<PAGE>
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                            ------------------------
                               AMENDMENT NO. 1 TO
                                   FORM 10-K
                                ---------------
 
           /X/  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
 
                    FOR THE FISCAL YEAR ENDED JUNE 28, 1997
 
                                       OR
 
         / /  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 0-8105
                            ------------------------
 
                              RYKOFF-SEXTON, INC.
 
             (Exact name of registrant as specified in its charter)
                            ------------------------
 
<TABLE>
<S>                              <C>
           DELAWARE                 95-2134693
 (State or other jurisdiction    (I.R.S. Employer
              of                  Identification
incorporation or organization)         No.)
 
     613 BALTIMORE DRIVE              18702
EAST MOUNTAIN CORPORATE CENTER      (Zip Code)
  WILKES-BARRE, PENNSYLVANIA
    (Address of principal
      executive offices)
</TABLE>
 
       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (717) 831-7500
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
 
<TABLE>
<CAPTION>
  TITLE OF EACH CLASS            NAME OF EACH EXCHANGE ON WHICH REGISTERED
<S>                       <C>
      Common Stock                        New York Stock Exchange
    Preferred Stock
    Purchase Rights                       New York Stock Exchange
</TABLE>
 
        SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE
 
    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.  / /
 
    The aggregate market value of the voting stock of the registrant held by
non-affiliates of the registrant, based on the closing price of such stock on
the New York Stock Exchange on August 29, 1997 was $432,628,273. At August 31,
1997, 28,249,077 shares of the registrant's common stock were outstanding.
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

<PAGE>


NOTE FIFTEEN -- SUPPLEMENTAL FINANCIAL INFORMATION

The following represents summarized combined financial information of the 
guarantor subsidiaries of the 8-7/8% Notes (see Note Five).


                                                                    AS OF
                         FISCAL 1997                            JUNE 28, 1997
                         -----------                            -------------
                        (in thousands)                          (in thousands)
Net sales                 $2,669,878    Current assets             $208,276
Cost of sales              2,163,408    Noncurrent assets           610,936
Net income                     3,218    Current liabilities         274,625
                                        Noncurrent liabilities      495,467

<PAGE>
                                   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:  December 12, 1997        RYKOFF-SEXTON, INC.
 
                                /S/ MARK VAN
                                STEKELENBURG
                                --------------------------
                                Mark Van Stekelenburg
                                Chairman and Chief
                                Executive Officer
                                (Principal Executive
                                Officer)
 
                                /s/ RICHARD J. MARTIN
                                --------------------------
                                Richard J. Martin
                                Executive Vice President
                                and Chief
                                Financial Officer
                                (Principal Financial
                                Officer)
 
                                /s/ CHRISTOPHER MELLON
                                --------------------------
                                Christopher Mellon
                                Vice President and
                                Controller
                                (Principal Accounting
                                Officer)
 
                                       
<PAGE>

                                         EXHIBIT INDEX
<TABLE>
<CAPTION>
<S>        <C>        <C>
               2.1.1  Agreement and Plan of Merger, dated as of June 30, 1997, by and
                      among JP Foodservice, Inc., Hudson Acquisition Corp. and
                      Rykoff-Sexton, Inc. (incorporated by reference from Rykoff-Sexton,
                      Inc.'s Current Report on Form 8-K dated June 30, 1997 (the "June
                      1997 8-K"))
 
               2.1.2  Amendment No. 1 to Agreement and Plan of Merger, dated as of
                      September 3, 1997, by and among Rykoff-Sexton, Inc., JP
                      Foodservice, Inc. and Hudson Acquisition Corp. (incorporated by
                      reference from Rykoff-Sexton's Current Report on Form 8-K dated
                      September 3, 1997) (the "September 1997 8-K")
 
               2.1.3  Stock Option Agreement, dated as of June 30, 1997, between JP
                      Foodservice, Inc. and Rykoff-Sexton, Inc. (incorporated by
                      reference from the June 1997 8-K)
 
               2.1.4  Stock Option Agreement, dated as of June 30, 1997, between Rykoff-
                      Sexton, Inc. and JP Foodservice, Inc. (incorporated by reference
                      from the June 1997 8-K)
 
               2.1.5  Amended and Restated Support Agreement, dated as of June 30, 1997,
                      by and between JP Foodservice, Inc., on the one hand, and those
                      stockholders of Rykoff-Sexton, Inc. set forth on the signature
                      pages thereto, and acknowledged by Rykoff-Sexton, Inc.
                      (incorporated by reference from the September 1997 8-K)
 
                 3.1  Restated Certificate of Incorporation of Rykoff-Sexton, Inc.
 
                 3.2  Amended and Restated By-Laws of Rykoff-Sexton, Inc. (incorporated
                      by reference from Rykoff-Sexton, Inc.'s Registration Statement on
                      Form S-4 (the "S-4"), as filed with the Commission on April 2,
                      1996, Registration No. 333-02715)
 
                 4.1  Specimen of Certificate representing Rykoff-Sexton, Inc. Common
                      Stock, $.10 par value (incorporated by reference from the Form S-4)
 
                 4.2  Indenture, dated as of November 1, 1993, between Rykoff-Sexton,
                      Inc. and Norwest Bank Minnesota, N.A., as trustee (incorporated by
                      reference from Rykoff-Sexton, Inc.'s Report on Form 10-Q for the
                      quarter ended October 30, 1993)
 
               4.3.1  Amended and Restated Rights Agreement, dated as of May 15, 1996, by
                      Rykoff-Sexton, Inc. and Chemical Bank (incorporated by reference
                      from Rykoff-Sexton's Report on Form 10-K for the fiscal year ended
                      April 27, 1996 (the "1996 10-K"))
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
<S>        <C>        <C>
               4.3.2  Amendment to Rights Agreement, dated as of June 30, 1997, by
                      Rykoff-Sexton, Inc. and Chase Mellon Shareholder Services, L.L.C.
                      as successor in interest to Chemical Bank (incorporated by
                      reference from the June 1997 8-K)
 
                 4.4  Form of Common Stock Purchase Warrant expiring September 30, 2005
                      (incorporated by reference from the S-4)
 
                 4.5  Credit Agreement dated as of May 17, 1996 among Rykoff-Sexton,
                      Inc., Bank of America National Trust and Savings Association, as
                      Administrative Agent, The Chase Manhattan Bank, N.A., as
                      Documentation Agent, BA Securities, Inc., as Co-Arranger, Chase
                      Securities, Inc., as Co-Arranger and the Other Financial
                      Institutions Party Thereto (incorporated by reference from Rykoff-
                      Sexton, Inc.'s Report on Form 8-K dated May 16, 1996)
 
              10.1.1  1980 Stock Option Plan (incorporated by reference from Rykoff-
                      Sexton, Inc.'s Report on Form 10-K for the fiscal year ended May 1,
                      1993, as amended (the "1993 10-K"))*
 
              10.1.2  Form of Incentive Stock Option Agreement (incorporated by reference
                      from the S-4)*
 
              10.2.1  1988 Stock Option and Compensation Plan, as amended on September
                      13, 1991 (incorporated by reference from the 1993 10-K)*
 
              10.2.2  Form of Restricted Stock Agreement (incorporated by reference from
                      the 1993 10-K)*
 
              10.2.3  Form of Non-Qualified Stock Option Agreement (incorporated by
                      reference from the 1993 10-K)*
 
              10.2.4  Form of Converging Non-Qualified Stock Option Agreement
                      (incorporated by reference from the 1993 10-K)*
 
              10.2.5  Form of Performance Share Plan Agreement (incorporated by reference
                      from the S-4)*
 
              10.2.6  Form of Performance Share Award Agreement (incorporated by
                      reference from the 1996 10-K)*
 
              10.3.1  Rykoff-Sexton, Inc. 1989 Director Stock Option Plan (incorporated
                      by reference from Rykoff-Sexton, Inc.'s Report on Form 10-K for the
                      fiscal year ended April 28, 1990, Commission File No. 0-7380 (the
                      "1990 10-K"))*
 
              10.3.2  Form of Non-Qualified Stock Option Agreement (incorporated by
                      reference from the S-4)*
 
              10.4.1  Rykoff-Sexton, Inc. 1993 Director Stock Option Plan (incorporated
                      by reference from Rykoff-Sexton, Inc.'s Report on Form 10-Q for the
                      quarter ended October 30, 1993)*
 
              10.4.2  First Amendment to the Rykoff-Sexton, Inc. 1993 Director Stock
                      Option Plan (incorporated by reference from the S-4)*
 
              10.4.3  Form of Non-Qualified Stock Option Agreement (incorporated by
                      reference from the S-4)*
 
                10.5  1995 Key Employees Stock Option and Compensation Plan (incorporated
                      by reference from the S-4)*
 
                10.6  Rykoff-Sexton, Inc. Convertible Award Plan (Officer and Key
                      Employee Edition) (incorporated by reference from the S-4)*
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>        <C>        <C>
                10.7  Rykoff-Sexton, Inc. Convertible Award Plan (Director Edition)
                      (incorporated by reference from the S-4)*
 
              10.8.1  Amended and Restated Management Stock Option Plan of WS Holdings
                      Corporation (incorporated by reference from Rykoff-Sexton, Inc.'s
                      Registration Statement on Form S-8 dated May 17, 1996, as amended
                      (the "S-8"))*
 
              10.8.2  Forms of Normal Option Agreement (Management Stock Option Plan)
                      (incorporated by reference from the 1996 10-K)*
 
              10.8.3  Forms of Performance Option Agreement (incorporated by reference
                      from the 1996 10-K)*
 
              10.9.1  Amended and Restated US Foodservice Inc. 1992 Stock Option Plan
                      (incorporated by reference from the S-8)*
 
              10.9.2  Forms of Normal Option Agreement (US Foodservice 1992 Stock Option
                      Plan) (incorporated by reference from the 1996 10-K)*
 
              10.9.3  Forms of Performance Option Agreement (US Foodservice Inc. 1992
                      Stock Option Plan) (incorporated by reference from the 1996 10-K)*
 
             10.10.1  Amended and Restated US Foodservice Inc. 1993 Stock Option Plan
                      (incorporated by reference from the S-8)*
 
             10.10.2  Forms of Normal Option Agreement (US Foodservice Inc. 1993 Stock
                      Option Plan) (incorporated by reference from the 1996 10-K)*
 
             10.11.1  Amended and Restated Employment Agreement, dated as of February 2,
                      1996, between Mark Van Stekelenburg and Rykoff-Sexton, Inc.
                      (incorporated by reference from the S-4)*
 
             10.11.2  Letter Amendment to Employment Agreement, dated June 9, 1997,
                      between Mark Van Stekelenburg and Rykoff-Sexton, Inc.
 
               10.12  Letter Agreement between Harold E. Feather and Rykoff-Sexton, Inc.
                      dated as of June 20, 1994 (incorporated by reference from
                      Rykoff-Sexton, Inc.'s Report on Form 10-K for the fiscal year ended
                      April 30, 1994)*
 
               10.13  Letter Agreement dated July 18, 1994 between Harold E. Feather and
                      Rykoff-Sexton, Inc. (incorporated by reference from the S-4)*
 
               10.14  Employment Agreement dated May 17, 1996, between David F. McAnally
                      and Rykoff-Sexton, Inc. (incorporated by reference from the 1996
                      10-K)*
 
               10.15  Third Amended and Restated Change in Control Agreement, dated as of
                      June 9, 1997, by Mark Van Stekelenburg and Rykoff-Sexton, Inc.
 
               10.16  Form of Second Amended and Restated Change in Control Agreement,
                      dated as of June 10, 1997, for Harold E. Feather, Alan V. Giuliani,
                      Robert J. Harter, Jr. and Richard J. Martin*
 
               10.17  Form of Change in Control Agreement, dated as of June 10, 1997, by
                      David McAnally and Rykoff-Sexton, Inc.*
 
               10.18  Form of Change in Control Agreements for Victor B. Chavez and
                      Thomas R. Rykoff (incorporated by reference from the 1990 10-K)*
 
               10.19  Change in Control Agreement, dated December 11, 1989, by Chris G.
                      Adams and Rykoff-Sexton, Inc. (incorporated by reference from the
                      1990 10-K)*
 
               10.20  Change in Control Agreement, dated June 22, 1992, by Rykoff-Sexton,
                      Inc. and Andre Mills (incorporated by reference from the S-4)*
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>        <C>        <C>

               10.21  Release and Settlement Agreement, dated July 18, 1997, between
                      Rykoff- Sexton, Inc., and Frank H. Bevevino
 
               10.22  Release and Settlement Agreement, dated July 18, 1997, between
                      Rykoff-Sexton, Inc. and Thomas G. McMullen
 
               10.23  Form of Fiduciary Indemnity Agreement (incorporated by reference
                      from the 1993 10-K)
 
               10.24  Rykoff-Sexton, Inc. Supplemental Executive Retirement Plan for Mark
                      Van Stekelenburg as of July 20, 1994, as amended June 19, 1995
                      (incorporated by reference from the S-4)*
 
             10.25.1  Form of Amended and Restated Supplemental Executive Retirement Plan
                      for Robert J. Harter, Jr., Harold E. Feather, Richard J. Martin and
                      Alan V. Giuliani (incorporated by reference from the S-4)*
 
             10.25.2  Form of Amendment to Supplemental Executive Retirement Plan for
                      Robert J. Harter, Jr., Harold E. Feather, Richard J. Martin and
                      Alan V. Giuliani.*
 
               10.26  Form of Severance Agreement dated as of February 2, 1996 for Harold
                      E. Feather, Alan V. Giuliani, Robert J. Harter, Jr. and Richard J.
                      Martin (incorporated by reference from the S-4)*
 
             10.27.1  Deferred Compensation Plan Master Plan Document (incorporated by
                      reference from the S-4)*
 
             10.27.2  Amendment to Rykoff-Sexton, Inc. Deferred Compensation Plan
                      (incorporated by reference from the S-4)*
 
             10.27.3  Second Amendment to Rykoff-Sexton, Inc. Deferred Compensation Plan
 
             10.28.1  Rykoff-Sexton, Inc. Master Trust Document for Executive Deferral
                      Plans (incorporated by reference from the S-4)
 
             10.28.2  Amendment to Rykoff-Sexton, Inc. Master Trust Document
                      (incorporated by reference from the S-4)
 
             10.28.3  Second Amendment to Rykoff-Sexton, Inc. Master Trust Document
 
               10.29  Junior Demand Promissory Note dated March 31, 1995 by Mark Van
                      Stekelenburg and Mirjam Van Stekelenburg (incorporated by reference
                      from the 1995 10-K)
 
               10.30  Form of Fiduciary Indemnity Agreement (incorporated by reference
                      from the 1993 10-K)
 
             10.31.1  Agreement of Lease, dated February 28, 1996, by and between
                      Paul-Francis Realty, L.P. and US Foodservice Inc. (incorporated by
                      reference from the S-4)
 
             10.31.2  Lease Letter Amendment, dated February 28, 1997, by and between
                      Paul-Francis Realty, L.P. and US Foodservice Inc.
 
             10.31.3  Second Amendment to Agreement of Lease, dated July 1, 1997, by and
                      between Paul-Francis Realty, L.P. and US Foodservice Inc.
 
             10.31.4  Agreement of Lease, dated November 28, 1996, by and between
                      Paul-Francis Realty, L.P. and Rykoff-Sexton, Inc.
 
               10.32  Agreement and Plan of Merger dated February 2, 1996 among Rykoff-
                      Sexton, Inc., USF Acquisition Corporation and US Foodservice Inc.
                      (incorporated by reference from the S-4)

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>        <C>        <C>
             10.33.1  Participation Agreement, entered into among Rykoff-Sexton, Inc., as
                      Lessee ("Lessee"), Tone Brothers, Inc., as Sublessee ("Sublessee"),
                      BA Leasing & Capital Corporation, as Agent ("Agent"), Manufacturers
                      Bank and Pitney Bowes Credit Corporation, as Lessors (the
                      "Lessors"), dated as of April 29, 1994 (incorporated by reference
                      from the 1994 10-K)
 
             10.33.2  Lease Intended as Security, among Lessee, Agent and the Lessors,
                      dated as of April 29, 1994 (incorporated by reference from the 1994
                      10-K)
 
             10.33.3  Sublease, between Lessee and Sublessee, dated as of April 29, 1994
                      (incorporated by reference from the 1994 10-K)
 
             10.33.4  Lease supplement, among Lessee and the Lessors, dated as of April
                      29, 1994 (incorporated by reference from the 1995 10-K)
 
             10.33.5  Lease supplement, among Lessee and the Lessors, dated as of January
                      27, 1995 (incorporated by reference from the 1995 10-K)
 
             10.33.6  Lease supplement, among Lessee and the Lessors, dated as of April
                      18, 1995 (incorporated by reference from the 1995 10-K)
 
             10.33.7  Waiver, Consent and Fourth Amendment to Participation Agreement and
                      Lease Amendment, among Lessee, Agent and the Lessors, dated as of
                      May 17, 1996 (incorporated by reference from the 1996 10-K)
 
             10.34.1  Commitment Agreement dated as August 10, 1992 between BRB Holdings,
                      Inc. and its subsidiaries and Sara Lee Corporation (incorporated by
                      reference from the S-4)
 
             10.34.2  Amendment Number One to BRB Holdings Commitment Agreement dated as
                      of September 27, 1995 by Sara Lee Corporation and BRB Holdings,
                      Inc. and guaranteed by US Foodservice Inc. (incorporated by
                      reference from the S-4)
 
             10.35.1  Commitment Agreement dated as of August 10, 1992 between WS
                      Holdings Corporation and its subsidiaries and Sara Lee Corporation
                      (incorporated by reference from the S-4)
 
             10.35.2  Amendment Number One to WS Holdings Commitment Agreement dated as
                      of September 27, 1995 by Sara Lee Corporation and WS Holdings
                      Corporation (incorporated by reference from the S-4)
 
             10.36.1  Agreement dated as of February 2, 1996 by and among Rykoff-Sexton,
                      Inc. and the persons set forth on the signature pages thereto
                      (incorporated by reference from the S-4)
 
             10.36.2  Amendment No. 1 to Agreement dated as of April 8, 1996 by and among
                      Rykoff-Sexton, Inc. and the other persons set forth on the
                      signature pages thereto (incorporated by reference from the 1996
                      10-K)
 
               10.37  Registration Rights Agreement dated May 17, 1996 by Rykoff-Sexton,
                      Inc. and the other signatories listed on the signature pages
                      thereto (incorporated by reference from the 1996 10-K)
 
               10.38  Standstill Agreement dated May 17, 1996 by Rykoff-Sexton, Inc. and
                      the persons set forth on the signature pages thereto (incorporated
                      by reference from the 1996 10-K)
 
             10.39.1  Tax Agreement dated May 17, 1996 by Rykoff-Sexton, Inc. and the
                      persons listed on the signature pages thereto (incorporated by
                      reference from the 1996 10-K)
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
<S>        <C>        <C>
             10.39.2  Addendum to Tax Agreement dated July 12, 1996, among Rykoff-Sexton,
                      Inc., Frank H. Bevevino and Bevevino Unitrust Partners Limited
                      Partnership (incorporated by reference from the 1996 10-K)
 
             10.40.1  Receivables Sale Agreement, dated as of November 15, 1996, among
                      Rykoff-Sexton, Inc., John Sexton & Co., Biggers Brothers, Inc.,
                      White Swan, Inc., F.H. Bevevino & Company, Inc., Roanoke Restaurant
                      Service, Inc., King's Foodservice, Inc., US Foodservice of Florida,
                      Inc., US Foodservice of Atlanta, Inc., RS Funding Inc. and US
                      Foodservice Inc., as Servicer
 
             10.40.2  Servicing Agreement, dated as of November 15, 1996, among RS
                      Funding Inc., as Company, US Foodservice Inc., as Servicer,
                      Rykoff-Sexton, Inc. and its other subsidiaries named therein as
                      Sub-Servicers and The Chase Manhattan Bank, as Trustee
 
             10.40.3  Pooling Agreement, dated as of November 15, 1996, among RS Funding
                      Inc., as Company, US Foodservice Inc., as Servicer, and The Chase
                      Manhattan Bank, as Trustee
 
             10.40.4  Series 1996-1 Supplement to Pooling Agreement among RS Funding
                      Inc., as Company, US Foodservice Inc., as Servicer, and The Chase
                      Manhattan Bank, as Trustee
 
               10.41  Indenture of Trust, dated as of November 1, 1996, between La Mirada
                      Industrial Development Authority and Bankers Trust Company of
                      California, N.A.
 
               10.42  Loan Agreement, dated as of November 1, 1996, among La Mirada
                      Industrial Development Authority and Bankers Trust Company of
                      California, N.A.
 
               10.43  Reimbursement Agreement, dated as of November 1, 1996, by and
                      between Rykoff-Sexton, Inc. and the First National Bank of Chicago.
 
                  21  Subsidiaries of Rykoff-Sexton, Inc.
 
                  23  Consent of Arthur Andersen LLP
 
                24.1  Power of Attorney of Matthias B. Bowman
 
                24.2  Power of Attorney of Richard M. Fink
 
                24.3  Power of Attorney of Albert J. Fitzgibbons, III
 
                24.4  Power of Attorney of Jan W. Jeurgens
 
                24.5  Power of Attorney of Sunil C. Khanna
 
                24.6  Power of Attorney of James I. Maslon
 
                24.7  Power of Attorney of James P. Miscoll
 
                24.8  Power of Attorney of Neil I. Sell
 
                24.9  Power of Attorney of Bernard Sweet
 
               24.10  Power of Attorney of Robert W. Williamson
 
                  27  Financial Data Schedule
</TABLE>