engineering
--------------------------------------------------------------------
The Company's principal production facilities are equipped with
modern processing and packaging machinery and equipment.  The
physical structure and the layout of the production line at the
Busse Road facility were designed so that peanuts and other nuts
can be processed, jarred and packed in cases for distribution on a
completely automated basis.  The facility also has production
lines for chocolate chips, candies, peanut butter and other
products processed or packaged by the Company.  This processing
facility is well utilized.

The Selma facility contains the Company's automated pecan shelling
and bulk packaging operation. The facility's pecan shelling
production lines currently have the capacity to shell in excess of
60 million inshell pounds of pecans annually. For fiscal 2001, the
Company processed approximately 52 million inshell pounds of
pecans at the Selma, Texas facility.  The Selma facility currently
contains an almond processing line with the capacity to process
over 15 million pounds of almonds annually.  For fiscal 2001, the
Selma facility processed approximately 11 million pounds of
almonds.  The Selma facility is well utilized.

The Bainbridge facility is located in the largest peanut producing
region in the United States.  This facility takes direct delivery
of farmer stock peanuts and cleans, shells, sizes, inspects,
blanches, roasts and packages them for sale to the Company's
customers.  The production line at the Bainbridge facility is
almost entirely automated and has the capacity to shell
approximately 120 million inshell pounds of peanuts annually.
During fiscal 2001, the Bainbridge facility shelled approximately
70 million inshell pounds of peanuts.

The Garysburg facility has the capacity to process approximately
40 million inshell pounds of farmer stock peanuts annually.  For
fiscal 2001, the Garysburg facility processed approximately 22
million pounds of inshell peanuts.

The Gustine facility is used for walnut shelling, processing and
marketing operations.  This facility has the capacity to shell
approximately 35 million inshell pounds of walnuts annually.  For
fiscal 2001, the Gustine facility shelled approximately 29 million
inshell pounds of walnuts.

The Arlington Heights facility is used for the production and
packaging the majority of the Company's Fisher Nut products, the
"stand-up pouch" packaging for its Flavor Tree brand products and
for the production and packaging of the Company's sunflower meats.
The Arlington Heights facility is well utilized.

Item 3 -- Legal Proceedings
---------------------------
The Company is party to various lawsuits, proceedings and other
matters arising out of the conduct of its business.  Currently, it
is management's opinion that the ultimate resolution of these
matters will not have a material adverse effect upon the business,
financial condition or results of operations of the Company.

Item 4 -- Submission of Matters to a Vote of Security Holders
-------------------------------------------------------------
No matter was submitted during the fourth quarter of fiscal 2001
to a vote of security holders, through solicitation of proxies or
otherwise.

               EXECUTIVE OFFICERS OF THE REGISTRANT
               ------------------------------------
Pursuant to General Instruction G (3) of Form 10-K and Instruction
3 to Item 401(b) of Regulation S-K, the following information is
included as an unnumbered item in Part I of this Report in lieu of
being included in the Proxy Statement for the Company's annual
meeting of stockholders to be held on October 30, 2001:

JASPER B. SANFILIPPO, Chairman of the Board and Chief Executive
Officer, age 70 -- Mr. Sanfilippo has been employed by the Company
since 1953.  Mr. Sanfilippo served as the Company's President from
1982 to December 1995 and was the Company's Treasurer from 1959 to
October 1991.  He became the Company's Chairman of the Board and
Chief Executive Officer in October 1991 and has been a member of
the Company's Board of Directors since 1959.  Mr. Sanfilippo is
also a member of the Company's Compensation Committee and was a
member of the Stock Option Committee until February 27, 1997 (when
that Committee was disbanded).

MATHIAS A. VALENTINE, President, age 68 -- Mr. Valentine has been
employed by the Company since 1960 and was named its President in
December 1995.  He served as the Company's Secretary from 1969 to
December 1995, as its Executive Vice President from 1987 to
October 1991 and as its Senior Executive Vice President and
Treasurer from October 1991 to December 1995. He has been a member
of the Company's Board of Directors since 1969.  Mr. Valentine is
also a member of the Company's Compensation Committee and was a
member of the Stock Option Committee until February 27, 1997 (when
that Committee was disbanded).

MICHAEL J. VALENTINE, Executive Vice President Finance, Chief
Financial Officer and Secretary, age 42 -- Mr. Valentine has been
employed by the Company since 1987 and in January 2001 was named
its Executive Vice President Finance, Chief Financial Officer and
Secretary.  Mr. Valentine served as the Company's Senior Vice
President and Secretary from August 1999 to January 2001.  Mr.
Valentine was elected as a director of the Company in April 1997.
Mr. Valentine served as the Company's Vice President and
Secretary from December 1995 to August 1999.  He served as an
Assistant Secretary and the General Manager of External Operations
for the Company from June 1987 and 1990, respectively, to December
1995. Mr. Valentine's responsibilities include the Company's
peanut operations, including sales and procurement.

JEFFREY T. SANFILIPPO, Executive Vice President Sales and
Marketing, age 38 -- Mr. Sanfilippo has been employed by the
Company since 1991 and in January 2001 was named its Executive
Vice President Sales and Marketing.  Mr. Sanfilippo served as the
Company's Senior Vice President Sales and Marketing from August
1999 to January 2001.  Mr. Sanfilippo was named as a director of
the Company in August 1999. He served as General Manager West
Coast Operations from September 1991 to September 1993. He served
as Vice President West Coast Operations and Sales from October
1993 to September 1995.  He served as Vice President Sales and
Marketing from October 1995 to August 1999.

JASPER B. SANFILIPPO, JR., Executive Vice President and Assistant
Secretary, age 33 -- Mr. Sanfilippo has been employed by the
Company since 1991 and in August 2001 was named Executive Vice
President and Assistant Secretary.  He has served as an Assistant
Secretary of the Company since 1993.   Mr. Sanfilippo served as a
Senior Vice President from August 1999 to August 2001. Mr.
Sanfilippo served as a Vice President from December 1995 to August
1999. He served as General Manager of the Walnut Processing
Division from 1993 to December 1995.  Mr. Sanfilippo is
responsible for the Company's walnut operations, including plant
operations and procurement.

JAMES A. VALENTINE, Executive Vice President Information
Technology, age 37 -- Mr. Valentine has been employed by the
Company since 1986 and in August 2001 was named Executive Vice
President.  Mr. Valentine served as Senior Vice President
Information Technology from January 2000 to August 2001.

JAMES M. BARKER, Senior Vice President Sales and Marketing, age 36
-- Mr. Barker has been employed by the Company since 1996 and in
March 2001 was named Senior Vice President Sales and Marketing.
He served as Vice President of Sales and Marketing from December
1998 to March 2001, Vice President of Marketing from December 1996
to December 1998 and Director of Marketing from January 1996 to
December 1996.

WILLIAM R. POKRAJAC, Vice President of Finance and Controller, age
47 -- Mr. Pokrajac has been with the Company since 1985 and was
named Vice President of Finance and Controller in August 2001.
Mr. Pokrajac has served as the Company's Controller since 1987.
Mr. Pokrajac is responsible for the Company's accounting,
financial reporting and inventory control functions.

CERTAIN RELATIONSHIPS AMONG DIRECTORS AND EXECUTIVE OFFICERS
------------------------------------------------------------
Jasper B. Sanfilippo, Chairman of the Board and Chief Executive
Officer and a director of the Company, is (i) the father of Jasper
B. Sanfilippo, Jr., an executive officer of the Company and
Jeffrey T. Sanfilippo, an executive officer and a director of the
Company, as indicated above, (ii) the brother-in-law of Mathias A.
Valentine, President and a director of the Company, and (iii) the
uncle of Michael J. Valentine who is an executive officer and a
director of the Company and James A. Valentine, an executive
officer of the Company, as indicated above. Mathias A. Valentine,
President and a director of the Company, is (i) the brother-in-law
of Jasper B. Sanfilippo, (ii) the uncle of Jasper B. Sanfilippo,
Jr. and Jeffrey T. Sanfilippo, and (iii) the father of Michael J.
Valentine and James A. Valentine.  Michael J. Valentine, Executive
Vice President, Chief Financial Officer and Secretary and a
director of the Company, is (i) the son of Mathias A. Valentine,
(ii) the brother of James A. Valentine, (iii) the nephew of Jasper
B. Sanfilippo, and (iv) the cousin of Jasper B. Sanfilippo, Jr.
and Jeffrey T. Sanfilippo.  Jeffrey T. Sanfilippo, Executive Vice
President Sales and Marketing and a director of the Company, is
(i) the son of Jasper B. Sanfilippo, (ii) the brother of Jasper B.
Sanfilippo Jr., (iii) the nephew of Mathias A Valentine, and (iv)
the cousin of Michael J. Valentine and James A. Valentine.


                            PART II
                            -------
Item 5 -- Market for Registrant's Common Equity and Related
          Stockholder Matters
-----------------------------------------------------------
The Company has two classes of stock: Class A Common Stock
("Class A Stock") and Common Stock.  The holders of Common Stock
are entitled to elect 25% of the members of the Board of
Directors and the holders of Class A Stock are entitled to elect
the remaining directors.  With respect to matters other than the
election of directors or any matters for which class voting is
required by law, the holders of Common Stock are entitled to one
vote per share while the holders of Class A Stock are entitled to
ten votes per share.  The Company's Class A Stock is not
registered under the Securities Act of 1933 and there is no
established public trading market for the Class A Stock.
However, each share of Class A Stock is convertible at the option
of the holder at any time and from time to time (and, upon the
occurrence of certain events specified in the Company's Restated
Certificate of Incorporation, automatically converts) into one
share of Common Stock.

The Common Stock of the Company is quoted on the NASDAQ National
Market and its trading symbol is "JBSS".  The following tables
set forth, for the quarters indicated, the high and low reported
last sales prices for the Common Stock as reported on the NASDAQ
national market.

                                            Price Range of
                                             Common Stock
                                           ---------------
    Year Ended June 28, 2001                High      Low
    ------------------------               -----     -----
    4th Quarter                            $5.12     $3.50
    3rd Quarter                            $5.50     $3.38
    2nd Quarter                            $4.13     $3.25
    1st Quarter                            $4.13     $2.94

                                            Price Range of
                                             Common Stock
                                           ---------------
    Year Ended June 29, 2000                High      Low
    ------------------------               -----     -----
    4th Quarter                            $4.25     $3.03
    3rd Quarter                            $4.94     $3.50
    2nd Quarter                            $3.88     $2.88
    1st Quarter                            $4.06     $3.50


As of August 31, 2001, there were approximately 1,400 holders and
15 holders of record of the Company's Common Stock and Class A
Stock, respectively.

Under the Company's Restated Certificate of Incorporation, the
Class A Stock and the Common Stock are entitled to share equally
on a share for share basis in any dividends declared by the Board
of Directors on the Company's common equity.

No dividends were declared from 1995 through 2001.  The
declaration and payment of future dividends will be at the sole
discretion of the Board of Directors and will depend on the
Company's profitability, financial condition, cash requirements,
future prospects and other factors deemed relevant by the Board
of Directors.  The Company's current loan agreements restrict the
payment of annual dividends to amounts specified in the loan
agreements.  See Item 7 -- "Management's Discussion and Analysis
of Financial Condition and Results of Operations --Liquidity and
Capital Resources."

For purposes of the calculation of the aggregate market value of
the Company's voting stock held by nonaffiliates of the Company as
set forth on the cover page of this Report, the Company did not
consider any of the siblings of Jasper B. Sanfilippo, or any of
the lineal descendants (all of whom are adults and some of whom
are employed by the Company) of either Jasper B. Sanfilippo,
Mathias A. Valentine or such siblings (other than those who are
executive officers of the Company) as an affiliate of the Company.
See "Compensation Committee Interlocks, Insider Participation and
Certain Transactions" and "Security Ownership of Certain
Beneficial Owners and Management" contained in the Company's Proxy
Statement for the 2001 Annual Meeting and "Executive Officers of
the Registrant -- Certain Relationships Among Directors and
Executive Officers" appearing immediately after Part I of this
Report.

Item 6 -- Selected Financial Data
---------------------------------
The following historical consolidated financial data as of and
for the years ended June 28, 2001, June 29, 2000, June 24, 1999
and June 25, 1998, the twenty-six weeks ended June 26, 1997 and
the year ended December 31, 1996 were derived from the Company's
audited consolidated financial statements.  The financial data
should be read in conjunction with the Company's audited
consolidated financial statements and notes thereto, which are
included elsewhere herein, and with "Management's Discussion and
Analysis of Financial Condition and Results of Operations."  The
information below is not necessarily indicative of the results of
future operations.  No dividends were declared from 1995 to 2001.


Statement of Operations Data:   ($ in thousands, except per share data)

<TABLE>
<CAPTION>
                                                  Year Ended
                                     --------------------------------------   Twenty-six     Year Ended
                                     June 28,  June 29,  June 24,  June 25,   Weeks Ended   December 31,
                                         2001      2000      1999      1998  June 26, 1997       1996
                                     --------  --------  --------  --------  -------------  ------------
<S>                                  <C>       <C>       <C>       <C>       <C>            <C>
Net sales                            $341,446  $331,021  $318,092  $315,726     $132,388      $293,183
Cost of sales                         283,278   272,025   268,333   260,486      111,580       255,204
                                     --------  --------  --------  --------  -------------  ------------
Gross profit                           58,168    58,996    49,759    55,240       20,808        37,979
Selling and administrative expenses    37,767    40,399    37,831    38,278       16,086        34,189
                                     --------  --------  --------  --------  -------------  ------------
Income from operations                 20,401    18,597    11,928    16,962        4,722         3,790
Interest expense                        8,365     8,036     9,269     8,776        4,135         9,051
Other income                              622       701       510       525          252           450
                                     --------  --------  --------  --------  -------------  ------------
Income (loss) before income taxes      12,658    11,262     3,169     8,711          839        (4,811)
Income tax expense (benefit)            5,063     4,505     1,373     3,589          388        (1,820)
                                     --------  --------  --------  --------  -------------  ------------
Net income (loss)                    $  7,595  $  6,757  $  1,796  $  5,122     $    451      $ (2,991)
                                     ========  ========  ========  ========  =============  ============
Basic and diluted earnings (loss)
 per common share                    $   0.83  $   0.74  $   0.20  $   0.56     $   0.05      $  (0.33)
                                     ========  ========  ========  ========  =============  ============
</TABLE>

Balance Sheet Data:  ($ in thousands)
<TABLE>
<CAPTION>

                                     June 28,  June 29,  June 24,  June 25,     June 26,    December 31,
                                         2001      2000      1999      1998        1997           1996
                                     --------  --------  --------  --------  -------------  ------------
<S>                                  <C>       <C>       <C>       <C>       <C>            <C>
Working capital                      $ 55,055  $ 60,168  $ 53,515  $ 52,850     $ 49,866      $ 40,956
Total assets                          210,240   215,813   205,224   219,676      187,417       205,352
Long-term debt, less current.
 maturities                            39,109    51,779    57,508    63,182       68,862        63,319
Total debt                             89,307    99,355    99,591   115,145       90,286        94,792
Stockholders' equity                   94,346    86,751    79,994    78,198       73,071        72,620

</TABLE>


Item 7 -- Management's Discussion and Analysis of Financial
          Condition and Results of Operations
-----------------------------------------------------------
General
-------
   The Company's fiscal year ends on the final Thursday of
June each year, and typically consists of fifty-two weeks (four
thirteen week quarters). References herein to fiscal 2001 are to
the fiscal year ended June 28, 2001.  The fiscal year ended June
29, 2000 ("fiscal 2000") consisted of fifty-three weeks, with the
fourth quarter containing fourteen, rather than thirteen, weeks.
References herein to fiscal 1999 are to the fiscal year ended
June 24, 1999.  As used herein, unless the context otherwise
indicates, the terms "Company" and "JBSS" refer collectively to
John B. Sanfilippo & Son, Inc. and its wholly owned subsidiary.
Effective as of June 25, 1999, Sunshine Nut Co., Inc. and Quantz
Acquisition Co., Inc., two of the Company's three wholly owned
subsidiaries, were merged into and with the Company.

   The Company's business is seasonal.  Demand for peanut and other
nut products is highest during the months of October, November
and December.  Peanuts, pecans, walnuts, almonds and cashews, the
Company's principal raw materials, are purchased primarily during
the period from August to February and are processed throughout
the year.  As a result of this seasonality, the Company's
personnel and working capital requirements peak during the last
four months of the calendar year.

   Also, due primarily to the seasonal nature of the Company's
business, the Company maintains significant inventories of
peanuts, pecans, walnuts, almonds and other nuts at certain times
of the year, especially during the second and third quarters of
the Company's fiscal year.  Fluctuations in the market prices of
such nuts may affect the value of the Company's inventory and
thus the Company's profitability. There can be no assurance that
future write-downs of the Company's inventory may not be required
from time to time because of market price fluctuations,
competitive pricing pressures, the effects of various laws or
regulations or other factors.  See "Forward Looking Statements --
Factors That May Affect Future Results -- Availability of Raw
Materials and Market Price Fluctuations" and "Forward Looking
Statements -- Factors That May Affect Future Results -- Federal
Regulation of Peanut Prices, Quotas and Poundage Allotments".

   At June 28, 2001, the Company's inventories totalled
approximately $98.6 million compared to approximately $105.8
million at June 29, 2000.  Inventory levels at June 28, 2001 were
lower than at June 24, 2000 due primarily to decreased levels of
pecans and peanuts on hand. See "Forward Looking Statements --
Factors That May Affect Future Results -- Availability of Raw
Materials and Market Price Fluctuations."

   To enhance consumer awareness of dietary issues
associated with the consumption of peanuts and other nut
products, the Company has taken steps to educate consumers about
the benefits of nut consumption.  Also, there have been various
medical studies detailing the healthy attributes of nuts and the
Mediterranean Diet Pyramid promotes the daily consumption of nuts
as part of a healthy diet.  The Company has no experience or data
that indicates that the growth in the number of health conscious
consumers will cause a change in nut consumption.  Also, over the
last few years there has been some publicity concerning allergic
reactions to peanuts and other nuts.  However, the Company has no
experience or data that indicates peanut and other nut related
allergies have affected the Company's business.  Furthermore, the
Company does not presently believe that nut related allergies
will have a material adverse affect on the Company's financial
results in the foreseeable future.

RESULTS OF OPERATIONS
---------------------
The following table sets forth the percentage relationship of
certain items to net sales for the periods indicated and the
percentage increase or decrease of such items from fiscal 2000 to
fiscal 2001 and from fiscal 1999 to fiscal 2000.

<TABLE>
<CAPTION>
                                Percentage of Net Sales               Percentage Increase(Decrease)
                        -------------------------------------  ------------------------------------------
                        Fiscal 2001  Fiscal 2000  Fiscal 1999  Fiscal 2001 vs. 2000  Fiscal 2000 vs. 1999
                        -----------  -----------  -----------  --------------------  --------------------
<S>                     <C>          <C>          <C>          <C>                   <C>
Net sales                  100.0%       100.0%       100.0%             3.1%                  4.1%
Gross profit                17.0         17.8         15.6             (1.4)                 18.6
Selling expenses             8.5          9.6          9.0             (8.9)                  6.8
Administrative expenses      2.6          2.6          2.9              2.1                  (4.5)
Income from operations       6.0          5.6          3.7              9.7                  55.9

</TABLE>

Fiscal 2001 Compared to Fiscal 2000
-----------------------------------
Net Sales.  Net sales increased from approximately $331.0
million for fiscal 2000 to approximately $341.4 million for fiscal
2001, an increase of approximately $10.4 million or 3.1%.  The
increase in net sales was due primarily to increased unit volume
sales to the Company's contract packaging, industrial and food
service customers.  Sales to retail customers increased slightly,
as increases in private label sales were offset by decreases in
sales of branded products.

Gross Profit.  Gross profit in fiscal 2001 decreased 1.4% to
approximately $58.2 million from approximately $59.0 million for
fiscal 2000.  Gross profit margin decreased from 17.8% for fiscal
2000 to 17.0% for fiscal 2001.  This decrease was due primarily to
the change in sales mix.  Contract packaging, industrial and
private label sales (the primary sources of the increase in net
sales) generally carry lower margins than sales of branded
products.

Selling and Administrative Expenses.  Selling and
administrative expenses as a percentage of net sales decreased
from 12.2% for fiscal 2000 to 11.1% for fiscal 2001.  Selling
expenses as a percentage of net sales decreased from 9.6% for
fiscal 2000 to 8.5% for fiscal 2001.  This decrease was due
primarily to lower promotional expenses attributable to the
decrease in sales of branded products.  Administrative expenses as
a percentage of net sales were 2.6% for both fiscal 2001 and
fiscal 2000.

Income from Operations.  Due to the factors discussed
above, income from operations increased from approximately $18.6
million, or 5.6% of net sales, for fiscal 2000 to approximately
$20.4 million, or 6.0% of net sales, for fiscal 2001.

Interest Expense.  Interest expense increased from
approximately $8.0 million for fiscal 2000 to approximately $8.4
million for fiscal 2001.  This increase was due primarily to
higher average levels of borrowings for the first three quarters
of fiscal 2001 compared to fiscal 2000 resulting from higher
average levels of inventories during the first three quarters of
fiscal 2001.  Interest expense decreased to approximately $1.9
million in the fourth quarter of fiscal 2001 from approximately
$2.3 million in the fourth quarter of fiscal 2000.  This decrease
was due to lower average levels of borrowings during the quarterly
period combined with lower interest rates on the Bank Credit
Facility, as defined below.

Income Taxes.  The Company recorded income tax expense of
approximately $5.1 million, or 40.0% of income before income
taxes, for fiscal 2001, compared to approximately $4.5 million, or
40.0% of income before income taxes, for fiscal 2000.

Fiscal 2000 Compared to Fiscal 1999
-----------------------------------
Net Sales.  Net sales increased from approximately $318.1
million for fiscal 1999 to approximately $331.0 million for fiscal
2000, an increase of approximately $12.9 million or 4.1%.  The
increase in net sales was due primarily to increased unit volume
sales to the Company's contract packaging, export and food service
customers.  These increases were partially offset by decreased
unit volume sales to the Company's industrial customers, and
generally lower unit selling prices due to lower commodity costs.
Sales to retail customers increased slightly, as increases in
sales of the Company's Fisher brand were partially offset by
decreases in sales of regional brands.  Also, sales were favorably
impacted due to fiscal 2000 consisting of fifty-three rather than
fifty-two weeks.

Gross Profit.  Gross profit in fiscal 2000 increased 18.6% to
approximately $59.0 million from approximately $49.8 million for
fiscal 1999.  Gross profit margin increased from 15.6% for fiscal
1999 to 17.8% for fiscal 2000.  This increase was due primarily to
(i) increases in net sales of the Company's Fisher brand as a
percentage of total sales, which sales generally carry higher
margins than sales to the Company's other customers, (ii)
decreases in net sales to industrial customers, which sales
generally carry lower margins than sales to the Company's other
customers, (iii) generally lower commodity costs in fiscal 2000,
and (iv) improved controls over manufacturing costs.

Selling and Administrative Expenses.  Selling and
administrative expenses as a percentage of net sales increased
from 11.9% for fiscal 1999 to 12.2% for fiscal 2000.  Selling
expenses as a percentage of net sales increased from 9.0% for
fiscal 1999 to 9.6% for fiscal 2000.   This increase was due
primarily to increases in promotional activity to support the
Company's growth in its retail business.  Administrative expenses
as a percentage of net sales decreased from 2.9% for fiscal 1999
to 2.6% for fiscal 2000.  This decrease was due primarily to (i)
the consolidation of the administrative functions of Sunshine Nut
Co., Inc. with the Company's administrative functions during the
fourth quarter of fiscal 1999,  (ii) the spreading of
administrative expenses over a larger revenue base, and (iii)
recognition of litigation expenses in fiscal 1999 pertaining to a
lawsuit that was subsequently settled.  These decreases were
partially offset by increases in expenses related to the Company's
compensation programs due to improved operating results.

Income from Operations.  Due to the factors discussed
above, income from operations increased from approximately $11.9
million, or 3.7% of net sales, for fiscal 1999 to approximately
$18.6 million, or 5.6% of net sales, for fiscal 2000.

Interest Expense.  Interest expense decreased from
approximately $9.3 million for fiscal 1999 to approximately $8.0
million for fiscal 2000.  This decrease was due primarily to a
lower average level of borrowings for the first three quarters of
fiscal 2000 compared to fiscal 1999 resulting from lower average
levels of inventories during the first three quarters of fiscal
2000.

Income Taxes.  The Company recorded income tax expense of
approximately $4.5 million, or 40.0% of income before income
taxes, for fiscal 2000, compared to approximately $1.4 million, or
43.3% of income before income taxes, for fiscal 1999.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------
General
-------
During fiscal 2001, the Company continued to finance its
activities through a bank revolving credit facility entered into
on March 31, 1998 and amended on May 31, 2000 (the "Bank Credit
Facility"),  $35.0 million borrowed under a long-term financing
facility originally entered into by the Company in 1992 (the
"Long-Term Financing Facility") and $25.0 million borrowed on
September 12, 1995 under a long-term financing arrangement (the
"Additional Long-Term Financing").

Net cash provided by operating activities was approximately
$18.5 million for fiscal 2001 compared to approximately $2.6
million for fiscal 2000.  The increase in cash provided by
operating activities was due primarily to decreased purchases of
pecans in fiscal 2001 when compared to fiscal 2000, which resulted
in a decrease of approximately $7.2 million in inventories from
June 29, 2000 to June 28, 2001.  As a result of the decrease in
inventories, notes payable decreased to approximately $37.5
million at June 28, 2001 from approximately $41.9 million at June
29, 2000.  The largest component of net cash used in investing
activities during fiscal 2001 was approximately $8.4 million in
capital expenditures, compared to approximately $3.9 million
during fiscal 2000. The increase in capital expenditures was due
primarily to the expansion of the Company's walnut shelling
operations at its Gustine, California facility.  During fiscal
2001 and fiscal 2000, the Company repaid approximately $5.7
million of long-term debt.

Financing Arrangements
----------------------
The Bank Credit Facility is comprised of (i) a working
capital revolving loan which provides working capital financing of
up to approximately $62.3 million, in the aggregate, and matures,
as amended, on May 31, 2003, and (ii) a $7.7 million letter of
credit (the "IDB Letter of Credit") to secure the industrial
development bonds described below which matures on June 1, 2002.
Borrowings under the working capital revolving loan accrue
interest at a rate (the weighted average of which was 5.28% at
June 28, 2001) determined pursuant to a formula based on the agent
bank's quoted rate and the Eurodollar Interbank rate.

On August 24, 2001 the Company announced that it signed a letter
of intent to acquire all of the outstanding shares of Navarro. The
closing, which is expected to occur in the fall of calendar 2001,
is contingent upon due diligence, board approval and other
conditions. If the closing is consummated, the financing of the
acquisition will most likely be accomplished through increasing
the amount of available funds under the Bank Credit Facility.  The
additional financing would most likely result in an increase in
interest expense and in the interest rate under the Bank Credit
Facility.  See Item 1 -- "Business -- Narrative Description of
Business -- Proposed Acquisition".

Of the total $35.0 million of borrowings under the Long-
Term Financing Facility, $25.0 million matures on August 15, 2004,
bears interest at rates ranging from 7.34% to 9.18% per annum
payable quarterly, and requires equal semi-annual principal
installment payments based on a ten-year amortization schedule.
The remaining $10.0 million of this indebtedness matures on May
15, 2006, bears interest at the rate of 9.16% per annum payable
quarterly, and requires semi-annual principal installment payments
ranging from $475 thousand to $500 thousand through maturity.  As
of June 28, 2001, there was approximately $13.6 million total
principal amount outstanding under the Long-Term Financing
Facility.

The Additional Long-Term Financing has a maturity date of
September 1, 2005 and (i) as to $10.0 million of the total $25.0
million of borrowings thereunder, bears interest at an annual rate
of 8.30% payable semiannually and requires annual principal
payments of approximately $1.4 million each through maturity, and
(ii) as to the other $15.0 million of total borrowings thereunder,
bears interest at an annual rate of 9.38% payable semiannually and
requires annual principal payments of $5.0 million beginning on
September 1, 2003 through maturity.  As of June 28, 2001, the
total principal amount outstanding under the Additional Long-Term
Financing was approximately $22.1 million.

The terms of the Company's financing facilities, as amended,
include certain restrictive covenants that, among other things:
(i) require the Company to maintain specified financial ratios;
(ii) limit the Company's annual capital expenditures; and (iii)
require that Jasper B. Sanfilippo (the Company's Chairman of the
Board and Chief Executive Officer) and Mathias A. Valentine (a
director and the Company's President) together with their
respective immediate family members and certain trusts created for
the benefit of their respective sons and daughters, continue to
own shares representing the right to elect a majority of the
directors of the Company.  In addition, (i) the Long-Term
Financing Facility limits the Company's payment of dividends to a
cumulative amount not to exceed 25% of the Company's cumulative
net income from and after January 1, 1996, (ii) the Additional
Long-Term Financing limits cumulative dividends to the sum of (a)
50% of the Company's cumulative net income (or minus 100% of the
Company's cumulative net loss) from and after January 1, 1995 to
the date the dividend is declared, (b) the cumulative amount of
the net proceeds received by the Company during the same period
from any sale of its capital stock, and (c) $5.0 million, and
(iii) the Bank Credit Facility limits dividends to the lesser of
(a) 25% of net income for the previous fiscal year, or (b) $5.0
million, and prohibits the Company from redeeming shares of
capital stock.  As of June 28, 2001, the Company was in compliance
with all restrictive covenants, as amended, under its financing
facilities.

The Company has approximately $7.2 million in aggregate
principal amount of industrial development bonds outstanding which
was used to finance the acquisition, construction and equipping of
the Company's Bainbridge, Georgia facility (the "IDB Financing").
The bonds bear interest payable semiannually at 5.375% through
May 2002.  On June 1, 2002, and on each subsequent interest reset
date for the bonds, the Company is required to redeem the bonds at
face value plus any accrued and unpaid interest, unless a
bondholder elects to retain his or her bonds.  Any bonds redeemed
by the Company at the demand of a bondholder on the reset date are
required to be remarketed by the underwriter of the bonds on a
"best efforts" basis.  Funds for the redemption of bonds on the
demand of any bondholder are required to be obtained from the
following sources in the following order of priority: (i) funds
supplied by the Company for redemption; (ii) proceeds from the
remarketing of the bonds; (iii) proceeds from a drawing under the
IDB Letter of Credit; or (iv) in the event funds from the
foregoing sources are insufficient, a mandatory payment by the
Company.  Drawings under the IDB Letter of Credit to redeem bonds
on the demand of any bondholder are payable in full by the Company
upon demand of the lenders under the Bank Credit Facility.  In
addition, the Company is required to redeem the bonds in varying
annual installments, ranging from approximately $0.2 million in
fiscal 2002 to approximately $0.8 million in fiscal 2017.  The
Company is also required to redeem the bonds in certain other
circumstances; for example, within 180 days after any
determination that interest on the bonds is taxable.  The Company
has the option, subject to certain conditions, to redeem the bonds
at face value plus accrued interest, if any.

Capital Expenditures
--------------------
For fiscal 2001, capital expenditures were approximately $8.4
million.  The Company believes that capital expenditures for
fiscal 2002 will be in the $4.0 million range as the costs to
expand the Gustine, California walnut shelling operations are
substantially completed.

Capital Resources
-----------------
As of June 28, 2001, the Company had approximately $24.0 million
of available credit under the Bank Credit Facility.  The Company
believes that cash flow from operating activities and funds
available under the Bank Credit Facility will be sufficient to
meet working capital requirements and anticipated capital
expenditures for the foreseeable future.

Recent Accounting Pronouncements
--------------------------------
Statement of Financial Accounting Standards No. 133, "Accounting
for Derivative Instruments and Hedging Activities," became
effective for fiscal 2001.  The standard requires that all
derivative instruments be recorded on the balance sheet at fair
value.  Changes in the fair value of derivatives are recorded in
earnings or other comprehensive income, based on whether the
instrument is designated as part of a hedge transaction and, if
so, the type of hedge transaction.  Adopting this statement did
not have a material effect on the Company's results of operations,
financial condition or cash flows.

Certain issues addressed in Emerging Issues Task Force ("EITF")
00-22, "Accounting for "Points" and Certain Other Time-Based or
Volume Based Sales Incentive Offers, and Offers for Free Products
or Services to be Delivered in the Future," became effective for
the third quarter of fiscal 2001.  Customer rebates, which the
Company had recorded as selling expenses, are now required to be
accounted for as reductions to revenue.  Rebates recorded as
selling expenses in prior period financial statements have been
reclassified as reductions to revenue.  The effect of such
reclassification was not material and had no impact on the
Company's net income or financial position.

The Securities and Exchange Commission Staff Accounting Bulletin
No. 101 ("SAB 101"), "Revenue Recognition in Financial Statements"
became effective for fiscal 2001.  SAB 101 details criteria that
must be met in order for revenue to be recognized.  The effect of
implementing SAB 101 was not material to the Company's net income
or financial position.

EITF 00-14, "Accounting for Certain Sales Incentives," and EITF
00-25, "Vendor Income Statement Characterization of Consideration
Paid to a Reseller of the Vendor's Products" will become effective
for the third quarter of fiscal 2002, although early adoption is
permissible.  Certain amounts which the Company has recorded as
selling expenses will be required to be accounted for as
reductions to revenue.  There should be no effect on the Company's
net income or financial position.

In July 2001, the Financial Accounting Standards Board issued FASB
Statements Nos. 141 and 142 ("SFAS 141" and "SFAS 142"), "Business
Combinations" and "Goodwill and Other Intangible Assets".  The
Company has not yet determined the effects of implementing SFAS
141 and SFAS 142.

FORWARD LOOKING STATEMENTS
--------------------------
The statements contained in this Annual Report on Form 10-K which
are not historical (including statements concerning the Company's
expectations regarding market risk) are "forward looking
statements". These forward looking statements, which generally
are followed (and therefore identified) by a cross reference to
"Factors That May Affect Future Results" or are identified by the
use of forward looking words and phrases such as "intend", "may",
"believes" and "expects", represent the Company's present
expectations or beliefs concerning future events.  The Company
cautions that such statements are qualified by important factors
that could cause actual results to differ materially from those
in the forward looking statements, including the factors
described below under "Factors That May Affect Future Results",
as well as the timing and occurrence (or non-occurrence) of
transactions and events which may be subject to circumstances
beyond the Company's control. Consequently, results actually
achieved may differ materially from the expected results included
in these statements.

FACTORS THAT MAY AFFECT FUTURE RESULTS
--------------------------------------
Availability of Raw Materials and Market Price Fluctuations
-----------------------------------------------------------
The availability and cost of raw materials for the production of
the Company's products, including peanuts, pecans and other nuts
are subject to crop size and yield fluctuations caused by factors
beyond the Company's control, such as weather conditions and plant
diseases.  Additionally, the supply of edible nuts and other raw
materials used in the Company's products could be reduced upon a
determination by the United States Department of Agriculture (the
"USDA") or other government agency that certain pesticides,
herbicides or other chemicals used by growers have left harmful
residues on portions of the crop or that the crop has been
contaminated by aflatoxin or other agents.  Shortages in the
supply and resulting increases in the prices of nuts and other raw
materials used by the Company in its products (to the extent that
cost increases cannot be passed on to customers) could have an
adverse impact on the Company's profitability. Furthermore,
fluctuations in the market prices of nuts may affect the value of
the Company's inventories and the Company's profitability.  The
Company has significant inventories of nuts that would be
adversely affected by any decrease in the market price of such raw
materials.  See "Management's Discussion and Analysis of Financial
Condition and Results of Operations -- General."

Competitive Environment
-----------------------
The Company operates in a highly competitive environment.  The
Company's principal products compete against food and snack
products manufactured and sold by numerous regional and national
companies, some of which are substantially larger and have greater
resources than the Company, such as Planters and Ralcorp Holdings,
Inc.  The Company also competes with other shellers in the
industrial market and with regional processors in the retail and
wholesale markets.  In order to maintain or increase its market
share, the Company must continue to price its products
competitively.  This competitive pricing may lower revenue per
unit and cause declines in gross margin, if the Company is unable
to increase unit volumes as well as reduce its costs.

Fixed Price Commitments
-----------------------
From time to time, the Company enters into fixed price commitments
with its customers.  Such commitments typically represent
approximately 10% of the Company's annual net sales and are
normally entered into after the Company's cost to acquire the nut
products necessary to satisfy the fixed price commitment is
substantially fixed. However, the Company expects to continue to
enter into fixed price commitments with respect to certain of its
nut products prior to fixing its acquisition cost when, in
management's judgment, market or crop harvest conditions so
warrant.  To the extent the Company does so, these fixed price
commitments may result in losses.  Historically, however, such
losses have generally been offset by gains on other fixed price
commitments.  However, there can be no assurance that losses from
fixed price commitments may not have a material adverse effect on
the Company's results of operations.

Federal Regulation of Peanut Prices, Quotas and Poundage Allotments
-------------------------------------------------------------------
Peanuts are an important part of the Company's product line.
Approximately 50% of the total pounds of products processed
annually by the Company are peanuts, peanut butter and other
products containing peanuts.  The production and marketing of
peanuts are regulated by the USDA under the Agricultural
Adjustment Act of 1938 (the "Agricultural Adjustment Act").  The
Agricultural Adjustment Act, and regulations promulgated
thereunder, support the peanut crop by: (i) limiting peanut
imports; (ii) limiting the amount of peanuts that American farmers
are allowed to take to the domestic market each year; and (iii)
setting a minimum price that a sheller must pay for peanuts which
may be sold for domestic consumption.  The amount of peanuts that
American farmers can sell each year is determined by the Secretary
of Agriculture and is based upon the prior year's peanut
consumption in the United States.  Only peanuts that qualify under
the quota may be sold for domestic food products and seed. The
peanut quota for the 2001 crop year is approximately 1.2 million
tons.  Peanuts in excess of the quota are called "additional
peanuts" and generally may only be exported or used domestically
for crushing into oil or meal.  Current regulations permit
additional peanuts to be domestically processed and exported as
finished goods to any foreign country.  The quota support price
for the 2001 crop year is approximately $610 per ton.

The 1996 Farm Bill extended the federal support and subsidy
program for peanuts for seven years. However, there are no
assurances that Congress will not change or eliminate the program
prior to its scheduled expiration. In July 2001, the House
Agriculture Committee approved The Farm Security Act of 2001,
which would terminate the federal peanut quota program beginning
with the 2002 crop year. Changes in, or termination of, the
federal peanut program could significantly affect the supply of,
and price for, peanuts.  Although the Company has successfully
operated in a market shaped by the federal peanut program for many
years, the Company believes that it could adapt to a market
without federal regulation if that were to become necessary.
However, the Company has no experience in operating in such a
peanut market, and no assurances can be given that the elimination
or modification of the federal peanut program would not adversely
affect the Company's business.  Future changes in, or termination
of, import quota limitations or the quota support price for
peanuts at a time when the Company is maintaining a significant
inventory of peanuts or has significant outstanding purchase
commitments could adversely affect the Company's business by
lowering the market value of the peanuts in its inventory or the
peanuts which it is committed to buy. While the Company believes
that its ability to use its raw peanut inventories in its own
processing operations gives it greater protection against these
changes than is possessed by certain competitors whose operations
are limited to either shelling or processing, no assurances can be
given that future changes in, or the elimination of, the federal
peanut program or import quotas will not adversely affect the
Company's business.

Item 7A -- Quantitative and Qualitative Disclosures About Market Risk
---------------------------------------------------------------------
The Company has not entered into transactions using derivative
financial instruments.  The Company believes that its exposure
to market risk related to its other financial instruments (which
are the debt instruments under "Management's Discussion and
Analysis of Financial Condition and Results of Operations --
Liquidity and Capital Resources") is not material.

Item 8 -- Financial Statements and Supplementary Data
-----------------------------------------------------
REPORT OF MANAGEMENT
--------------------
The management of John B. Sanfilippo & Son, Inc. has prepared and
is responsible for the integrity of the information presented in
this Annual Report on Form 10-K, including the Company's
financial statements.  These statements have been prepared in
conformity with generally accepted accounting principles and
include, where necessary, informed estimates and judgments by
management.

The Company maintains systems of accounting and internal controls
designed to provide assurance that assets are properly accounted
for, as well as to ensure that the financial records are reliable
for preparing financial statements.  The systems are augmented by
qualified personnel and are reviewed on a periodic basis.
Our independent accountants, PricewaterhouseCoopers LLP, conduct
annual audits of our financial statements in accordance with
generally accepted auditing standards, which include the review
of internal controls for the purpose of establishing audit scope
and the issuance of an opinion on the fairness of such financial
statements.

The Company has an Audit Committee that meets periodically with
management and the independent accountants to review the manner
in which they are performing their responsibilities and to
discuss auditing, internal accounting controls and financial
reporting matters.  The independent accountants periodically meet
alone with the Audit Committee and have free access to the Audit
Committee at any time.

/s/ Michael J. Valentine
------------------------
Michael J. Valentine
Executive Vice President Finance,
Chief Financial Officer and Secretary


REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------
To the Board of Directors
and Stockholders of
John B. Sanfilippo & Son, Inc.


In our opinion, the accompanying consolidated balance sheets and
the related consolidated statements of operations, of
stockholders' equity and of cash flows present fairly, in all
material respects, the financial position of John B. Sanfilippo &
Son, Inc. and its subsidiaries at June 28, 2001 and June 29,
2000, and the results of their operations and their cash flows
for the each of the three years in the period ended June 28,
2001, in conformity with accounting principles generally accepted
in the United States of America.  These financial statements are
the responsibility of the Company's management; our
responsibility is to express an opinion on these financial
statements based on our audits.  We conducted our audits of these
statements in accordance with auditing standards generally
accepted in the United States of America, which require that we
plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the
overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP
------------------------------
PricewaterhouseCoopers LLP
Chicago, Illinois
August 15, 2001, except for Note 12,
as to which the date is August 24, 2001


                    JOHN B. SANFILIPPO & SON, INC.
                      CONSOLIDATED BALANCE SHEETS
                   June 28, 2001 and June 29, 2000
                        (dollars in thousands)

                                                      June 28,        June 29,
                                                         2001            2000
                                                      --------        --------
ASSETS
CURRENT ASSETS:
  Cash                                                $  1,098        $  1,113
  Accounts receivable (including related party
   receivables of $151 and $137), less allowance
   for doubtful accounts of $390 and $769               25,890          24,068
  Inventories                                           98,567         105,760
  Deferred income taxes                                    633             910
  Income taxes receivable                                  880              --
  Prepaid expenses and other current assets              1,931           2,708
                                                      --------        --------
  TOTAL CURRENT ASSETS                                 128,999         134,559

PROPERTIES:
  Buildings                                             55,711  	55,462
  Machinery and equipment                               81,381          77,108
  Furniture and leasehold improvements                   5,211           5,175
  Vehicles                                               4,097           4,163
  Construction in progress                               3,430              --
                                                      --------        --------
                                                       149,830         141,908
  Less: Accumulated depreciation                        81,046          74,039
                                                      --------        --------
                                                        68,784          67,869
  Land                                                   1,863           1,892
                                                      --------        --------
  TOTAL PROPERTIES                                      70,647          69,761
                                                      --------        --------
OTHER ASSETS:
  Goodwill and other intangibles, less accumulated
   amortization of $5,076 and $4,295                     5,348           6,129
  Miscellaneous                                          5,246           5,364
                                                      --------        --------
  TOTAL OTHER ASSETS                                    10,594          11,493
                                                      --------        --------
  TOTAL ASSETS                                        $210,240        $215,813
                                                      ========        ========

  The accompanying notes are an integral part of these financial statements.



                       JOHN B. SANFILIPPO & SON, INC.
                        CONSOLIDATED BALANCE SHEETS
                      June 28, 2001 and June 29, 2000
               (dollars in thousands, except per share amounts)


                                                      June 28,        June 29,
                                                         2001            2000
                                                      --------        --------
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
  Notes payable                                       $ 37,532        $ 41,874
  Current maturities of long-term debt                  12,666           5,702
  Accounts payable, including related party
   payables of $589 and $403                            11,429          11,851
  Drafts payable                                         4,944           5,747
  Accrued expenses                                       7,373           8,756
  Income taxes payable                                      --             461
                                                      --------        --------
  TOTAL CURRENT LIABILITIES                             73,944          74,391
                                                      --------        --------
LONG-TERM LIABILITIES
  Long-term debt, less current maturities               39,109          51,779
  Deferred income taxes                                  2,841           2,892
                                                      --------        --------
  TOTAL LONG-TERM LIABILITIES                           41,950          54,671
COMMITMENTS AND CONTINGENCIES                               --              --
STOCKHOLDERS' EQUITY:
  Class A Common Stock, cumulative voting rights
   of ten votes per share, $.01 par value;
   10,000,000 shares authorized, 3,687,426 shares
   issued and outstanding                                   37              37
  Common Stock, noncumulative voting rights of one
   vote per share, $.01 par value; 10,000,000 shares
   authorized, 5,579,039  shares issued and
   outstanding                                              56              56
  Capital in excess of par value                        57,196          57,196
  Retained earnings                                     38,261          30,666
  Treasury stock, at cost; 117,900 shares               (1,204)         (1,204)
                                                      --------        --------
  TOTAL STOCKHOLDERS' EQUITY                            94,346          86,751
                                                      --------        --------
  TOTAL LIABILITIES & STOCKHOLDERS' EQUITY            $210,240        $215,813
                                                      ========        ========

  The accompanying notes are an integral part of these financial statements.


                       JOHN B. SANFILIPPO & SON, INC.
                  CONSOLIDATED STATEMENTS OF OPERATIONS
    For the years ended June 28, 2001, June 29, 2000 and June 24, 1999
           (dollars in thousands, except for earnings per share)

<TABLE>
<CAPTION>

                                                Year Ended     Year Ended     Year Ended
                                              June 28, 2001  June 29, 2000  June 24, 1999
                                              -------------  -------------  -------------
<S>                                           <C>            <C>            <C>
Net sales                                         $341,446       $331,021       $318,092
Cost of sales                                      283,278        272,025        268,333
                                              -------------  -------------  -------------
Gross profit                                        58,168         58,996         49,759
                                              -------------  -------------  -------------
Selling expenses                                    28,892         31,703         28,723
Administrative expenses                              8,875          8,696          9,108
                                              -------------  -------------  -------------
Total selling and administrative
 expenses                                           37,767         40,399         37,831
                                              -------------  -------------  -------------
Income from operations                              20,401         18,597         11,928
                                              -------------  -------------  -------------
Other income (expense):
  Interest expense ($956, $955
   and $987 to related parties)                     (8,365)        (8,036)        (9,269)
  Rental income                                        605            584            459
  Miscellaneous                                         17            117             51
                                              -------------  -------------  -------------
Total other (expense)                               (7,743)        (7,335)        (8,759)
                                              -------------  -------------  -------------
Income before income taxes                          12,658         11,262          3,169
Income tax expense                                   5,063          4,505          1,373
                                              -------------  -------------  -------------
Net income                                        $  7,595       $  6,757       $  1,796
                                              =============  =============  =============
Basic and diluted earnings per common share       $   0.83       $   0.74       $   0.20
                                              =============  =============  =============
Weighted average shares outstanding - basic      9,148,565      9,148,565      9,148,565
                                              =============  =============  =============
Weighted average shares outstanding - diluted    9,150,332      9,148,727      9,148,931
                                              =============  =============  =============

</TABLE>
  The accompanying notes are an integral part of these financial statements.



                         JOHN B. SANFILIPPO & SON, INC.
                  CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
         For the years ended June 28, 2001, June 29, 2000 and June 24, 1999
                             (dollars in thousands)

<TABLE>
<CAPTION>

                                     Class A          Capital in
                                      Common  Common   Excess of  Retained  Treasury
                                      Stock    Stock   Par Value  Earnings    Stock    Total
                                     -------  ------  ----------  --------  --------  -------
<S>                                  <C>      <C>     <C>         <C>       <C>       <C>
Balance, June 25, 1998                  $37     $56     $57,196    $22,113  $(1,204)  $78,198
Net income and comprehensive income                                  1,796              1,796
                                     -------  ------  ----------  --------  --------  -------
Balance, June 24, 1999                   37      56      57,196     23,909   (1,204)   79,994
Net income and comprehensive income                                  6,757              6,757
                                     -------  ------  ----------  --------  --------  -------
Balance, June 29, 2000                   37      56      57,196     30,666   (1,204)   86,751
Net income and comprehensive income                                  7,595              7,595
                                     -------  ------  ----------  --------  --------  -------
Balance, June 28, 2001                  $37     $56     $57,196    $38,261  $(1,204)  $94,346
                                     =======  ======  ==========  ========  ========  =======
</TABLE>

  The accompanying notes are an integral part of these financial statements.



                          JOHN B. SANFILIPPO & SON, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
        For the years ended June 28, 2001, June 29, 2000 and June 24, 1999
                             (dollars in thousands)

<TABLE>
<CAPTION>
                                                       Year Ended     Year Ended     Year Ended
                                                     June 28, 2001  June 29, 2000  June 24, 1999
                                                     -------------  -------------  -------------
<S>                                                  <C>            <C>            <C>
Cash flows from operating activities:
  Net income                                            $  7,595       $  6,757       $  1,796
  Adjustments:
   Depreciation and amortization                           8,446          8,171          7,908
   Loss (gain) on disposition of properties                   57            (84)           (20)
   Deferred income taxes                                     226           (237)           370
  Change in current assets and current liabilities:
    Accounts receivable, net                              (1,822)            37           (204)
    Inventories                                            7,193        (16,727)        10,502
    Prepaid expenses and other current assets                777            647           (331)
    Accounts payable                                        (422)         2,012         (2,199)
    Drafts payable                                          (803)           207          2,755
    Accrued expenses                                      (1,383)         1,234         (1,722)
    Income taxes receivable/payable                       (1,341)           555          1,360
                                                     -------------  -------------  -------------
  Net cash provided by operating activities               18,523          2,572         20,215
                                                     -------------  -------------  -------------
Cash flows from investing activities:
  Acquisition of properties                               (8,382)        (3,914)   	(3,960)
  Proceeds from disposition of properties                     80             90             36
  Other                                                     (188)         1,208            107
                                                     -------------  -------------  -------------
  Net cash used in investing activities                   (8,490)        (2,616)        (3,817)
                                                     -------------  -------------  -------------
Cash flows from financing activities:
  Net (repayments) borrowings on notes payable            (4,342)         5,463         (9,763)
  Principal payments on long-term debt                    (5,706)        (5,699)        (5,791)
                                                     -------------  -------------  -------------
  Net cash used in financing activities                  (10,048)          (236)       (15,554)
                                                     -------------  -------------  -------------
Net (decrease) increase in cash                              (15)          (280)           844
Cash:
  Beginning of period                                      1,113          1,393            549
                                                     -------------  -------------  -------------
  End of period                                         $  1,098       $  1,113       $  1,393
                                                     =============  =============  =============

Supplemental disclosures of cash flow information:
  Interest paid                                         $  8,359       $  7,671       $  9,270
  Income taxes paid                                        6,178          4,315            182

</TABLE>
  The accompanying notes are an integral part of these financial statements.



                         JOHN B. SANFILIPPO & SON, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 (dollars in thousands, except per share data)

NOTE 1 -- SIGNIFICANT ACCOUNTING POLICIES
----------------------------------------
Basis of consolidation
----------------------
The consolidated financial statements include the accounts of John B.
Sanfilippo & Son, Inc. and its wholly owned subsidiary (collectively,
"JBSS" or the "Company").  Intercompany balances and transactions
have been eliminated.  On June 25, 1999, the Company dissolved two of
its three wholly owned subsidiaries, Sunshine Nut Co., Inc. and
Quantz Acquisition Co., Inc. and merged such subsidiaries into John
B. Sanfilippo & Son, Inc.

Nature of business
------------------
The Company processes and sells shelled and inshell nuts and other
snack foods in both retail and wholesale markets.  The Company has
plants located throughout the United States.  Revenues are generated
from sales to a variety of customers, including several major
retailers and the U.S. government.  The related accounts receivable
from sales are unsecured.

Revenue recognition
-------------------
The Company recognizes revenue when it is realized or realizable and
has been earned.  Revenue is recognized when persuasive evidence of
an arrangement exists, the product has been delivered and legal title
and all risks of ownership have been transferred, sales terms are
complete, customer acceptance has occurred and payment is reasonably
assured.

Inventories
-----------
Inventories are stated at the lower of cost (first-in, first-out) or
market.  The value of inventories may be impacted by market price
fluctuations.

Properties
----------
Properties are stated at cost.  Cost is depreciated using the
straight-line method over the following estimated useful lives:
buildings -- 30 to 40 years, machinery and equipment -- 5 to 10
years, furniture and leasehold improvements -- 5 to 10 years and
vehicles -- 3 to 5 years.

The cost and accumulated depreciation of assets sold or retired are
removed from the respective accounts, and any gain or loss is
recognized currently.  Maintenance and repairs are charged to
operations as incurred.

Certain lease transactions relating to the financing of buildings are
accounted for as capital leases, whereby the present value of future
rental payments, discounted at the interest rate implicit in the
lease, is recorded as a liability.  A corresponding amount is
capitalized as the cost of the assets and is amortized on a straight-
line basis over the estimated lives of the assets or over the lease
terms which range from 20 to 30 years, whichever is shorter. See also
Note 7.

Income taxes
------------
The Company accounts for income taxes using an asset and liability
approach that requires the recognition of deferred tax assets and
liabilities for the expected future tax consequences of events that
have been reported in the Company's financial statements or tax
returns.  In estimating future tax consequences, the Company
considers all expected future events other than changes in tax law or
rates.

Fair value of financial instruments
-----------------------------------
Based on borrowing rates presently available to the Company under
similar borrowing arrangements, the Company believes the recorded
amount of its long-term debt obligations approximates fair market
value.  The carrying amount of the Company's other financial
instruments approximates their estimated fair value based on market
prices for the same or similar type of financial instruments.

Company customers
-----------------
The highly competitive nature of the Company's business provides an
environment for the loss of customers and the opportunity for new
customers.

Management estimates
--------------------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results
could differ from those estimates.

Goodwill and other long-lived assets
------------------------------------
Goodwill, which represents the excess purchase price over the fair
value of net tangible and identifiable intangible assets acquired, is
amortized on a straight-line basis over periods ranging from 15 to 20
years.  Other intangible assets, which represent amounts assigned at
the time of a purchase acquisition, consist of patents and were
amortized over 6 years and became fully amortized during the year
ended June 28, 2001.

The Company reviews the carrying value of goodwill and other long-
lived assets for impairment when events or changes in circumstances
indicate that the carrying amount of the asset may not be
recoverable.  This review is performed by comparing estimated
undiscounted future cash flows from use and eventual disposition of
the asset to the recorded value of the asset.

Recent accounting pronouncements
--------------------------------
Statement of Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities," became effective for
fiscal 2001.  The standard requires that all derivative instruments be
recorded on the balance sheet at fair value.  Changes in the fair value
of derivatives are recorded in earnings or other comprehensive income,
based on whether the instrument is designated as part of a hedge
transaction and, if so, the type of hedge transaction.  Adopting this
statement did not have a material effect on the Company's results of
operations, financial condition or cash flows.

Certain issues addressed in Emerging Issues Task Force ("EITF") 00-22,
"Accounting for "Points" and Certain Other Time-Based or Volume Based
Sales Incentive Offers, and Offers for Free Products or Services to be
Delivered in the Future," became effective for the third quarter of
fiscal 2001.  Customer rebates, which the Company had recorded as
selling expenses, are now required to be accounted for as reductions to
revenue.  Rebates recorded as selling expenses in prior period
financial statements have been reclassified as reductions to revenue.
The effect of such reclassification was not material and had no impact
on the Company's net income or financial position.

The Securities and Exchange Commission Staff Accounting Bulletin No.
101 ("SAB 101"), "Revenue Recognition in Financial Statements" became
effective for fiscal 2001.  SAB 101 details criteria that must be met
in order for revenue to be recognized.  The effect of implementing SAB
101 was not material to the Company's net income or financial position.

EITF 00-14, "Accounting for Certain Sales Incentives," and EITF 00-25,
"Vendor Income Statement Characterization of Consideration Paid to a
Reseller of the Vendor's Products" will become effective for the third
quarter of fiscal 2002, although early adoption is permissible.
Certain amounts which the Company has recorded as selling expenses will
be required to be accounted for as reductions to revenue.  There should
be no effect on the Company's net income or financial position.

In July 2001, the Financial Accounting Standards Board issued FASB
Statements Nos. 141 and 142 ("SFAS 141" and "SFAS 142"), "Business
Combinations" and "Goodwill and Other Intangible Assets.  The Company
has not yet determined the effects of implementing SFAS 141 and
SFAS142.

NOTE 2 -- EARNINGS PER SHARE
----------------------------
Earnings per common share is calculated using the weighted average
number of shares of Common Stock and Class A Common Stock outstanding
during the period.  The following table presents the required
earnings per share disclosures:

<TABLE>
<CAPTION>
                                        Year Ended     Year Ended     Year Ended
                                       June 28, 2001  June 29, 2000  June 24, 1999
                                       -------------  -------------  -------------
<S>                                    <C>            <C>            <C>
Net income                                  $7,595         $6,757         $1,796
Weighted average shares outstanding      9,148,565      9,148,565      9,148,565
Basic earnings per common share             $ 0.83         $ 0.74         $ 0.20
Effect of dilutive securities:
  Stock options                              1,767            162            366
  Weighted average shares outstanding    9,150,332      9,148,727      9,148,931
Diluted earnings per common share           $ 0.83         $ 0.74         $ 0.20

</TABLE>

The following table summarizes the weighted average number of options
which were outstanding for the periods presented but were not
included in the computation of diluted earnings per share because the
exercise prices of the options were greater than the average market
price of the Common Stock:

                                                          Weighted Average
                                   Number of Options       Exercise Price
                                   -----------------      ----------------
   Year ended June 28, 2001              450,735                $ 8.16
   Year ended June 29, 2000              406,239                $ 8.63
   Year ended June 24, 1999              359,712                $10.24

NOTE 3 -- COMMON STOCK
----------------------
The Company's Class A Common Stock, $.01 par value (the "Class A
Stock"), has cumulative voting rights with respect to the election of
those directors which the holders of Class A Stock are entitled to
elect, and 10 votes per share on all other matters on which holders
of the Company's Class A Stock and Common Stock are entitled to vote.
In addition, each share of Class A Stock is convertible at the
option of the holder at any time into one share of Common Stock and
automatically converts into one share of Common Stock upon any sale
or transfer other than to related individuals.  Each share of the
Company's Common Stock, $.01 par value (the "Common Stock") has
noncumulative voting rights of one vote per share.  The Class A Stock
and the Common Stock are entitled to share equally, on a share-for-
share basis, in any cash dividends declared by the Board of
Directors, and the holders of the Common Stock are entitled to elect
25% of the members comprising the Board of Directors.

NOTE 4 - INCOME TAXES
---------------------
The provision for income taxes for the years ended June 28, 2001,
June 29, 2000 and June 24, 1999 are as follows:

                                    June 28,     June 29,     June 24,
                                       2001         2000         1999
                                    --------     --------     --------
Current:
  Federal                            $3,921       $3,840       $  811
  State                                 916          902          192
Deferred                                226         (237)         370
                                    --------     --------     --------
Total provision for income taxes     $5,063       $4,505       $1,373
                                    ========     ========     ========

The differences between income taxes at the statutory federal income
tax rate and income taxes reported in the statements of operations
for the years ended June 28, 2001, June 29, 2000 and June 24, 1999
are as follows:

                                            June 28,   June 29,   June 24,
                                               2001       2000       1999
                                            --------   --------   --------
Federal statutory income tax rate             35.0%      35.0%      34.0%
State income taxes, net of federal benefit     5.1        5.2        5.1
Surtax exemption                              (0.8)      (0.9)        --
Nondeductible items                            1.2        1.7        1.4
Other                                         (0.5)      (1.0)       2.8
                                            --------   --------   --------
Effective tax rate                            40.0%      40.0%      43.3%
                                            ========   ========   ========

The deferred tax assets and liabilities are comprised of the
following:

                                      June 28, 2001         June 29, 2000
                                    -----------------     -----------------
                                     Asset  Liability      Asset  Liability
                                    ------  ---------     ------  ---------
Current:
  Allowance for doubtful accounts   $  156    $   --      $  308    $   --
  Employee compensation                404        --          42        --
  Inventory                             61        --          85        --
  Accounts receivable                   --       119          --       237
  Other                                131        --         262        --
                                    ------  ---------     ------  ---------
Total current                       $  752    $  119      $1,147    $  237
                                    ------  ---------     ------  ---------
Long-term:
  Depreciation                      $   --    $4,920      $   --    $4,982
  Capitalized leases                 1,523        --       1,499        --
  Other                                556        --         591        --
                                    ------  ---------     ------  ---------
Total long-term                     $2,079    $4,920      $2,090    $4,982
                                    ------  ---------     ------  ---------
Total                               $2,831    $5,039      $3,237    $5,219
                                    ======  =========     ======  =========

NOTE 5 -- INVENTORIES
---------------------
Inventories consist of the following:
                                       June 28,        June 29,
                                          2001            2000
                                       --------        --------
 Raw material and supplies              $30,154        $ 56,755
 Work-in-process and finished goods      68,413          49,005
                                       --------        --------
Total                                   $98,567        $105,760
                                       ========        ========

NOTE 6 -- NOTES PAYABLE
-----------------------
Notes payable consist of the following:

                                       June 28,        June 29,
                                          2001            2000
                                       --------        --------
Revolving bank loan                     $37,532         $41,874
                                       ========        ========

On March 31, 1998, the Company entered into a new unsecured credit
facility, with certain banks, totaling $70,000 (the "Bank Credit
Facility").  The Bank Credit Facility, as amended on May 31, 2000, is
comprised of (i) a working capital revolving loan, which provides for
working capital financing of up to approximately $62,343, in the
aggregate, and matures on May 31, 2003, and (ii) a $7,657 standby
letter of credit, which matures on June 1, 2002. Borrowings under the
working capital revolving loan accrue interest at a rate (the
weighted average of which was 5.28% at June 28, 2001) determined
pursuant to a formula based on the agent bank's quoted rate and the
Eurodollar Interbank Rate.  The standby letter of credit replaced a
prior letter of credit securing certain industrial development bonds
that financed the original acquisition, construction, and equipping
of the Company's Bainbridge, Georgia facility.

The Bank Credit Facility, as amended, includes certain restrictive
covenants that, among other things: (i) require the Company to
maintain a minimum tangible net worth; (ii) comply with specified
ratios; (iii) limit annual capital expenditures to the greater of
$7,500 or an amount calculated using a specified ratio; (iv) restrict
dividends to the lesser of 25% of net income for the previous fiscal
year or $5,000; (v) prohibit the Company from redeeming shares of
capital stock; and (vi) require that certain officers and
stockholders of the Company, together with their respective family
members and certain trusts created for the benefits of their
respective children, continue to own shares representing the right to
elect a majority of the directors of the Company.  As of June 28,
2001, the Company was in compliance with all restrictive covenants,
as amended, under the Bank Credit Facility.

NOTE 7 -- LONG-TERM DEBT
------------------------
Long-term debt consists of the following:
                                                            June 28,  June 29,
                                                               2001      2000
                                                            --------  --------
Industrial development bonds, secured by building,
 machinery and equipment with a cost aggregating $8,000     $  7,230  $  7,445
Capitalized lease obligations                                  6,675     7,040
Series A note payable, interest payable quarterly
 at 8.72%, principal payable in semi-annual
 installments of $200                                          1,400     1,800
Series B note payable, interest payable quarterly
 at 9.07%, principal payable in semi-annual
 installments of $300                                          2,100     2,700
Series C note payable, interest payable quarterly
 at 9.07%, principal payable in semi-annual
 installments of $200                                          1,400     1,800
Series D note payable, interest payable quarterly
 at 9.18%, principal payable in semi-annual
 installments of $150                                          1,050     1,350
Series E note payable, interest payable quarterly
 at 7.34%, principal payable in semi-annual
 installments of $400                                          2,800     3,600
Series F notes payable, interest payable quarterly
 at 9.16%, principal payable in semi-annual
 installments ranging from $500 to $475                        4,800     5,800
Note payable, interest payable semi-annually at 8.30%,
 principal  payable in annual installments of
 approximately $1,429                                          7,143     8,571
Note payable, subordinated, interest payable semi-annually
 at 9.38%, principal payable in annual installments of
 $5,000 beginning on September 1, 2003                        15,000    15,000
Arlington Heights facility, first mortgage, principal
 and interest payable at 8.875%, in monthly installments
 of $22 through October 1, 2015                                2,159     2,232
Other                                                             18       143
Current maturities                                           (12,666)   (5,702)
                                                            --------  --------
Total long-term debt                                        $ 39,109  $ 51,779
                                                            ========  ========

JBSS financed the construction of a peanut shelling plant with
industrial development bonds in 1987.  Through May 31, 1992, the bonds
bore interest payable semi-annually at 7%.  On June 1, 1992, the
Company remarketed the bonds, resetting the interest rate at 6%
through May 1997.  On June 1, 1997, the Company remarketed the bonds,
resetting the interest rate at 5.375% through May 2002, and at a
market rate to be determined thereafter.  On June 1, 2002, and on each
subsequent interest reset date for the bonds, the Company is required
to redeem the bonds at face value plus any accrued and unpaid
interest, unless a bondholder elects to retain his or her bonds.  Any
bonds redeemed by the Company at the demand of a bondholder on the
reset date are required to be remarketed by the underwriter of the
bonds on a "best efforts" basis.  The agreement requires the Company
to redeem the bonds in varying annual installments, ranging from $230
to $780 annually through 2017.  The Company is also required to redeem
the bonds in certain other circumstances, for example, within 180 days
after any determination that interest on the bonds is taxable.  The
Company has the option at any time, however, subject to certain
conditions, to redeem the bonds at face value plus accrued interest,
if any.

On September 29, 1992, the Company entered into a long-term financing
facility with a major insurance company (the "Long-Term Financing
Facility") which provided financing to the Company evidenced by
promissory notes in the aggregate principal amount of $14,000 (the
"Initial Financing"). The Initial Financing was comprised of (i) a
$4,000 7.87% Senior Secured Term Note due 2004 (the "Series A Note"),
(ii) a $6,000 8.22% Senior Secured Term Note due 2004 (the "Series B
Note"), and (iii) a $4,000 8.22% Senior Secured Term Note due 2004
(the "Series C Note").  In addition, the Long-Term Financing Facility
included a shelf facility providing for the issuance by the Company of
additional promissory notes with an aggregate original principal
amount of up to $11,000 (the "Shelf Facility"). On January 15, 1993,
the Company borrowed $3,000 under the Shelf Facility evidenced by an
8.33% Senior Secured Term Note due 2004 (the "Series D Note").  On
September 15, 1993, the Company borrowed the remaining $8,000
available under the Shelf Facility evidenced by a 6.49% Senior Secured
Term Note due 2004 (the "Series E Note").

On October 19, 1993, the Long-Term Financing Facility was amended to
provide for an additional shelf facility providing for the issuance by
the Company of additional promissory notes with an aggregate original
principal amount of $10,000 and to terminate and release all liens and
security interests in Company properties.  On June 23, 1994, the
Company borrowed $10,000 under the additional shelf facility evidenced
by an $8,000 8.31% Series F Senior Note due May 15, 2006 (the "Series
F-1 Note") and a $2,000 8.31% Series F Senior Note due May 15, 2006
(the "Series F-2 Note").

Effective January 1, 1997, the interest rates on each promissory note
comprising the Long-Term Financing Facility were increased by 0.85%,
due to the Company not meeting the required ratio of (a) net income
plus interest expense to (b) senior funded debt for the year ended
December 31, 1996.

The Long-Term Financing Facility includes certain restrictive
covenants that, among other things: (i) require the Company to
maintain specified financial ratios; (ii) require the Company to
maintain a minimum tangible net worth; (iii) restrict dividends to a
maximum of 25% of cumulative net income from and after January 1, 1995
to the date the dividend is declared; and (iv) require that certain
officers and stockholders of the Company, together with their
respective family members and certain trusts created for the benefits
of their respective children, continue to own shares representing the
right to elect a majority of the directors of the Company.  As of June
28, 2001, the Company was in compliance with all restrictive
covenants, as amended, under the Long-Term Financing Facility.
On September 12, 1995, the Company borrowed an additional $25,000
under an unsecured long-term financing arrangement (the "Additional
Long-Term Financing").  The Additional Long-Term Financing has a
maturity date of September 1, 2005 and (i) as to $10,000 of the
principal amount thereof, bears interest at an annual rate of 8.30%
and requires annual principal payments of approximately $1,429 through
maturity, and (ii) as to the other $15,000 of the principal amount
thereof (which is subordinated to the Company's other debt
facilities), bears interest at an annual rate of 9.38% and requires
annual principal payments of $5,000 beginning on September 1, 2003
through maturity.

The Additional Long-Term Financing includes certain restrictive
covenants that, among other things: (i) require the Company to
maintain specified financial ratios; (ii) require the Company to
maintain a minimum tangible net worth; and (iii) limit cumulative
dividends to the sum of (a) 50% of the Company's cumulative net income
(or minus 100% of a cumulative net loss) from and after January 1,
1995 to the date the dividend is declared, (b) the cumulative amount
of the net proceeds received by the Company during the same period
from any sale of its capital stock, and (c) $5,000.   As of June 28,
2001, the Company was in compliance with all restrictive covenants, as
amended, under the Additional Long-Term Financing.
Aggregate maturities of long-term debt, excluding capitalized lease
obligations, are as follows for the years ending:

                  June 27, 2002       $12,255
                  June 26, 2003         4,965
                  June 24, 2004         9,973
                  June 30, 2005         8,732
                  June 29, 2006         7,491
                  Subsequent years      1,684
                                      -------
                  Total               $45,100
                                      =======

The accompanying financial statements include the following amounts related
to assets under capital leases:

                                   June 28,     June 29,
                                      2001         2000
                                   --------     --------
Buildings                           $9,520       $9,520
Less:  Accumulated amortization      6,621        6,209
                                   --------     --------
Total                               $2,899       $3,311
                                   ========     ========

Amortization expense aggregated $412 for the year ended June 28, 2001,
$411 for the year ended June 29, 2000, and $412 for the year ended June
24, 1999.

Buildings under capital leases are rented from entities that are owned
by certain directors, officers and stockholders of JBSS.  Future minimum
payments under the leases, together with the related present value, are
summarized as follows for the years ending:

        June 27, 2002                                $ 1,308
        June 26, 2003                                  1,308
        June 24, 2004                                  1,308
        June 30, 2005                                  1,308
        June 29, 2006                                  1,308
        Subsequent years                               5,194
                                                     -------
        Total minimum lease payments                  11,734
        Less:  Amount representing interest            5,059
                                                     -------
        Present value of minimum lease payments      $ 6,675
                                                     =======

JBSS also leases buildings and certain equipment pursuant to agreements
accounted for as operating leases.  Rent expense under these operating
leases aggregated $724, $596 and $620 for the years ended June 28, 2001,
June 29, 2000 and June 24, 1999, respectively. Aggregate noncancelable
lease commitments under these operating leases are as follows for the
years ending:

                  June 27, 2002          $  371
                  June 26, 2003             267
                  June 24, 2004             170
                  June 30, 2005             145
                  June 29, 2006              98
                  Subsequent years            4
                                         ------
                                         $1,055
                                         ======

NOTE 8 -- EMPLOYEE BENEFIT PLANS
--------------------------------
JBSS maintains a contributory plan established pursuant to the
provisions of section 401(k) of the Internal Revenue Code.  The plan
provides retirement benefits for all nonunion employees meeting minimum
age and service requirements. The Company contributes 50% of the amount
contributed by each employee up to certain maximums specified in the
plan.  Total Company contributions to the 401(k) plan were $453, $260
and $165 for the years ended June 28, 2001, June 29, 2000 and June 24,
1999, respectively.

JBSS contributed $98, $101 and $87 for the years ended June 28, 2001,
June 29, 2000 and June 24, 1999, respectively, to multi-employer
union-sponsored pension plans.  JBSS is presently unable to determine
its respective share of either accumulated plan benefits or net assets
available for benefits under the union plans.

NOTE 9 -- TRANSACTIONS WITH RELATED PARTIES
-------------------------------------------
In addition to the related party transactions described in Note 7, JBSS
also entered into transactions with the following related parties:

Purchases
---------
JBSS purchases materials and manufacturing equipment from a company that
is 7.8% owned by the Company's Chairman of the Board and Chief Executive
Officer. The five children of the Company's Chairman of the Board and
Chief Executive Officer own the balance of the entity either directly or
as equal beneficiaries of a trust.  Two of the children are officers of
the Company, and one of the two is also on the Company's Board of
Directors.  Purchases aggregated $5,512, $6,213 and $5,106 for the years
ended June 28, 2001, June 29, 2000 and June 24, 1999, respectively.
Accounts payable aggregated $540 and $388 at June 28, 2001 and June 29,
2000, respectively.  In addition, JBSS leases office and warehouse space
to the entity. Rental income from the entity aggregated $154, $154 and
$138 for the years ended June 28, 2001, June 29, 2000 and June 24, 1999,
respectively.  Accounts receivable aggregated $33 and $15 at June 28,
2001 and June 29, 2000, respectively.

JBSS purchases materials from a company that is 33% owned by an
individual related to the Company's Chairman of the Board and Chief
Executive Officer. Material purchases aggregated $228, $165 and $84 for
the years ended June 28, 2001, June 29, 2000 and June 24, 1999,
respectively. Accounts payable aggregated $9 and $15 at June 28, 2001
and June 29, 2000, respectively.

JBSS purchases supplies from a company that is 33% owned by an
individual related to the Company's Chairman of the Board and Chief
Executive Officer. Material purchases aggregated $290 for the year ended
June 28, 2001. Accounts payable aggregated $38 at June 28, 2001.

JBSS purchases materials from a company that is indirectly owned, in
part, by a member of the JBSS Board of Directors who is not an employee
of the Company.  Material purchases aggregated $38 during the year ended
June 24, 1999 from this company.

Brokerage commissions
---------------------
JBSS paid brokerage commissions of $414 during the year ended June 24,
1999 to a food brokerage company. The president of this company is
related to a former executive officer and director of the Company.

Product purchases and sales
---------------------------
JBSS purchases materials from and sells products to Navarro Pecan
Company, Inc., which is owned 33% by the Company's Chairman of the Board
and Chief Executive Officer.  Material purchases aggregated $408, $387
and $559 for the years ended June 28, 2001, June 29, 2000 and June 24,
1999, respectively.  The Company sold products to the same company
aggregating $1,414, $1,527 and $1,700 for the years ended June 28, 2001,
June 29, 2000 and June 24, 1999, respectively.  Accounts receivable
aggregated $118 and $122 at June 28, 2001 and June 29, 2000,
respectively.

Building space rental
---------------------
JBSS rented office and warehouse space to a company whose president is
related to the Company's Chairman of the Board and Chief Executive
Officer.  Rental income was $14 for the year ended June 24, 1999.

Legal services
--------------
A law firm provides services to JBSS.  A partner of the firm is related
to an outside director of the Company. Legal services aggregated $72 and
$64 for the years ended June 28, 2001 and June 29, 2000, respectively.
Accounts payable aggregated $2 at June 28, 2001.

NOTE 10 -- STOCK OPTION PLANS
-----------------------------
The Company applies Accounting Principles Board Opinion No. 25 and
related Interpretations in accounting for its stock-based compensation
plans.  Had compensation cost for the Company's stock-based compensation
plans been determined based on the fair value at the grant dates for
awards under the plans with the alternative method of Statement of
Financial Accounting Standards No. 123, Accounting for Stock-Based
Compensation, the effect on the Company's net income for the years ended
June 28, 2001, June 29, 2000 and June 24, 1999 would not have been
significant.

In October 1991, JBSS adopted a stock option plan (the "1991 Stock
Option Plan") which became effective on December 10, 1991 and was
terminated early by the Board of Directors on February 28, 1995.
Pursuant to the terms of the 1991 Stock Option Plan, options to purchase
up to 350,000 shares of Common Stock could be awarded to certain
executives and key employees of JBSS and its subsidiaries.  The exercise
price of the options was determined as set forth in the 1991 Stock
Option Plan by the Board of Directors.  The exercise price for the stock
options was at least fair market value with the exception of
nonqualified stock options which had an exercise price equal to at least
33% of the fair market value of the Common Stock on the date of grant.
Except as set forth in the 1991 Stock Option Plan, options expire upon
termination of employment.  All of the options granted were intended to
qualify as incentive stock options within the meaning of Section 422 of
the Internal Revenue Code (the "Code").

The termination of the 1991 Stock Option Plan, effective February 28,
1995, did not affect options granted under the 1991 Stock Option Plan
which remained outstanding as of the effective date of termination.
Accordingly, the unexercised options outstanding under the 1991 Stock
Option Plan at June 28, 2001 will continue to be governed by the terms
of the 1991 Stock Option Plan.

The following is a summary of activity under the 1991 Stock Option Plan:

                                        Number of         Weighted Average
                                          Shares           Exercise Price
                                        ---------         ----------------
 Outstanding at June 25, 1998             209,700              $12.24
 Canceled                                 (14,750)             $12.86
                                        ----------
 Outstanding at June 24, 1999             194,950              $12.19
 Canceled                                 (33,650)             $12.53
                                        ----------
 Outstanding at June 29, 2000             161,300              $12.12
 Canceled                                  (6,400)             $12.09
                                        ----------
 Outstanding at June 28, 2001             154,900              $12.12
                                        ==========

 Options exercisable at June 28, 2001     154,900              $12.12
 Options exercisable at June 29, 2000     161,300              $12.12
 Options exercisable at June 24, 1999     194,950              $12.19

Exercise prices for options outstanding as of June 28, 2001 ranged from
$6.00 to $15.00.  The weighted average remaining contractual life of
those options is 1.3 years.  The options outstanding at June 28, 2001
may be segregated into two ranges, as is shown in the following:

                                        Option Price Per      Option Price Per
                                               Share             Share Range
                                               $6.00            $12.25-$15.00
                                        ----------------      ----------------
 Number of options                            17,850               137,050
 Weighted-average exercise price               $6.00                $12.91
 Weighted-average remaining life (years)         3.5                   1.0
 Number of options exercisable                17,850               137,050
 Weighted average exercise price for
  exercisable options                          $6.00                $12.91


At the Company's annual meeting of stockholders on May 2, 1995, the
Company's stockholders approved, and the Company adopted, effective as of
March 1, 1995, a new stock option plan (the "1995 Equity Incentive Plan")
to replace the 1991 Stock Option Plan.  The 1995 Equity Incentive Plan
was terminated early by the Board of Directors on August 27, 1998.
Pursuant to the terms of the 1995 Equity Incentive Plan, options to
purchase up to 200,000 shares of Common Stock could be awarded to certain
key employees and "outside directors" (i.e. directors who are not
employees of the Company or any of its subsidiaries).  The exercise price
of the options was determined as set forth in the 1995 Equity Incentive
Plan by the Board of Directors.  The exercise price for the stock options
was at least the fair market value of the Common Stock on the date of
grant, with the exception of nonqualified stock options which had an
exercise price equal to at least 50% of the fair market value of the
Common Stock on the date of grant.  Except as set forth in the 1995
Equity Incentive Plan, options expire upon termination of employment or
directorship.  The options granted under the 1995 Equity Incentive Plan
are exercisable 25% annually commencing on the first anniversary date of
grant and become fully exercisable on the fourth anniversary date of
grant.  All of the options granted, except those granted to outside
directors, were intended to qualify as incentive stock options within the
meaning of Section 422 of the Code.

The termination of the 1995 Equity Incentive Plan, effective August 27,
1998, did not affect options granted under the 1995 Equity Incentive Plan
which remained outstanding as of the effective date of termination.
Accordingly, the unexercised options outstanding under the 1995 Equity
Incentive Plan at June 28, 2001 will continue to be governed by the terms
of the 1995 Equity Incentive Plan.
The following is a summary of activity under the 1995 Equity Incentive
Plan:

                                        Number of     Weighted Average
                                          Shares       Exercise Price
                                        ---------     ----------------
Outstanding at June 25, 1998              160,600            $7.73
Canceled                                  (11,100)           $7.51
                                        ---------
Outstanding at June 24, 1999              149,500            $7.75
Canceled                                  (25,300)           $7.74
                                        ---------
Outstanding at June 29, 2000              124,200            $7.75
Canceled                                  (16,600)           $9.04
                                        ---------
Outstanding at June 28, 2001              107,600            $7.58
                                        =========

Options exercisable at June 28, 2001      107,600            $7.58
Options exercisable at June 29, 2000      107,900            $7.97
Options exercisable at June 24, 1999       93,700            $8.08

Exercise prices for options outstanding as of June 28, 2001 ranged from
$6.00 to $10.50.  The weighted average remaining contractual life of
those options is 4.8 years.  The options outstanding at June 28, 2001
may be segregated into two ranges, as is shown in the following:

                                        Option Price Per     Option Price Per
                                          Share Range           Share Range
                                          $6.00-$6.88          $8.25-$10.50
                                        ----------------     ----------------
 Number of options                             64,000               43,600
 Weighted-average exercise price                $6.34                $9.40
 Weighted-average remaining life (years)          5.2                  4.2
 Number of options exercisable                 64,000               43,600
 Weighted average exercise price for
  exercisable options                           $6.34                $9.40


At the Company's annual meeting of stockholders on October 28, 1998, the
Company's stockholders approved, and the Company adopted, effective as
of September 1, 1998, a new stock option plan (the 1998 Equity Incentive
Plan") to replace the 1995 Equity Incentive Plan.  Pursuant to the terms
of the 1998 Equity Incentive Plan, options to purchase up to 350,000
shares of Common Stock could be awarded to certain key employees and
"outside directors" (i.e. directors who are not employees of the Company
or any of its subsidiaries).  The exercise price of the options will be
determined as set forth in the 1998 Equity Incentive Plan by the Board
of Directors.  The exercise price for the stock options must be at least
the fair market value of the Common Stock on the date of grant, with the
exception of nonqualified stock options which have an exercise price
equal to at least 50% of the fair market value of the Common Stock on
the date of grant.  Except as set forth in the 1998 Equity Incentive
Plan options expire upon termination of employment or directorship.  The
options granted under the 1998 Equity Incentive Plan are exercisable 25%
annually commencing on the first anniversary date of grant and become
fully exercisable on the fourth anniversary date of grant.  All of the
options granted, except those granted to outside directors, were
intended to qualify as incentive stock options within the meaning of
Section 422 of the Code.


The following is a summary of activity under the 1998 Equity Incentive
Plan:

                                        Number of      Weighted Average
                                          Shares        Exercise Price
                                        ---------      ----------------
Outstanding at June 25, 1998                  --                 --
Granted                                   49,500              $4.01
                                        ---------
Outstanding at June 24, 1999              49,500              $4.01
Granted                                  153,000              $4.48
Canceled                                  (7,000)             $4.04
                                        ---------
Outstanding at June 29, 2000             195,500              $4.38
Granted                                    3,000              $4.06
Canceled                                 (28,750)             $4.35
                                        ---------
Outstanding at June 28, 2001             169,750              $4.38
                                        =========

Options exercisable at June 28, 2001      50,750              $4.31
Options exercisable at June 29, 2000       6,250              $4.01

NOTE 11 -- LEGAL MATTERS
------------------------
The Company is party to various lawsuits, proceedings and other matters
arising out of the conduct of its business.  It is management's opinion
that the ultimate resolution of these matters will not have a material
adverse effect upon the business, financial condition or results of
operations of the Company.

NOTE 12 -- SUBSEQUENT EVENT - PROPOSED ACQUISITION
-------------------------------------------------
On August 24, 2001 the Company announced that it signed a letter of intent
to acquire all of the outstanding shares of the Navarro Pecan Company, Inc.
("Navarro"). Navarro is one of the largest pecan shellers in the United
States.  The closing, which is expected to occur in the fall of calendar
2001, is contingent upon due diligence, board approval and other
conditions.

Supplementary Quarterly Data
----------------------------
The following unaudited quarterly consolidated financial data are presented
for fiscal 2001 and fiscal 2000.  Quarterly financial results necessarily
rely on estimates and caution is required in drawing specific conclusions
from quarterly consolidated results.

                                 First     Second    Third    Fourth
                                Quarter   Quarter   Quarter  Quarter
                                -------  --------   -------  -------
Year Ended June 28, 2001:
  Net sales                     $86,568  $114,365   $64,011  $76,502
  Gross profit                   13,755    20,653    10,610   13,150
  Income from operations          4,006     9,919     2,340    4,136
  Net income                      1,251     4,776       153    1,415
  Basic and diluted earnings
   per common share             $  0.14  $   0.52   $  0.02  $  0.15

Year Ended June 29, 2000:
  Net sales                     $79,124  $123,328   $51,078  $77,491
  Gross profit                   12,149    22,823     9,453   14,571
  Income from operations          2,778     9,254     2,065    4,500
  Net income                        641     4,575       111    1,430
  Basic and diluted earnings
   per common share             $  0.07  $   0.50   $  0.01  $  0.16


Item 9 -- Changes in and Disagreements with Accountants on Accounting and
          Financial Disclosure
-------------------------------------------------------------------------
There were no disagreements on any matters of accounting principles or
financial statement disclosure with the Company's independent accountants
during the year ended June 28, 2001, the year ended June 29, 2000 or the
year ended June 24, 1999.


                                 PART III
                                 --------
Item 10 -- Directors and Executive Officers of the Registrant
-------------------------------------------------------------
The Sections entitled "Nominees for Election by The Holders of Common
Stock" and "Nominees for Election by The Holders of Class A Stock" of the
Company's Proxy Statement for the 2001 Annual Meeting and filed pursuant to
Regulation 14A are incorporated herein by reference.  Information relating
to the executive officers of the Company is included immediately after Part
I of this Report.

Item 11 -- Executive Compensation
---------------------------------
The Sections entitled "Compensation of Directors and Executive Officers",
"Committees and Meetings of the Board of Directors" and "Compensation
Committee Interlocks, Insider Participation and Certain Transactions" of
the Company's Proxy Statement for the 2001 Annual Meeting are incorporated
herein by reference.

Item 12 -- Security Ownership of Certain Beneficial Owners and
           Management
--------------------------------------------------------------
The Section entitled "Security Ownership of Certain Beneficial Owners and
Management" of the Company's Proxy Statement for the 2001 Annual Meeting is
incorporated herein by reference.

Item 13 -- Certain Relationships and Related Transactions
---------------------------------------------------------
The Sections entitled "Executive Compensation" and "Compensation Committee
Interlocks, Insider Participation and Certain Transactions" of the
Company's Proxy Statement for the 2001 Annual Meeting are incorporated
herein by reference.

                                  PART IV
                                  -------
Item 14 -- Exhibits, Financial Statement Schedules and Reports on Form 8-K
--------------------------------------------------------------------------
    (a)(1)   Financial Statements
    -----------------------------
The following financial statements of the Company are included in
Part II, Item 8 of this Report:

     Report of Independent Accountants
     Consolidated Balance Sheets as of June 28, 2001 and June 29, 2000
     Consolidated Statements of Operations for the Year Ended June
       28, 2001, the Year Ended June 29, 2000 and the Year Ended June
       24, 1999
     Consolidated Statements of Stockholders' Equity for the Year
       Ended June 28, 2001, the Year Ended June 29, 2000 and the
       Year Ended June 24, 1999
     Consolidated Statements of Cash Flows for the Year Ended June
       28, 2001, the Year Ended June 29, 2000 and the Year Ended
       June 24, 1999
     Notes to Consolidated Financial Statements


       (2)  Financial Statement Schedules
       ----------------------------------
The following information included in this Report is filed as a
part hereof:

     Report of Independent Accountants on Financial Statement Schedule
     Schedule II -- Valuation and Qualifying Accounts and Reserves

All other schedules are omitted because they are not applicable or the
required information is shown in the Consolidated Financial Statements
or Notes thereto.

       (3)  Exhibits
       -------------
The exhibits required by Item 601 of Regulation S-K and filed
herewith are listed in the Exhibit Index which follows the signature page
and immediately precedes the exhibits filed.

    (b)  Reports on Form 8-K
    ------------------------
None filed during the quarter ended June 28, 2001.

    (c)  Exhibits
    -------------
See Item 14(a)(3) above.

    (d)  Financial Statement Schedules
    ----------------------------------
See Item 14(a)(2) above.

                               SIGNATURES
                               ----------


Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


Date:  September 17, 2001            JOHN B. SANFILIPPO & SON, INC.

                                     By:/s/ Jasper B. Sanfilippo
                                        ------------------------
					Jasper B. Sanfilippo
					Chairman of the Board
					and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant in the capacities and on the dates
indicated.

         Name                       Title                         Date
------------------------   ------------------------------    ------------------
/s/ Jasper B. Sanfilippo   Chairman of the Board and         September 17, 2001
------------------------    Chief Executive Officer and
Jasper B. Sanfilippo        Director (Principal Executive
                            Officer)

/s/ Michael J. Valentine   Executive Vice President Finance, September 17, 2001
------------------------    Chief Financial Officer and
Michael J. Valentine        Secretary and Director
                            (Principal Financial Officer)

/s/ William R. Pokrajac    Vice President of Finance and     September 17, 2001
-----------------------     Controller (Principal
William R. Pokrajac         Accounting Officer)


/s/ Mathias A. Valentine   Director                          September 17, 2001
------------------------
Mathias A. Valentine

/s/ Jim R. Edgar           Director                          September 17, 2001
----------------
Jim R. Edgar

/s/ John W.A. Buyers       Director                          September 17, 2001
--------------------
John W.A. Buyers

/s/ Timothy R. Donovan     Director                          September 17, 2001
----------------------
Timothy R. Donovan

/s/ Jeffrey T. Sanfilippo  Director                          September 17, 2001
-------------------------
Jeffrey T. Sanfilippo


                  Report of Independent Accountants on
                      Financial Statement Schedule
                  ------------------------------------

To the Board of Directors
of John B. Sanfilippo & Son, Inc.

Our audits of the consolidated financial statements referred
to in our report dated August 15, 2001 appearing on page 23
of this Form 10-K also included an audit of the Financial
Statement Schedule listed in Item 14(a)(2) of this Form 10-K.
In our opinion, the Financial Statement Schedule
presents fairly, in all material respects, the information
set forth therein when read in conjunction with the related
consolidated financial statements.

/s/ PricewaterhouseCoopers LLP
------------------------------
PricewaterhouseCoopers LLP
Chicago, Illinois
August 15, 2001


                      JOHN B. SANFILIPPO & SON, INC.
                              SCHEDULE II
		VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

            For the year ended June 28, 2001, the year ended June 29,
                      2000 and the year ended June 24, 1999.
                             (Dollars in thousands)

                                Balance at
                                 Beginning                        Balance at
Description                      of Period Additions Deductions End of Period
                                ---------- --------- ---------- -------------
June 28, 2001
-------------
Allowance for doubtful accounts     $769       $ 13      $(392)      $390

June 29, 2000
-------------
Allowance for doubtful accounts     $660       $201      $ (92)      $769

June 24, 1999
-------------
Allowance for doubtful accounts     $846       $  9      $(195)      $660



                          JOHN B. SANFILIPPO & SON, INC.
                                  EXHIBIT INDEX
                     (Pursuant to Item 601 of Regulation S-K)


Exhibit
Number                         Description
-------    ---------------------------------------------------------------
  1        Not applicable

  2        Not applicable

  3.1      Restated Certificate of Incorporation of Registrant(2)

  3.2      Certificate of Correction to Restated Certificate(2)

  3.3      Bylaws of Registrant(1)

  4.1      Specimen Common Stock Certificate(3)

  4.2      Specimen Class A Common Stock Certificate(3)

  4.3      Second Amended and Restated Note Agreement by and between the
           Registrant and The Prudential Insurance Company of America
           ("Prudential") dated January 24, 1997 (the "Long-Term Financing
           Facility")(18)

  4.4      7.87% Series A Senior Note dated September 29, 1992 in the
           original principal amount of $4.0 million due August 15, 2004
           executed by the Registrant in favor of Prudential(5)

  4.5      8.22% Series B Senior Note dated September 29, 1992 in the
           original principal amount of $6.0 million due August 15, 2004
           executed by the Registrant in favor of Prudential(5)

  4.6      8.22% Series C Senior Note dated September 29, 1992 in the
           original principal amount of $4.0 million due August 15, 2004
           executed by the Registrant in favor of Prudential(5)

  4.7      8.33% Series D Senior Note dated January 15, 1993 in the original
           principal amount of $3.0 million due August 15, 2004 executed by
           the Registrant in favor of Prudential(6)

  4.8      6.49% Series E Senior Note dated September 15, 1993 in the
           original principal amount of $8.0 million due August 15, 2004
           executed by the Registrant in favor of Prudential(9)

  4.9      8.31% Series F Senior Note dated June 23, 1994 in the original
           principal amount of $8.0 million due May 15, 2006 executed by the
           Registrant in favor of Prudential(10)

  4.10     8.31% Series F Senior Note dated June 23, 1994 in the original
           principal amount of $2.0 million due May 15, 2006 executed by the
           Registrant in favor of Prudential(10)

  4.11     Amended and Restated Guaranty Agreement dated as of October 19,
           1993 by Sunshine in favor of Prudential(8)

  4.12     Amendment to the Second Amended and Restated Note Agreement dated
           May 21, 1997 by and among Prudential, Sunshine and the
           Registrant(19)

  4.13     Amendment to the Second Amended and Restated Note Agreement dated
           March 31, 1998 by and among Prudential, the Registrant, Sunshine,
           and Quantz Acquisition Co., Inc. ("Quantz") (20)

  4.14     Guaranty Agreement dated as of March 31, 1998 by JBS
           International, Inc. ("JBSI") in favor of Prudential(20)

  4.15     Amendment and Waiver to the Second Amended and Restated Note
           Agreement dated February 5, 1999 by and among Prudential, the
           Registrant, Sunshine, JBSI and Quantz(23)

  4.16     Note Purchase Agreement dated as of August 30, 1995 between the
           Registrant and Teachers Insurance and Annuity Association of
           America ("Teachers")(15)

  4.17     8.30% Senior Note due 2005 in the original principal amount of
           $10.0 million, dated September 12, 1995 and executed by the
           Registrant in favor of Teachers(15)

  4.18     9.38% Senior Subordinated Note due 2005 in the original principal
           amount of $15.0 million, dated September 12, 1995 and executed by
           the Registrant in favor of Teachers(15)

  4.19     Guaranty Agreement dated as of August 30, 1995 by Sunshine in
           favor of Teachers (Senior Notes)(15)

  4.20     Guaranty Agreement dated as of August 30, 1995 by Sunshine in
           favor of Teachers (Senior Subordinated Notes)(15)

  4.21     Amendment, Consent and Waiver, dated as of March 27, 1996, by and
           among Teachers, Sunshine and the Registrant(17)

  4.22     Amendment No. 2 to Note Purchase Agreement dated as of January
           24, 1997 by and among Teachers, Sunshine and the Registrant(18)

  4.23     Amendment to Note Purchase Agreement dated May 19, 1997 by and
           among Teachers, Sunshine and the Registrant(20)

  4.24     Amendment No. 3 to Note Purchase Agreement dated as of March 31,
           1998 by and among Teachers, Sunshine, Quantz and the Registrant(20)

  4.25     Guaranty Agreement dated as of March 31, 1998 by JBSI in favor of
           Teachers (Senior Notes)(20)

  4.26     Guaranty Agreement dated as of March 31, 1998 by JBSI in favor of
           Teachers (Senior Subordinated Notes)(20)

  4.27     Amendment and Waiver to Note Purchase Agreement dated February 5,
           1999 by and among Teachers, Sunshine, Quantz, JBSI and the
           Registrant(23)

  4.28     Amendment and waiver to Note Purchase Agreement dated October 26,
           1999 between Teachers and the Registrant(24)

  5-9      Not applicable

 10.1      Certain documents relating to $8.0 million Decatur County-
           Bainbridge Industrial Development Authority Industrial Development
           Revenue Bonds (John B. Sanfilippo & Son, Inc. Project) Series 1987
           dated as of June 1, 1987(1)

 10.2      Industrial Building Lease dated as of October 1, 1991 between
           JesCorp., Inc. and LNB, as Trustee under Trust Agreement dated
           March 17, 1989 and known as Trust No. 114243(14)

 10.3      Industrial Building Lease (the "Touhy Avenue Lease") dated
           November 1, 1985 between Registrant and LNB, as Trustee under
           Trust Agreement dated September 20, 1966 and known as Trust
           No. 34837(11)

 10.4      First Amendment to the Touhy Avenue Lease dated June 1, 1987(11)

 10.5      Second Amendment to the Touhy Avenue Lease dated December 14,
           1990(11)

 10.6      Third Amendment to the Touhy Avenue Lease dated September 1,
           1991(16)

 10.7      Industrial Real Estate Lease (the "Lemon Avenue Lease") dated
           May 7, 1991 between Registrant, Majestic Realty Co. and Patrician
           Associates, Inc.(1)

 10.8      First Amendment to the Lemon Avenue Lease dated January 10,
           1996(17)

 10.9      Mortgage, Assignment of Rents and Security Agreement made on
           September 29, 1992 by LaSalle Trust, not personally but as
           Successor Trustee under Trust Agreement dated February 7, 1979
           and known as Trust Number 100628 in favor of the Registrant
           relating to the properties commonly known as 2299 Busse Road and
           1717 Arthur Avenue, Elk Grove Village, Illinois(5)

 10.10     Industrial Building Lease dated June 1, 1985 between Registrant
           and LNB, as Trustee under Trust Agreement dated February 7, 1979
           and known as Trust No. 100628(1)

 10.11     First Amendment to Industrial Building Lease dated September 29,
           1992 by and between the Registrant and LaSalle Trust, not
           personally but as Successor Trustee under Trust Agreement dated
           February 7, 1979 and known as Trust Number 100628(5)

 10.12     Second Amendment to Industrial Building Lease dated March 3, 1995
           by and between the Registrant and LaSalle Trust, not personally
           but as Successor Trustee under Trust Agreement dated February 7,
           1979 and known as Trust Number 100628(12)

 10.13     Third Amendment to Industrial Building Lease dated August 15,
           1998 by and between the Registrant and LaSalle Trust, not
           personally but as Successor Trustee under Trust Agreement dated
           February 7, 1979 and known as Trust Number 100628(21)

 10.14     Ground Lease dated January 1, 1995 between the Registrant and
           LaSalle Trust, not personally but as Successor Trustee under Trust
           Agreement dated February 7, 1979 and known as Trust Number
           100628(12)

 10.15     Party Wall Agreement, dated March 3, 1995 between the Registrant,
           LaSalle Trust, not personally but as Successor Trustee under
           Trust Agreement dated February 7, 1979 and known as Trust Number
           100628, and the Arthur/Busse Limited Partnership(12)

 10.16     Secured Promissory Note in the amount of $6,223,321.81 dated
           September 29, 1992 executed by Arthur/Busse Limited Partnership
           in favor of the Registrant(5)

 10.17     Tax Indemnification Agreement between Registrant and certain
           Stockholders of Registrant prior to its initial public offering(2)

*10.18     Indemnification Agreement between Registrant and certain
           Stockholders of Registrant prior to its initial public offering(2)

*10.19     The Registrant's 1991 Stock Option Plan(1)

*10.20     First Amendment to the Registrant's 1991 Stock Option Plan(4)

*10.21     John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
           Number One among John E. Sanfilippo, as trustee of the Jasper
           and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990,
           Jasper B. Sanfilippo, Marian R. Sanfilippo and Registrant, and
           Collateral Assignment from John E. Sanfilippo as trustee of the
           Jasper and Marian Sanfilippo Irrevocable Trust, dated September
           23, 1990, as assignor, to Registrant, as assignee(7)

*10.22     John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
           Number Two among Michael J. Valentine, as trustee of the
           Valentine Life Insurance Trust, dated May 15, 1991, Mathias
           Valentine, Mary Valentine and Registrant, and Collateral
           Assignment from Michael J. Valentine, as trustee of the Valentine
           Life Insurance Trust, dated May 15, 1991, as assignor, and
           Registrant, as assignee(7)

 10.23     Outsource Agreement between the Registrant and Preferred
           Products, Inc. dated January 19, 1995 [CONFIDENTIAL TREATMENT
           REQUESTED](12)

 10.24     Letter Agreement between the Registrant and Preferred Products,
           Inc. dated February 24, 1995, amending the Outsource Agreement
           dated January 19, 1994 [CONFIDENTIAL TREATMENT REQUESTED](12)

*10.25     The Registrant's 1995 Equity Incentive Plan(13)

 10.26     Promissory Note (the "ILIC Promissory Note") in the original
           principal amount of $2.5 million, dated September 27, 1995 and
           executed by the Registrant in favor of Indianapolis Life Insurance
           Company ("ILIC")(16)

 10.27     First Mortgage and Security Agreement (the "ILIC Mortgage") by
           and between the Registrant, as mortgagor, and ILIC, as mortgagee,
           dated September 27, 1995, and securing the ILIC Promissory Note
           and relating to the property commonly known as 3001 Malmo Drive,
           Arlington Heights, Illinois(16)

 10.28     Assignment of Rents, Leases, Income and Profits dated September
           27, 1995, executed by the Registrant in favor of ILIC and relating
           to the ILIC Promissory Note, the ILIC Mortgage and the Arlington
           Heights facility(16)

 10.29     Environmental Risk Agreement dated September 27, 1995, executed
           by the Registrant in favor of ILIC and relating to the ILIC
           Promissory Note, the ILIC Mortgage and the Arlington Heights
           facility(16)

 10.30     Credit Agreement dated as of March 31, 1998 among the Registrant,
           Sunshine, Quantz, JBSI, U.S. Bancorp Ag Credit, Inc. ("USB") as
           Agent, Keybank National Association ("KNA"), and LNB(20)

 10.31     Revolving Credit Note in the principal amount of $35.0 million
           executed by the Registrant, Sunshine, Quantz and JBSI in favor of
           USB, dated as of March 31, 1998(20)

 10.32     Revolving Credit Note in the principal amount of $15.0 million
           executed by the Registrant, Sunshine, Quantz and JBSI in favor of
           KNA, dated as of March 31, 1998(20)

 10.33     Revolving Credit Note in the principal amount of $20.0 million
           executed by the Registrant, Sunshine, Quantz and JBSI in favor of
           LSB, dated as of March 31, 1998(20)

*10.34     The Registrant's 1998 Equity Incentive Plan(22)

*10.35     First Amendment to the Registrant's 1998 Equity Incentive Plan(26)

 10.36     Second Amendment to Credit Agreement dated May 10, 2000 by and
           among the Registrant, JBSI, USB as Agent, LNB and SunTrust
           Bank, N.A. (replacing KNA)(25)

 11-20     Not applicable

 21        Subsidiaries of the Registrant

 22        Not applicable

 23        Consent of PricewaterhouseCoopers LLP

24-99      Not applicable



(1)  Incorporated by reference to the Registrant's Registration
Statement on Form S-1, Registration No. 33-43353, as filed
with the Commission on October 15, 1991 (Commission File No.
0-19681).

(2)  Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1991
(Commission File No. 0-19681).

(3)  Incorporated by reference to the Registrant's Registration
Statement on Form S-1 (Amendment No. 3), Registration No. 33-
43353, as filed with the Commission on November 25, 1991
(Commission File No. 0-19681).

(4)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the second quarter ended June 25, 1992
(Commission File No. 0-19681).

(5)  Incorporated by reference to the Registrant's Current Report
on Form 8-K dated September 29, 1992 (Commission File No. 0-19681).

(6)  Incorporated by reference to the Registrant's Current Report
on Form 8-K dated January 15, 1993 (Commission File No. 0-19681).

(7)  Incorporated by reference to the Registrant's Registration
Statement on Form S-1, Registration No. 33-59366, as filed
with the Commission on March 11, 1993 (Commission File No. 0-19681).

(8)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the third quarter ended September 30, 1993
(Commission File No. 0-19681).

(9)  Incorporated by reference to the Registrant's Current Report
on Form 8-K dated September 15, 1993 (Commission file No. 0-19681).

(10) Incorporated by reference to the Registrant's Current Report
and Form 8-K dated June 23, 1994 (Commission File No. 0-19681).

(11) Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1993
(Commission File No. 0-19681).

(12) Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1994
(Commission File No. 0-19681).

(13) Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the first quarter ended March 30, 1995
(Commission File No. 0-19681).

(14) Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the second quarter ended June 29, 1995
(Commission File No. 0-19681).

(15) Incorporated by reference to the Registrant's Current Report
on Form 8-K dated September 12, 1995 (Commission File No. 0-19681).

(16) Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the third quarter ended September 28, 1995
(Commission file No. 0-19681).

(17) Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1995
(Commission file No. 0-19681).

(18) Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1996 (Commission
file No. 0-19681).

(19) Incorporated by reference to the Registrant's Current
Report on Form 8-K dated May 21, 1997 (Commission file
No. 0-19681).

(20)  Incorporated by reference to the Registrant's Quarterly
Report on Form 10-Q for the third quarter ended March 26, 1998
(Commission file No. 0-19681).

(21)  Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended June 25, 1998 (Commission
file No. 0-19681).

(22)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the first quarter ended September 24, 1998
(Commission file No. 0-19681).

(23)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the second quarter ended December 24, 1998
(Commission file No. 0-19681).

(24)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the first quarter ended September 23, 1999
(Commission file No. 0-19681).

(25)  Incorporated by reference to the Registrant's Annual Report on
Form 10-K for the fiscal year ended June 29, 2000
(Commission file No. 0-19681).

(26)  Incorporated by reference to the Registrant's Quarterly Report
on Form 10-Q for the second quarter ended December 28, 2000
(Commission file No. 0-19681).


   *  Indicates a management contract or compensatory plan or
      arrangement required to be filed as an exhibit to
      this form pursuant to Item 14(c).


John B. Sanfilippo & Son, Inc. will furnish any of the above
exhibits to its stockholders upon written request addressed to the
Secretary at the address given on the cover page of this Form 10-K.
The charge for furnishing copies of the exhibits is $.25 per
page, plus postage.



</TEXT>
</DOCUMENT>
