Ruddick (RDK)

ITEM 1.01. ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT.

On December 20, 2007, Ruddick Corporation (the “Registrant”) entered into a new Credit Agreement (the “Credit Agreement”), dated as of December 20, 2007, by and among Registrant, as Borrower, Wachovia Bank, National Association (“Wachovia”), Branch Banking and Trust Company (“BB&T”), Regions Bank (“Regions”), Bank of America, N.A. (“BofA”), JPMorgan Chase Bank, N.A. (“JPMorgan”), RBC Centura (“RBC”), CoBank, ACB (“CoBank”), AgFirst Farm Credit Bank (“AgFirst”), U.S. AgBank, FCB (“AgBank”), Farm Credit Bank of Texas (“Bank of Texas”) and GreenStone Farm Credit Services, ACA (“Greenstone” and, together with Wachovia, BB&T, Regions, BofA, JPMorgan, RBC, CoBank, AgFirst, AgBank, and Bank of Texas, the “Lenders”), and Wachovia, as administrative agent for the Lenders. Under the terms of the Credit Agreement, the Lenders will make available a five-year revolving credit facility in the aggregate amount of up to $350 million (the “Revolving Credit Facility”) and a non-amortizing term loan of $100 million (the “Term Loan”) due December 20, 2012. The Credit Agreement provides for the optional increase of the Revolving Credit Facility by an additional amount of up to $100 million and two 1-year maturity extension options, both of which require consent of the lenders.

Borrowings under the Revolving Credit Facility and the Term Loan will bear interest, at Registrant’s option, at (a) a base rate, as determined by reference to rates on federal funds transactions with members of the Federal Reserve System or the prime rate in effect on the interest determination date, (b) LIBOR Market Index Rate or (c) LIBOR Rate, each plus an applicable margin depending upon Registrant’s consolidated leverage ratio and as determined by the administrative agent in accordance with the terms of the Credit Agreement. The Credit Agreement requires Registrant to maintain a consolidated fixed charge ratio of at least 1.5 to 1 and a consolidated leverage ratio of no more than 4.0 to 1. The Credit Agreement contains representations and warranties and events of default that are customary for this type of transaction.

The description in this Item 1.01 is qualified in its entirety by reference to the Credit Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K.