Exhibit 10.11


                            WAGE CONTINUATION PLAN


      Cal-Maine Foods, Inc., a Delaware Corporation,  (hereinafter referred to
as "the Corporation"),  has established under the date of January 14, 1999, by
appropriate  resolution of its Board of Directors,  a Wage Continuation  Plan,
(hereinafter  referred to as "the  Plan"),  for the benefit of Stephen  Storm,
Charles  F.   Collins  and  Bob  Scott   (hereinafter   referred  to  as  "the
Participants").

      WHEREAS,  the  services  of  the  Participants,   their  experience  and
knowledge  of  the  egg  industry,  its  practice  and  procedures  and  their
reputation and contacts in the agricultural  community are extremely  valuable
to the Corporation; and

      WHEREAS, they not only devote their full time to the Corporation and are
key employees contributing to its success but also, as professional employees,
have duties and  responsibilities  that  constitute a unique and vital role in
the well-being of the Corporation's business; and

      WHEREAS,  it is the desire of the Corporation to assure the Participants
of a reasonable  income at the time of normal  retirement  in order that their
minds may be free to concentrate on his work for the Corporation; and

      WHEREAS,  the  Corporation  desires the  Participant's  to remain in its
service  and wished to receive  the  benefit of their  knowledge,  experience,
reputation and contacts, and

      WHEREAS,  to retain  the  Participants'  services,  the  Corporation  is
willing to implement, in addition to their ordinary compensation, an incentive
compensation continuation plan;

      NOW,  THEREFORE,  to accomplish the foregoing  desires,  the Corporation
hereby established the following Wage Continuation Plan:


                                   ARTICLE I
                         EMPLOYEES COVERED BY THE PLAN

      1.01  Employees  covered by this Plan shall  include Bob Scott,  Charles
Collins and Steve Storm.

      1.02  An employee shall be deemed  employed on a full-time basis for the
purposes of this Plan if he  customarily  works,  or is  expected to work,  at
least  nine (9)  months in each year and at least  thirty  (30)  hours in each
week.


                                  ARTICLE II
                            BENEFITS TO PARTICIPANT

      2.01  The  Corporation  agrees  to pay to  each  participant  the sum of
Twenty Thousand Dollars  ($20,000) per year, to be paid on a monthly basis for
up to a maximum of ten (10) years following the sixty-fifth (65th) birthday of
a Participant, or a portion of such ten (10) year period computed as follows:


<PAGE>

            (a)   For the  purposes of this Plan,  the period of time  between
January 14,  1999,  and  sixty-fifth  (65th)  birthday of the  Participant  is
designated "the Employment Period."

            (b)   For each ten  percent  (10%),  or fraction  thereof,  of the
Employment  Period during which a Participant  is a full-time  employee of the
Corporation,  the Corporation  agrees to pay the Participant one (1) full year
of deferred  compensation in the amount of  Twenty-Thousand  Dollars ($20,000)
per year, payable monthly.

            (c)   In the event of the death of a Participant prior to the time
the  Participant   has  received  all  deferred   compensation  to  which  the
Participant is entitled under the terms of this Plan, the remaining amount due
the  Participant,  but unpaid at the time of his  death,  shall be paid to the
Participant's  estate  at the same  rate and in the same  manner  as such sums
would have been paid to the  participant  had he lived until all  payments due
hereunder had been made.


                                  ARTICLE III
                                FUNDING OF PLAN

      3.01  The  Corporation's  obligation  to pay the  Participant  under the
terms hereof shall be discharged by payments from general  working  capital or
other assets of the Corporation.


                                  ARTICLE IV
                           DISABILITY OF PARTICIPANT

      4.01  In the event a  Participant  shall  become  unable to perform  his
duties as an employee  of the  Corporation,  the  employee  shall  continue to
accrue benefits  hereunder for a maximum period of twelve (12) months as if he
were a full-time employee,  whether such period of disability is continuous or
involves two (2) or more shorter periods.


                                   ARTICLE V
                              PAYMENT OF BENEFITS

      5.01  The Participants will achieve age sixty-five (65) on the following
date:

                        Bob Scott                     5-7-05
                        Charles Collins             12-17-08
                        Steve Storm                  2-25-13

      5.02  Without further notice or demand, the Corporation shall pay to the
Participant  the benefits to which the Participant is entitled under the terms
hereof commencing on the date specified below for the Participant:

                        Bob Scott                   6-1-05
                        Charles Collins             1-1-09
                        Steve Storm                 3-1-13


<PAGE>

      5.03  All payments made hereunder  shall be subject to such  withholding
as may be required to comply  with the then  applicable  federal or state laws
and regulations.


                                  ARTICLE VI
                              TERMS OF EMPLOYMENT

      6.01  Nothing  contained  herein shall  obligate,  nor shall any term or
condition  herein be construed as obligating,  the Corporation to continue the
employment of the Participant for any specified period. The right is expressly
reserved to the  Corporation to terminate the employment of the Participant in
accordance  with the normal  practices  of the  Corporation.  In the event the
employment  of  the  Participant  is  terminated,  either  by  action  of  the
Corporation  or by the  resignation or other removal of the  Participant,  the
Participant shall be entitled to receive,  at the times and in accordance with
the terms  hereinbefore  set forth,  such benefits  hereunder as may have been
earned up to the time of such termination of employment.


                                  ARTICLE VII
                                EFFECTIVE DATE

      7.01  The effective date of this Plan is January 14, 1999.


                                 ARTICLE VIII
                               NON-ASSIGNABILITY

      8.01  This  Plan  and the  rights,  interests  and  benefits  receivable
hereunder  from the general assets of the  Corporation  shall not be assigned,
transferred,  pledged,  sold,  conveyed  or  encumbered  in  any  way  by  the
Participant  and shall not be  subject  to  execution,  attachment  or similar
process.  Any attempted  sale,  conveyance,  transfer,  assignment,  pledge or
encumbrance of this Plan or of such rights,  interests and benefits  hereunder
contrary to the foregoing provisions, or the levy of any attachment of similar
process thereupon, shall be null and void and without effect.


                                  ARTICLE IX
                    NAMED FIDUCIARY AND PLAN ADMINISTRATOR

      9.01  The  Chief   Executive   Officer  of  the  Corporation  is  hereby
designated as the named fiduciary of this Plan, in accordance with ERISA,  and
shall  serve in such  capacity  until  resignation  or removal by the Board of
Directors  and  appointment  of a successor by duly adopted  resolution of the
Board of Directors.

      9.02  The named fiduciary shall have the authority to control and manage
the operation and  administration of this Plan.  However,  the named fiduciary
may allocate his responsibilities for the operation and administration of this
Plan,  including the  designation of persons who are not named  fiduciaries to
carry out fiduciary responsibilities.

      9.03  The named fiduciary is hereby designated as the plan administrator
of this Plan.


<PAGE>

                                   ARTICLE X
                                 COMMUNICATION

      10.01 A copy of this Plan shall be given to each Participant.

      IN WITNESS WHEREOF,  the Corporation has caused this Plan to be executed
in its corporate name and by the corporate  officer  thereunto duly authorized
as of the day and year first above written. CAL-MAINE FOODS, INC.

                                                   BY: /s/FRED ADAMS, JR.
                                                       ------------------
                                                       Fred Adams, Jr.
                                                       Chief Executive Officer


<PAGE>

                             CONSENT OF DIRECTORS

      The undersigned,  being all of the members of the Executive Committee of
Cal-Maine Foods,  Inc., a Delaware  corporation,  acting by written consent in
lieu  of  a  special  called  meeting  of  the  Executive  Committee  of  said
corporation,  pursuant to the provisions and requirements of Section 141(f) of
the General  Corporation  Law of the State of  Delaware,  do hereby  adopt the
following  resolution,  to-wit: BE IT RESOLVED that the Wage Continuation Plan
for Charles Collins,  Steve Storm and Bob Scott, a copy of which is annexed to
this  resolution,  and which  becomes part  hereof,  shall be, and the same is
hereby, adopted.

      BE IT FURTHER  RESOLVED  that the proper and  necessary  officers of the
      corporation be and they are hereby authorized, empowered and directed to
      do and perform any and all acts and deeds  necessary  to enact and carry
      out the Plan on behalf of the corporation.

      BE IT FURTHER  RESOLVED that in carrying out their direction  hereunder,
      the  officers  of the  corporation  shall be and are hereby  directed to
      conform  to the  applicable  retirement  requirements  of  the  Internal
      Revenue Code as such may be amended from time to time.

      BE IT FURTHER  RESOLVED  that the  corporation  will  indemnify and hold
      harmless  any  employee or director of the  corporation  who serves as a
      named fiduciary of the Plan and any other of its employees and directors
      serving  the Plan in a  fiduciary  capacity  from any and all claims and
      liabilities, including the cost of defending such claims or liabilities,
      arising out of the  performance of such fiduciary  duties to the maximum
      extent permitted by law and may keep and maintain liability insurance in
      force  for the  protection  of such  fiduciaries  and  the  Plan,  which
      insurance  shall  include a waiver  by the  insurer  of its  subrogation
      rights with respect to claims against fiduciaries.

      IN WITNESS  WHEREOF,  the  undersigned  have  executed  this Consent and
adopted the above and  foregoing  resolution  effective  as of the 14th day of
January, 1999.

                                                     /s/FRED ADAMS, JR.
                                                     ------------------
                                                     Fred Adams, Jr.

                                                     /s/R. K. LOOPER
                                                     ---------------
                                                     R. K. Looper

                                                     /s/B. J. RAINES
                                                     ---------------
                                                     B. J. Raines

                                                     /s/DOLPH BAKER
                                                     --------------
                                                     Dolph Baker