<DOCUMENT>
<TYPE>EX-13
<SEQUENCE>8
<FILENAME>ex-13a.txt
<DESCRIPTION>2001 ANNUAL REPORT
<TEXT>
                Summary of Selected Financial Data

                             Years ended December 31,
(Thousands of dollars except per share amounts)
                            2001       2000       1999       1998       1997

Net sales                $1,804,610 $1,583,696 $1,284,262 $1,294,492 $1,328,841

Earnings (loss) from
 continuing operations   $   53,305 $    8,872 $  (13,587)$   31,427 $   35,070

Net earnings             $   53,305 $   98,909 $       47 $   50,938 $   29,079

Earnings (loss) per
 common share from
 continuing operations   $    35.83 $     5.96 $    (9.13)$    21.12 $    23.58

Earnings per common share$    35.83 $    66.49 $     0.03 $    34.24 $    19.55

Total assets             $1,235,592 $1,274,234 $1,249,022 $1,211,096 $1,083,952

Long-term debt, less
 current maturities      $  255,819 $  312,418 $  318,017 $  313,324 $  290,521

Stockholders' equity     $  527,203 $  540,685 $  443,168 $  444,728 $  395,368

Dividends per common
 share                   $     1.00 $     1.00 $     1.00 $     1.00 $     1.00


As a result of the devaluation of the Argentine peso, in 2001 the
Company recorded a $68,974,000 reduction to shareholders'  equity
through  a  charge of $7,830,000 against net earnings related  to
dollar  denominated  net liabilities of its Argentine  subsidiary
and  a foreign currency translation adjustment of $61,144,000  as
an  other  comprehensive loss related to  the  subsidiary's  peso
denominated   net  assets.   See  Note  12  to  the  Consolidated
Financial Statements for further discussion.

The  Company  completed  the  sale of  its  Poultry  Division  on
January  3,  2000, recognizing an after-tax gain on  disposal  of
discontinued operations of $90,037,000 or $60.53 per common share
after a final adjustment in the fourth quarter of 2000.  See Note
14   to   the  Consolidated  Financial  Statements  for   further
discussion.

The   Company  changed  its  method  of  accounting  for  certain
inventories  from FIFO to LIFO in 1999.  The net effect  of  this
change  in  1999  was to increase net earnings by  $2,456,000  or
$1.65 per common share.

In  December 1998, the Company sold its baking and flour  milling
operations  in  Puerto  Rico, recognizing an  after-tax  gain  of
$33,272,000 or $22.37 per common share.


                      Quarterly Financial Data (unaudited)


(UNAUDITED)
(Thousands of dollars         1st      2nd      3rd     4th       Total for
 except per share amounts)  Quarter  Quarter  Quarter  Quarter    the Year

2001

Net sales                  $435,260  468,513  466,898  433,939    $1,804,610

Operating income           $ 18,036   39,640   29,680   26,996    $  114,352

Net earnings               $  7,615   31,519    6,426    7,745    $   53,305

Earnings per common share  $   5.12    21.19     4.32     5.20    $    35.83

Dividends per common share $   0.25     0.25     0.25     0.25    $     1.00

Market price range per
 common share:
                  High     $ 182.00   207.90   280.00   325.00
                  Low      $ 149.00   181.00   197.00   190.00

2000

Net sales                  $369,807  393,917  372,260  447,712    $ 1,583,696

Operating income           $ 18,035   12,228   10,903    6,899    $    48,065

Earnings (loss) from
 continuing operations     $  9,859    5,484    3,664  (10,135)   $     8,872

Net earnings (loss)        $101,031    5,484    3,664  (11,270)   $    98,909

Earnings (loss) per common
 share from continuing
 operations                $   6.63     3.68     2.46    (6.81)   $      5.96

Earnings (loss) per common
 share                     $  67.92     3.68     2.46    (7.57)   $     66.49

Dividends per common share $   0.25     0.25     0.25     0.25    $      1.00

Market price range per
 common share:
                  High     $ 200.00   206.00   204.00   182.00
                  Low      $ 153.00   170.00   162.00   150.00

As  a result of the devaluation of the Argentine peso, during the
fourth  quarter  of  2001,  the  Company  recorded  a  charge  of
$7,830,000 against net earnings related to dollar denominated net
liabilities  of  its Argentine subsidiary.  See Note  12  to  the
Consolidated Financial Statements for further discussion.

In  the  second quarter of 2001, the Company exchanged  its  non-
controlling interest in a domestic seafood affiliate for a lesser
interest  in a foreign seafood business recognizing an  after-tax
gain  of $11,434,000 or $7.69 per common share.  During the third
quarter  of 2001, as a result of a decline in the stock price  of
this  foreign  seafood  business considered other-than-temporary,
the  Company recognized an after-tax loss of $11,367,000 or $7.64
per  share.   See Note 3 to the Consolidated Financial Statements
for further discussion.

The  Company  completed  the  sale of  its  Poultry  Division  on
January  3,  2000, recognizing an after-tax gain on  disposal  of
discontinued operations of $90,037,000 or $60.53 per common share
after  a  final adjustment to decrease the gain by $1,135,000  or
$0.76  per common share in the fourth quarter of 2000.  See  Note
14   to   the  Consolidated  Financial  Statements  for   further
discussion.

In  the  fourth  quarter  of  2000,  the  Company  exchanged  its
controlling  interest in a Bulgarian wine company and $10,400,000
cash  for  a non-controlling interest in a larger Bulgarian  wine
operation,  realizing  an  after-tax  loss  on  the  exchange  of
$3,648,000  or  $2.45  per  common share.   See  Note  2  to  the
Consolidated Financial Statements for further discussion.


Management's Discussion and Analysis of Financial Condition and
Results of Operations

Liquidity and Capital Resources

Cash  from operating activities for 2001 increased $159.8 million
compared  to  2000.  The increase was primarily due  to  positive
cash flows from components of working capital and an increase  in
net  earnings from continuing operations.  Changes in  components
of  working capital, net of businesses acquired and disposed, are
primarily related to the timing of normal transactions for voyage
settlements,   trade  payables  and  receivables.    Within   the
Commodity  Trading & Milling segment, strong sales in the  fourth
quarter of 2000 and subsequent related collections resulted in  a
higher receivable balance at December 31, 2000 compared with year-
end 2001.

Cash  from operating activities for 2000 increased $39.9  million
compared  to  1999.   The increase was primarily  related  to  an
increase  in  cash from net earnings from continuing  operations,
partially  offset  by changes in components of  working  capital.
Changes  in  components  of working capital,  net  of  businesses
acquired  and  exchanged/disposed, are primarily related  to  the
timing  of  normal  transactions for  voyage  settlements,  trade
payables,  accrued  liabilities  and  receivables.   Within   the
Commodity  Trading and Milling, and Power segments, higher  sales
in  the fourth quarter of 2000 compared to the fourth quarter  of
1999    resulted    in   increased   receivable    balances    at
December  31,  2000.   Within the Commodity Trading  and  Milling
segment,  receivables  and deferred revenues  also  increased  at
December  31,  2000 related to an increase in incomplete  voyages
compared  to December 31, 1999.  Despite the increase in deferred
revenue,  the  change in current liabilities  exclusive  of  debt
resulted  in  a  use  of cash during 2000 as the  Company  funded
approximately  $16.0  million  for  accruals  established  as   a
component  of  the  discontinued  poultry  operations   sale   in
January  2000,  primarily  offsetting the  increase  in  deferred
revenues.   These accruals related primarily to funding  required
for  certain  expansion projects in accordance with the  original
sales  agreement.   See  Note  14 to the  Consolidated  Financial
Statements  for  further discussion of the  discontinued  poultry
operations.

Cash  from investing activities for 2001 decreased $262.9 million
compared  to 2000.  The decrease is primarily related to proceeds
in  the  first  quarter  of 2000 from the  sale  of  the  poultry
operations,   partially  offset  by  acquisitions   and   capital
expenditures  during 2000.  During 2001, the Company  invested  a
total  of  $55.0  million  in property, plant  and  equipment  as
described below as compared to $116.9 million in 2000.

During  2001,  the  Company invested $20.7 million  in  the  Pork
segment   primarily  to  expand  the  existing   hog   production
facilities,  complete construction of a new feed  mill  and  make
improvements  to  the pork processing plant.   During  2002,  the
Company  expects to invest $25.9 million for continued  expansion
of  existing hog production facilities and upgrades to  the  pork
processing  plant,  excluding  new construction  plans  discussed
below.

In  March 2001, the Company terminated previously announced plans
to  begin  construction  of a second hog processing  plant  at  a
location  in  northeast Kansas.  In February  2002,  the  Company
announced  plans to build a second processing plant  in  northern
Texas   along  with  related  plans  to  expand  its   vertically
integrated hog production facilities.  These plans are contingent
on  a  number of factors, including obtaining necessary  permits,
commitments  for  a sufficient quantity of hogs  to  operate  the
plant, and no statutory impediments being imposed by the proposed
farm  bill currently being debated in the U.S. Congress (see Note
11  to the Consolidated Financial Statements).  These plans  will
require  extensive  capital outlays and financing  demands.   The
current  cost  estimates  to build the  plant  are  approximately
$150.0  million  with  an  additional  $200.0  million  for  live
production    facilities   for   a   total    of    approximately
$350.0  million.   The Company also anticipates pursuing  various
contract grower finishing arrangements.  The Company is currently
evaluating its alternatives for financing these expansion  plans,
including   additional  borrowings,  leases  or  other   business
ventures   with   third  parties.   Due  to   the   uncertainties
surrounding  permitting and the potential impact of the  proposed
farm  bill,  the  Company is currently not able  to  predict  the
timing of the expansion project.

During  2001,  the Company invested $20.9 million in  the  Marine
segment  primarily  for  the purchase of a  previously  chartered
vessel  and  for  equipment.  During 2002, the Company  plans  to
invest $6.7 million for additional equipment.

During 2001, the Company invested $10.3 million in the Sugar  and
Citrus  segment primarily for improvements to existing facilities
and  sugarcane fields.  During 2002, the Company expects to spend
$3.0 million for additional improvements.

During  2001, Capital expenditures in all other segments  totaled
$3.1 million in general modernization and efficiency upgrades  of
plant and equipment.

Management   anticipates   the  planned   fiscal   2002   capital
expenditures  for  existing  operations,  discussed   above   and
excluding   the  Pork  expansion  plans,  will  be  financed   by
internally  generated cash, including potential use of  available
short-term investments.

During the second quarter of 2001, the Company exchanged its non-
controlling interest in a domestic affiliate primarily engaged in
the  production  and  processing  of  salmon  and  other  seafood
products  for  a  smaller share of Fjord Seafood ASA  (Fjord),  a
larger   seafood   operation  headquartered  in   Norway.    This
investment is accounted for as a non-current available  for  sale
investment  security.   During the fourth  quarter  of  2001  the
Company participated in a private placement of additional  shares
and  invested an additional $10.8 million in Fjord shares  valued
at  NOK  6  per share.  See Note 3 to the Consolidated  Financial
Statements for further discussion.

Cash  from investing activities for 2000 increased $178.3 million
compared  to 1999.  The increase is primarily related to proceeds
from  the  sale  of  discontinued poultry  operations,  partially
offset  by  acquisitions, investments in foreign  affiliates  and
capital  expenditures.  See Note 14 to the Consolidated Financial
Statements  for further discussion of the Poultry  Division  sale
and  Note 2 for discussion of the acquisition of the assets of  a
hog  production operation, a cargo terminal facility, and a flour
and  feed  milling  facility and the exchange  of  a  controlling
interest  in  a  Bulgarian wine operation and  cash  for  a  non-
controlling interest in a larger Bulgarian wine operation.

During  2000,  the Company invested $116.9 million  in  property,
plant  and equipment.  The Company invested $26.4 million in  the
Pork  segment  primarily  for  the expansion  of  hog  production
facilities, including starting construction on a new  feed  mill,
and  for  improvements to the pork processing plant.  The Company
invested  $17.1  million  in  the  Marine  segment  primarily  to
purchase  a  previously chartered vessel and for  containers  and
other   material   handling  equipment.   The  Company   invested
$14.4  million  in  the  Sugar and Citrus segment  primarily  for
improvements  to existing facilities and sugarcane  fields.   The
Company invested $52.1 million in the Power segment primarily for
the  construction  of a 71.2 megawatt barge-mounted  power  plant
located in the Dominican Republic which became operational during
the  fourth quarter of 2000.  Capital expenditures in  all  other
segments   during   2000   totaled  $6.9   million   in   general
modernization and efficiency upgrades of plant and equipment.

During  the  first  quarter  of 2000,  the  Company  purchased  a
minority interest in a flour and feed mill operation in Kenya for
$7.5  million.   This  transaction was accounted  for  using  the
equity method.

During  the  fourth  quarter of 2000, the Company  exchanged  its
controlling   interest   in   a  Bulgarian   wine   company   and
$10.4  million cash for a non-controlling interest  in  a  larger
Bulgarian  wine operation, realizing a $5.6 million pre-tax  loss
in  the  exchange.  This investment has since been accounted  for
using the equity method.

Cash  from  financing activities increased $98.2  million  during
2001  compared to 2000 primarily reflecting the higher  level  of
note  and  industrial revenue bond repayments  during  2000  with
proceeds from the sale of the Poultry Division.

During  2001, the Company's one-year revolving credit  facilities
totaling $141.0 million were extended for an additional year  and
the  short-term uncommitted credit lines totaling $119.5  million
were  reduced  to $85.3 million.  As of December  31,  2001,  the
Company   had    $37.7  million  outstanding   under   short-term
uncommitted credit lines.

Subsequent  to  year-end, the Company extended  for  one  year  a
$20.0  million  revolving credit facility and  let  expire  other
revolving credit facilities totaling $121.0 million.  The Company
currently  anticipates  replacing the expired  facilities  during
2002,  although  the  total  amount  and  related  terms  of  the
facilities have not yet been determined.

The  following  table  represents  a  summary  of  the  Company's
commercial  commitments as of December 31,  2001,  all  of  which
expire in 2002.

                                                       Total amount
(Thousands of dollars)                                  Available

Revolving credit agreement - committed                  $ 26,667
Short-term revolving credit facilities - committed       141,000
Short-term uncommitted demand notes                       85,304
Letters of credit                                          5,224
Total at December 31, 2001                               258,195
Amounts drawn against lines                               64,370
Remaining at December 31, 2001                          $193,825

Effective  December  31, 2001, the Company  sold  a  ten  percent
minority interest in its power barge placed in service during the
fourth   quarter   of   2000  in  the  Dominican   Republic   for
$6.0 million, consisting of $5.0 million cash and $1.0 million in
contributed payables previously recorded by the Company.  No gain
or  loss  was  recognized  on the sale.   As  part  of  the  sale
agreement, the buyer has the option to sell its interest back  to
the  Company  at any time until December 31, 2004  for  the  book
value at the time of the sale.

Cash  from financing activities in 2000 decreased $232.9  million
compared to 1999 primarily from the repayment of notes payable in
2000  compared  to  net  borrowings in 1999.   During  2000,  the
Company  repaid  approximately $165.8 million in  notes  payable,
industrial  development revenue bonds and  other  debt  primarily
with  proceeds from the Poultry Division sale.  As  a  result  of
these  repayments,  approximately  $3.8  million  in  unamortized
proceeds  from  prior  terminations of interest  rate  agreements
related  to these notes were recognized as miscellaneous  income.
During 2000, the Company borrowed proceeds of $5.2 million  under
an   industrial  development  revenue  bond.   These  funds  were
acquired  for  construction of a Pork Division feed mill.  During
1999,  the  Company terminated interest rate exchange  agreements
effectively fixing the interest rate on $200 million of  variable
rate debt for proceeds totaling $6.0 million.

The  Company  is a party to various master lease programs  and  a
contract  finishing  agreement (the "Facility  Agreements")  with
limited  partnerships and a limited liability company  which  own
certain  of the facilities that are used in connection  with  the
Company's   vertically   integrated   hog   production.     These
arrangements   are  accounted  for  as  operating   leases.    At
December  31,  2001,  the  total  amount  of  unamortized   costs
representing  fixed  asset values and the underlying  outstanding
debt   under   these   Facility  Agreements   was   approximately
$188.2  million.   At December 31,  2001, total  future  payments
including interest, assuming the Company renews through  the  end
of  the  final  terms,  amount  to  $257.1  million.   These  hog
production  facilities produce approximately 45% of  the  Company
owned   hogs   processed   at  the  plant.    In   August   2002,
$130.0  million of the underlying bank facility  in  one  of  the
limited partnerships for certain properties expires.  The Company
has  not  currently  determined if it will  request  the  limited
partnership to renew the bank facility or refinance in a new bank
facility  in  order  to  permit the  current  arrangement  to  be
continued.  If the bank facility is neither renewed nor replaced,
the  Company  may exercise its right to purchase the assets  from
the limited partnership ($123.3 million at December 31, 2001)  or
the  limited partnership may attempt to sell the properties to  a
third  party  with  which the Company may  enter  into  a  grower
finishing  arrangement.  Currently, management believes  that  it
will   have  sufficient  liquidity  and  financing  capacity   to
accomplish  any  of  the  alternatives.   The  contractual   cash
obligation  table  below  presents  additional  optional  renewal
payments,  at current interest rates, as if the Company continues
to renew the Facility Agreements through the final optional date.
See  Note 8 to the Consolidated Financial Statements for  further
discussion.

A  summary  of  the  Company's contractual cash  obligations  and
optional renewal amounts as of December 31, 2001 is as follows:


(Thousands of dollars)         2002    2003    2004    2005    2006  Thereafter

Contract grower finishing
 agreements                  $ 5,279 $ 4,545 $ 3,197 $ 1,968 $ 2,008 $ 11,908
Obligations under Facility
 Agreements                   12,939   9,412   4,585       -       -        -
Other  operating lease
 payments                     13,401   8,084   5,884   5,177   5,281    7,898
Total  lease  obligations     31,619  22,041  13,666   7,145   7,289   19,806
Long-term debt                55,166  50,365  50,490  50,776  31,151   73,037
Other  purchase  commitments   1,100     515       -       -       -        -
Total cash obligations
 and commitments              87,885  72,921  64,156  57,921  38,440   92,843
Additional optional annual
 renewal payments under
 Facility  Agreements          3,917   8,108  13,953  18,900  17,603  194,627
Total                        $91,802 $81,029 $78,109 $76,821 $56,043 $287,470


In  addition  to the Pork segment expansion plans  and  potential
financing   requirements  related  to   assets   under   Facility
Agreements  discussed  above, the Company's  Senior  Notes  began
maturing  during  2001  and  continue  to  mature  through  2007.
Management  believes  that the Company's current  combination  of
liquidity, capital resources and borrowing capabilities  will  be
adequate   for  its  existing  operations  during  fiscal   2002.
Management   is  evaluating  various  alternatives   for   future
financings to provide adequate liquidity for the Company's future
operating  and expansion plans.  In addition, management  intends
to continue seeking opportunities for expansion in the industries
in which it operates.

Results of Operations

Net   sales   totaled  $1,804.6  million  for  the   year   ended
December  31,  2001, compared to $1,583.7 million  for  the  year
ended December 31, 2000.  Operating income of $114.4 million  for
2001 increased $66.3 million compared to $48.1 million in 2000.

Net   sales   totaled  $1,583.7  million  for  the   year   ended
December  31,  2000, compared to $1,284.3 million  for  the  year
ended  December 31, 1999.  Operating income of $48.1 million  for
2000  increased  by $35.7 million compared to  $12.4  million  in
1999.


Pork Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $ 772.4     724.7     600.1
Operating income                    $  68.7      63.4      37.7

Net  sales  for  the  Pork  segment increased  $47.7  million  to
$772.4  million  in  2001  compared to 2000.   This  increase  is
primarily the result of higher pork prices.  Management  believes
pork  prices  have  increased primarily  as  the  result  of  the
favorable relationship of pork supplies and pork demand.

Operating  income for the Pork segment increased $5.3 million  to
$68.7  million  in  2001  compared to  2000.   This  increase  is
primarily  the  result of sales prices, as discussed  above,  and
processing  an increased proportion of lower cost, Company-raised
hogs  versus  third  party  hogs.  Expanded  production  capacity
allowed  the  company  to raise more of its  own  hogs  in  2001.
Partially  offsetting these increases, the cost of Company-raised
hogs   has   increased   over  2000,  reflecting   higher   feed,
maintenance, medical and energy costs.  While unable  to  predict
future   market   prices,  management  expects   overall   market
conditions  for 2002 will continue to provide profitable  results
although potentially lower than 2001.  Future results may also be
adversely  affected  by the pending U.S.  Farm  Bill  as  further
discussed in Note 11 to the Consolidated Financial Statements.

Net  sales  increased $124.6 million to $724.7  million  in  2000
compared  to  1999.   This increase is a result  of  higher  pork
prices and, to a lesser extent, an increase in sales volume.   An
excess supply of hogs had depressed pork prices through the first
half  of  1999.  The excess then declined resulting  in  improved
prices.  Sales volume increased as the plant ran extended  shifts
to take advantage of positive margins.

Operating income increased $25.7 million to $63.4 million in 2000
compared to 1999.  This increase primarily resulted from improved
sales  prices and volumes, as discussed above.  As  a  result  of
production  acquisitions, the Company also benefited during  2000
from  an  increased  number  of lower-cost,  Company-raised  hogs
processed  compared to 1999.  While the cost of third-party  hogs
increased, third-party hogs as a percent of total hogs  processed
decreased.


Marine Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $ 384.9     364.9     307.7
Operating income (loss)             $  24.0      14.5      (1.9)

Net  sales  for  the Marine Segment increased  $20.0  million  to
$384.9 million in 2001 compared to 2000.  This increase primarily
reflects  increased volumes to certain markets  during  the  year
while  average  cargo rates decreased slightly  compared  to  the
prior year average.  The increased sales also reflect a full year
of  services provided at a cargo terminal facility at the Port of
Houston  which  was acquired during the second quarter  of  2000.
Although  economic  uncertainties still exist  in  certain  South
American  markets, volumes in these markets improved during  2001
compared to 2000, partially offset by a decline in volumes to the
Caribbean Basin.

Operating income for the Marine Segment increased $9.5 million to
$24.0  million  in  2001 compared to 2000,  primarily  reflecting
improved  results  in  certain South American  markets  discussed
above.   Management expects operating income will remain positive
during  2002  although economic uncertainties in  markets  served
could reduce overall profitability.

Net  sales  increased  $57.2 million to $364.9  million  in  2000
compared   to  1999.   This  increase  resulted  primarily   from
significant  increases  in volumes, while cargo  rates  increased
slightly.   Weak  economic conditions in certain  South  American
markets  depressed rates during 1999 and the first half of  2000;
however, volumes increased and cargo rates improved in the second
half  of  2000.   Operating  income increased  $16.4  million  to
$14.5 million in 2000 compared to 1999, primarily as a result  of
the  increased volumes discussed above partially offset by higher
fuel costs.


Commodity Trading and Milling Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $ 476.2     359.0     259.5
Operating income (loss)             $  13.2      (3.5)      2.6
Loss from foreign affiliates        $  (4.5)     (2.4)     (1.4)

Net  sales  for the Commodity Trading & Milling segment increased
$117.2 million to $476.2 million in 2001 compared to 2000.   This
increase is primarily the result of increased trading volumes  of
soybean  meal and wheat to third parties and, to a lesser extent,
wheat to foreign affiliates.

Operating  income  for the Commodity Trading  &  Milling  segment
increased  $16.7  million to $13.2 million in  2001  compared  to
2000.   This  increase is primarily a result of  improvements  in
operating certain mills in foreign countries, including the first
year   of   profitable  operations  in  Zambia,  and   profitable
operations  of  a new mill acquired during the third  quarter  of
2000.  To a lesser extent, the increase reflects $3.5 million  of
recoveries  of  previously  reserved  receivables  and  increased
commodity  sales as discussed above.  Due to the nature  of  this
segment's  operations  and  its  exposure  to  foreign  political
situations,  management  is unable to predict  future  sales  and
operating results.

Loss   from   foreign  affiliates  increased  $2.1   million   to
$4.5  million in 2001 compared to 2000.  As a result of recurring
losses  in  a  shrimp  business operated as a  subsidiary  of  an
investment    in   a   foreign   affiliate   in    Ecuador,    at
December 31, 2001, management evaluated its carrying value of its
investment  in Ecuador.  Based on the evaluation, in  the  fourth
quarter  of  2001,  a  $1.0 million loss was recognized  for  the
decline  in  value other than temporary in this investment.   The
increase  was  also  the result of lower earnings  at  a  milling
operation  in  Haiti.   Based on current political  and  economic
situations  in  the countries the flour and feed  mills  operate,
management anticipates losses from foreign affiliates to continue
in 2002.

Net  sales  increased  $99.5 million to $359.0  million  in  2000
compared to 1999, primarily as a result of increased wheat  sales
to  third  parties  in  certain markets and  to  certain  foreign
affiliates.    Operating  income  decreased   $6.1   million   to
$(3.5)  million in 2000 compared to 1999, primarily as result  of
losses  from  the  Company's milling  operations  in  Zambia  and
decreased   income  from  operating  certain  mills  in   foreign
countries.

Loss   from   foreign  affiliates  increased  $1.0   million   to
$2.4 million in 2000 compared to 1999, primarily as a result of a
new  milling  operation and lower earnings  at  certain  existing
milling operations in Africa.


Sugar and Citrus Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $  77.7      60.1      46.9
Operating income (loss)             $   6.6      (7.6)    (15.9)

Net   sales   for   the   Sugar  and  Citrus  segment   increased
$17.6  million  to  $77.7  million  in  2001  compared  to  2000,
primarily  as a result of improved sugar prices and higher  sales
volumes.   Sales volumes increased primarily as a  result  of  an
increase  in  the resale of sugar purchased from  third  parties.
Operating income for 2001 increased $14.2 million to $6.6 million
in  2001 compared to 2000, primarily as a result of higher  sugar
prices,   increased  sales  volumes,  increases   in   production
efficiencies  and  a  lower  provision  for  doubtful   accounts.
Management is unable to predict future sugar prices or  operating
results  of  this  segment  in light  of  the  recent  events  in
Argentina discussed below.

Beginning in December, 2001, the Argentine government had  placed
restrictions  on the exchange of currency.  On January  6,  2002,
the  government of Argentina officially ended the one peso to one
U.S.  dollar  parity.  On January 11, 2002, the currencies  began
market  trading resulting in a devaluation of over 40%.  Although
there was no effect on operating income in 2001, the Company  did
record  a  reduction to shareholders' equity  of  $69.0  million,
through  a  charge  against net earnings of $7.8  million  and  a
foreign  currency translation adjustment of $61.1 million  as  of
December  31,  2001.   See Note 12 to the Consolidated  Financial
Statements for further discussion.  The economy of Argentina  has
been  severely,  negatively impacted by the devaluation  and  the
continuing  recession.  At this time, management is not  able  to
predict  the  effects these events will have on operating  income
for 2002.

Net  sales  increased  $13.2 million to  $60.1  million  in  2000
compared  to  1999, primarily a result of higher  sales  volumes,
partially  offset  by  slightly lower prices.   Operating  income
increased  $8.3  million  to  $(7.6) million  compared  to  1999,
primarily  as  a  result of improved margins and lower  operating
costs.   During the second quarter of 1999, severance charges  of
$3.0 million were incurred related to certain employee layoffs.


Power Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $  63.6      35.8      23.0
Operating income                    $  14.6       6.0       7.9

Net  sales  for  the  Power segment increased  $27.8  million  to
$63.6 million in 2001 compared to 2000 reflecting a full year  of
new  power  barge  operations that  began  in  October  of  2000.
Through  the third quarter of 2001, all sales from this  division
were  made  under  contract to the state-owned electric  company.
That contract was rescinded during September 2001 and the Company
began selling power at market rates on the spot market.

Operating income for the Power segment increased $8.6 million  to
$14.6  million in 2001 compared to 2000 primarily reflecting  the
operations of the new power barge. While the demand for power  in
the Dominican Republic is expected to remain strong allowing this
segment  to remain profitable, management is not able to  predict
future spot market rates.

Net  sales  increased  $12.8 million to  $35.8  million  in  2000
compared  to  1999, primarily as a result of the new power  barge
beginning  operation in October 2000 and, to a lesser  extent,  a
fuel  adjustment clause allowing the Company to  pass  on  higher
fuel   costs.   Operating  income  decreased  $1.9   million   to
$6.0  million in 2000 compared to 1999, primarily as a result  of
the  recovery of previously written-off receivables in 1999  and,
to a lesser extent, certain start up expenses associated with the
new power barge.


Wine Segment

(Dollars in millions)                  2001      2000      1999
Net sales                           $     -       6.8      12.9
Operating loss                      $     -      (9.2)     (5.9)
Loss from foreign affiliate         $  (3.7)        -         -

As  discussed in Note 2 to the Consolidated Financial Statements,
Seaboard's consolidated wine segment and a cash contribution were
exchanged  for  a non-controlling interest in a larger  Bulgarian
wine operation on December 29, 2000.

For  2001, as a result of the exchange discussed above, the  wine
segment   results  are  reported  using  the  equity  method   of
accounting.  The results for 2001 only include nine months as  it
is  recorded  on  a  three-month lag.  Overall operating  results
continued   to  be  negative  for  2001.   Management   currently
anticipates additional losses for 2002.

As  the Wine segment was previously consolidated on a three-month
lag,  in  order  to  reflect the operating results  of  the  Wine
segment  through  the date of the exchange,  the  Wine  segment's
results for 2000 include 15 months of operations.  The effect  of
including  the  additional three month activity  in  fiscal  2000
increased revenues by $1.2 million and decreased operating income
by  $1.9 million.  Despite the inclusion of the additional  three
months'  revenue  for 2000, net sales decreased $6.1  million  to
$6.8  million in 2000 compared to 1999, primarily as a result  of
lower sales volumes in certain European markets.  Operating  loss
increased $3.3 million to $9.2 million in 2000 compared to  1999,
primarily  resulting  from  lower  sales  and  the  inclusion  of
additional  losses  through the date  of  exchange  as  discussed
above, the cost of acquiring wine materials on the open market to
supplement  local  grape shortages, and increasing  reserves  for
uncollectible receivables and advances for raw materials.


All Other Segments

(Dollars in millions)                  2001      2000      1999
Net sales                           $  29.8      32.3      34.3
Operating loss                      $  (8.8)    (11.5)     (4.7)

Net  Sales  for  All  Other segments decreased  $2.5  million  to
$29.8   million  in  2001  compared  to  2000.   Sales  decreased
primarily  as  the  result of lower prices and yields  of  shrimp
grown  and  sold  within  the Produce Division.   Operating  loss
decreased $2.7 million to $8.8 million in 2001 compared to  2000.
The  improvement in operating loss is primarily the result of the
Company  discontinuing  the  business  of  marketing  fruits  and
vegetables grown through joint ventures or independent growers by
selling  certain assets of its Produce Division during the  third
quarter  of  2000  (see  Note  2 to  the  Consolidated  Financial
Statements).  Partially offsetting the improvement were increased
operating  losses from the existing Produce Division  operations,
including  the severance charge discussed below.  As a result  of
strategic    business   changes   discussed   below,   management
anticipates reduced operating losses for this division in 2002.

Management    is   currently   considering   various    strategic
alternatives for the Produce Division.  Currently, management has
decided to cease shrimp, pickle and pepper farming operations  in
Honduras.   As  a result, during the fourth quarter  of  2001,  a
$1.3  million charge to earnings was recorded related to employee
severance  at these locations.  Total long-lived assets  for  the
Produce  Division  at December 31, 2001, are $6.5  million.   The
Company  has  evaluated the recoverability  of  these  long-lived
assets  and  believes  the  value of those  assets  is  presently
recoverable.   However,  final  decisions  of  various  strategic
alternatives  or  continuing losses of existing operations  could
result in the carrying values not being recoverable, which  could
result  in  a  material charge to earnings for the impairment  of
these assets.

Operating  loss increased $6.8 million to $11.5 million  in  2000
compared to 1999, primarily as a result of low yields and quality
which  decreased  margins  on seasonal produce  sales,  primarily
melons and, to a lesser extent, losses related to the pickle  and
pepper  operations in Honduras.  In addition, at the end  of  the
melon  growing season in June 2000, management increased reserves
for certain melon grower advances.


Selling, General and Administrative Expenses

Selling,  general  and administrative (SG&A)  expenses  decreased
$14.0  million to $115.2 million in 2001 compared to 2000.   This
decrease  is primarily a result of changing to the equity  method
of  accounting  for the Wine business for 2001 (as  discussed  in
Note 2 to the Consolidated Financial Statements) and, to a lesser
extent,   recoveries  of  previously  reserved  receivables   and
discontinuing the business of marketing fruits and vegetables  by
the  Produce  Division  in the prior year,  as  discussed  above,
partially  offset  by increases discussed below.   The  increases
reflect  increased  service  and  support  functions  related  to
expanded operations in the Commodity Trading and Milling,  Marine
and  Power segments.  As a percentage of revenues, SG&A decreased
to  6.4%  for  2001 from 8.2% in 2000, primarily as a  result  of
increased  revenues in these segments in excess  of  the  related
SG&A increases.

SG&A  increased $21.4 million to $129.2 million in 2000  compared
to 1999.  This increase is primarily a result of costs associated
with  acquired  operations in the Pork segment, additional  three
month  expenses  in the Wine segment, increases in  reserves  for
certain  uncollectible grower advances in the  Produce  Division,
uncollectible advances for raw materials in the Wine segment  and
increases  in the Power segment associated with the  recovery  of
receivables  written-off  in prior years.   As  a  percentage  of
revenues,  SG&A  decreased to 8.2% in 2000  from  8.4%  in  1999,
primarily  attributable to increases in revenues in  the  Marine,
Trading  and  Milling, and Sugar segments without a corresponding
increase in SG&A costs.


Interest Expense

Interest  expense  totaled  $27.7  million,  $30.1  million   and
$31.4  million  for the years ended December 31, 2001,  2000  and
1999,  respectively.   The decrease in 2001 from  2000  primarily
reflects  a  decrease in short-term borrowings and, to  a  lesser
extent, lower interest rates on variable rate debt.  The decrease
in  2000  from  1999 primarily reflects a decrease in  short-term
borrowings.   In  addition, interest expense  for  1999  excludes
amounts  allocated  to the discontinued poultry  operations  (see
Note 14 to the Consolidated Financial Statements).


Interest Income

Interest   income  totaled  $8.5  million,  $12.6   million   and
$7.4  million  for the years ended December 31,  2001,  2000  and
1999,  respectively.   The decrease in 2001 from  2000  primarily
reflects lower interest rates and, to a lesser extent, a decrease
in  average  funds  invested.  The increase  in  2000  from  1999
reflects  an increase in average funds invested and, to a  lesser
extent,  an  increase in interest rates.  Average funds  invested
increased primarily as a result of the proceeds from the sale  of
the Poultry Division in January 2000.


Other Investment Income, Net

Other  investment income, net totaled $4.8 million, $5.7  million
and  $0.2 million for the years ended December 31, 2001, 2000 and
1999,  respectively.   During the second  quarter  of  2001,  the
Company  exchanged its investment in a domestic seafood  business
for shares of common stock of Fjord Seafood ASA (Fjord) resulting
in  a  gain  of  $18.7 million.  Primarily as a result  of  lower
operating results, the need for additional capital and the  price
decline  of  Fjord's  common  stock,  management  determined  the
decline  in  value  of  its total investment  to  be  other  than
temporary.   As  a result, the Company recorded a  $18.6  million
loss in the third quarter of 2001.  Also during 2001, the Company
sold  its  shares of a long-term investment in a foreign  company
recognizing  a gain of $3.7 million.  The increase in  2000  from
1999  is primarily attributable to a $3.6 million gain recognized
on  the  sale of certain marketable securities held for sale  and
increased  profitability  from  the  domestic  seafood   business
investment discussed above.


Loss on Exchange/Disposition of Businesses

On  December  29,  2000,  the Company exchanged  its  controlling
interest  in  a  Bulgarian wine operation and  cash  for  a  non-
controlling  interest in a larger wine operation resulting  in  a
$5.6 million loss.  During the third quarter of 2000, the Company
discontinued  the  business of marketing  fruits  and  vegetables
grown  through joint ventures or independent growers  by  selling
certain   assets   of  its  Produce  Division  resulting   in   a
$2.0 million loss.


Foreign Currency Losses

Foreign currency losses totaled $8.8 million during 2001 compared
to  $0.1 million in 2000 primarily reflecting the Argentine  peso
devaluation effect on dollar denominated net liabilities  of  the
Company's  Argentine  subsidiary.  Based on additional  Argentine
peso   devaluation  during  the  beginning  of  2002,  management
anticipates recognizing additional foreign currency losses during
2002.   See Note 12 to the Consolidated Financial Statements  for
further discussion.


Miscellaneous, Net

Miscellaneous,  net  totaled  $5.6  million,  $7.5  million   and
$3.0  million  for the years ended December 31,  2001,  2000  and
1999,  respectively.   During 2001, gains of  $2.8  million  were
recognized   on  existing  interest  rate  swap  agreements   not
accounted  for  as hedges. During 2000, a $3.8 million  gain  was
realized from the recognition of unamortized proceeds from  prior
terminations  of  interest rate agreements associated  with  debt
repaid during the year.


Income Tax Expense

The  effective  tax  rate  decreased  significantly  during  2001
compared to 2000 primarily as the result of increased permanently
deferred  foreign earnings during 2001 partially  offset  by  the
effect of certain other permanent differences.  The effective tax
rates  increased  significantly  during  2000  compared  to  1999
primarily as a result of significant increases in overall  losses
from  foreign  entities for which tax benefits are not  available
within their respective countries or to offset domestic income.


Other Financial Information

The  Company  is subject to various federal and state regulations
regarding environmental protection and land and water use.  Among
other  things, these regulations affect the disposal of livestock
waste  and  corporate  farming  matters  in  general.  Management
believes it is in compliance, in all material respects, with  all
such  regulations.  Laws and regulations in the states where  the
Company currently conducts its pork operations are becoming  more
restrictive.  These and future changes could delay the  Company's
expansion  plans or increase related development  costs.   Future
changes  in environmental or corporate farming laws could  affect
the  manner  in which the Company operates its business  and  its
cost structure.

The Financial Accounting Standards Board has issued Statement  of
Financial  Accounting  Standards No. 143, "Accounting  for  Asset
Retirement  Obligations", effective for  fiscal  years  beginning
after June 15, 2002.  This statement will require the Company  to
record  a  long-lived asset and related liability  for  estimated
future  costs  of  retiring certain assets.  The estimated  asset
retirement obligation, discounted to reflect present value,  will
grow to reflect accretion of the interest component.  The related
retirement asset will be amortized over the economic life of  the
related  asset.   Upon adoption of this statement,  a  cumulative
effect  of  a change in accounting principle will be recorded  at
the  beginning  of the effective year to recognize  the  deferred
asset  and  related  accumulated amortization  to  date  and  the
estimated  discounted  asset retirement liability  together  with
cumulative accretion since the inception of the liability.

The   Company  will  incur  asset  retirement  obligation   costs
associated  with  the closure of the hog lagoons  it  is  legally
obligated  to  close.   Accordingly, the  Company  has  performed
detailed  assessments  and obtained the  appraisals  required  to
estimate   the   future  retirement  costs   based   on   current
regulations.  Although these costs could change by  the  date  of
adoption, it is currently estimated that the Company will  record
a  cumulative effect of approximately $2.1 million as a charge to
earnings, an increase in net fixed assets of $2.9 million  and  a
liability of $5.0 million for this change in accounting principle
at  the date of adoption.  Currently, the Company plans to  adopt
this  statement during the first quarter of fiscal 2003.   During
2003, the Company currently estimates the total accretion of  the
liability  and depreciation of fixed assets to increase  cost  of
sales by approximately $0.5 million.

In  February 2002, the Company began a tender offer in  Argentina
to  purchase  the remaining outstanding shares of its  sugar  and
citrus  subsidiary, Tabacal, not currently owned by the  Company.
If  the Company is successful in completing this transaction,  it
would    increase    shareholders'   equity   by    approximately
$34.0  million  by  reducing its deferred  tax  liability.   This
benefit   would  be  recognized  by  reducing  other  accumulated
comprehensive   loss  and  recording  a  tax   benefit   in   the
Consolidated Statement of Earnings for 2002.  As a result of  the
current  economic  and  political  situation  in  Argentina,  the
Company  is not yet certain that it will be able to complete  the
remaining   required  legal  actions.   See  Note   11   to   the
Consolidated Financial Statements for further discussion.

The  Company does not believe its businesses have been materially
adversely affected by general inflation.


Critical Accounting Policies

The  preparation  of  the  consolidated financial  statements  in
conformity with accounting principles generally accepted  in  the
United  States of America requires the Company to make  estimates
and  assumptions that affect the reported amounts of  assets  and
liabilities   and  the  disclosure  of  contingent   assets   and
liabilities at the date of the consolidated financial  statements
and  the  reported  amounts of revenue and  expenses  during  the
reporting  period.   Actual  results  could  differ  from   those
estimates.   Management  has identified the  accounting  policies
believed  to  be  the  most important to  the  portrayal  of  the
Company's  financial  condition and results,  and  which  require
management's  most  difficult, subjective or  complex  judgments,
often  as a result of the need to make estimates about the effect
of   matters  that  are  inherently  uncertain.   These  critical
accounting policies include:

Allowance for doubtful receivables - Management uses various data
and  historical  information to evaluate  the  adequacy  of  this
reserve for receivables estimated to be uncollectible as  of  the
consolidated   balance   sheet  date.   Changes   in   estimates,
developing  trends and other new information can have a  material
effect   on  future  evaluations.   In  addition,  the  Company's
receivables  are  heavily  weighted towards  foreign  receivables
($141.0  million  or  68%),  including receivables  from  foreign
affiliates discussed below, which generally represent more  of  a
collection risk than its domestic receivables.

Investments  in and advances to foreign affiliates  -  Management
uses  the equity method of accounting for these investments.   At
the  balance  sheet date, management will evaluate the  value  of
certain equity investments for potential decline in value  deemed
other  than temporary when conditions warrant such an assessment.
Since  these  investments primarily involve entities  in  foreign
countries considered underdeveloped, changes in the local economy
or  political  environment may occur suddenly and can  materially
alter this evaluation.  In most cases, the Company has an ongoing
business  relationship through sales of grain to  these  entities
that  also  include  receivables from these  foreign  affiliates.
Management  considers the long-term business  prospects  of  such
investments when making its assessment.  At December   31,  2001,
the  total  investment in and advances to foreign affiliates  was
$52.3   million.   See  Note  5  to  the  Consolidated  Financial
Statements for further discussion.

Long-lived  assets - At each balance sheet date, management  will
review  long-lived  assets,  which consists  primarily  of  fixed
assets,  for  impairment  when changes in circumstances  indicate
that  the carrying amount may not be recoverable.  Recoverability
of  assets to be held and used is measured by a comparison of the
carrying amount of the asset to future net cash flows expected to
be  generated by the asset.  The future net cash flows are  based
on  management's current estimates and assumptions.   Changes  in
facts or circumstances could result in changes to these estimates
and  assumptions resulting in a potential material impact to  the
Company's  future financial results.  Generally, fixed assets  in
foreign  countries  represent a higher recoverability  risk  than
domestic  long-lived assets.  At December 31, 2001, fixed  assets
in  foreign countries represent $147.4 million, or 26%  of  total
fixed   assets.   See  Note  13  to  the  Consolidated  Financial
Statements for discussion of recoverability of certain  segment's
long-lived assets.

Lease  accounting - Under existing accounting rules, the  Company
has  several  master lease agreements accounted for as  operating
leases.    Recent  and  planned  discussions  by  the   Financial
Accounting  Standards  Board  (FASB)  indicate  a  potential  for
changes to existing accounting rules and regulations whereby  the
assets  and liabilities related to such operating leases  may  be
required to be accounted for on the consolidated balance sheet of
the  Company.  At December 31, 2001, such operating lease  assets
and  the  related  operating  lease debt  of  the  owner  totaled
$188.2  million.   See  Note  8  to  the  Consolidated  Financial
Statements for further discussion.

Contingent  liabilities - Management has  evaluated  the  various
exposures,   including  environmental  exposures  of   its   Pork
division,  described  in  Note 11 to the  Consolidated  Financial
Statements.    Based  on  currently  available  information   and
analysis,  management  believes that all  such  items  have  been
adequately accrued for and reflected in the consolidated  balance
sheet  as  of  December 31, 2001.  Future changes in information,
legal  statutes or events, especially the pending U.S. Farm bill,
could  result in changes in estimates that could have a  material
adverse impact on the financial statements.

Determining  functional currencies of foreign  operations  -  The
Company  has  several  foreign subsidiaries  and  locations  that
account  for $618.0 million, or 34% of sales, $369.9 million,  or
30%  of assets and $157.5 million, or 22% of liabilities,  as  of
December  31,  2001.   Management is required  to  translate  the
financial statements of the foreign entities from the currency in
which  they  keep  their accounting records  into  United  States
dollars using the appropriate exchange rates.  Depending  on  the
entities'  functional  currency, this  process  creates  exchange
gains  and losses which are either included in the statements  of
operations  or  as foreign currency translation adjustment  as  a
separate   part  of  equity,  classified  as  accumulated   other
comprehensive  loss.  The functional currency  is  determined  by
management after consideration of the relevant economic facts and
circumstances  specific to each entity.  The magnitude  of  these
exchange  gains  or  losses is determined  by  movements  of  the
exchange  rates  of  the foreign currencies  against  the  United
States  dollar.   As  described in Note 12  to  the  consolidated
financial  statements,  during 2001  the  Company  experienced  a
devaluation of its assets in Argentina.  As of December 31, 2001,
the  Company  had  $62.2 million in cumulative  foreign  currency
translation adjustment recorded on the balance sheet.  Changes by
management in the designation of the foreign entities' functional
currency and fluctuations in prevailing exchange rates could have
a material impact on future Consolidated Financial Statements.


Derivative Information

The  Company is exposed to various types of market risks from its
day-to-day operations.  Primary market risk exposures result from
changing  interest rates, commodity prices and  foreign  currency
exchange  rates.   Changes  in interest  rates  impact  the  cash
required  to service variable rate debt and leases with  variable
rate  interest  components. From time to time, the  Company  uses
interest rate swaps to manage risks of increasing interest rates.
Changes  in  commodity prices impact the cost  of  necessary  raw
materials,  finished  product sales and firm  sales  commitments.
The  Company uses corn, wheat, soybeans and soybean meal  futures
and  options to manage certain risks of increasing prices of  raw
materials  and firm sales commitments.  From time  to  time,  the
Company uses hog futures to manage risks of increasing prices  of
live  hogs acquired for processing.  Changes in foreign  currency
exchange rates impact the cash paid or received by the Company on
foreign  currency denominated receivables and payables,  and  the
value  of  its  foreign currency denominated available  for  sale
equity  securities.  The Company manages certain of  these  risks
through the use of foreign currency forward exchange agreements.

The  table  below provides information about the  Company's  non-
trading  financial instruments sensitive to changes  in  interest
rates  at  December  31, 2001.  For debt obligations,  the  table
presents  principal  cash  flows  and  related  weighted  average
interest rates by expected maturity dates.  At December 31, 2001,
long-term   debt  included  foreign  subsidiary  obligations   of
$6.6 million payable in Argentine pesos, $2.6 million denominated
in  U.S.  dollars,  and  $2.0 million  denominated  in  Congolese
francs.   At  December 31, 2000, long-term debt included  foreign
subsidiary  obligations  of $11.0 million  payable  in  Argentine
pesos, $5.0 million denominated in U.S. dollars, and $2.5 million
denominated in Congolese francs.  Weighted average variable rates
are  based  on rates in place at the reporting date.   Short-term
instruments    including   short-term   investments,    non-trade
receivables  and current notes payable have carrying values  that
approximate  market and are not included in  this  table  due  to
their short-term nature.

(Dollars in thousands)   2002    2003    2004    2005    2006 Thereafter  Total

Long-term debt:
 Fixed rate            $27,248 $50,365 $50,490 $50,776 $31,151 $37,437 $247,467
 Average interest rate   7.07%   7.34%   7.34%   7.34%   7.88%   7.97%    7.47%
 Variable rate         $27,918       -       -       -       -  35,600$  63,518
 Average interest rate   2.51%       -       -       -       -   2.35%    2.42%

Non-trading  financial  instruments  sensitive  to   changes   in
interest rates at December 31, 2000 consisted of fixed rate long-
term  debt totaling $283.4 million with an average interest  rate
of 7.42%, and variable rate long-term debt totaling $63.5 million
with an average interest rate of 6.25%.

The  Company  entered into five, ten-year interest rate  exchange
agreements  during 2001 whereby the Company pays a  stated  fixed
rate and receives a variable rate of interest on a total notional
amount  of  $150,000,000.   The table below  shows  the  weighted
average  fixed rates and aggregate fair values for  contracts  in
gain    positions   and   contracts   in   loss   positions    at
December  31,  2001 recorded in other current  assets  and  other
accrued  liabilities, respectively.  There  were  no  outstanding
interest rate exchange agreements at December 31, 2000.

(Dollars in thousands)                 Weighted average
 Notional amount       Maturity           fixed rate          Fair value
   $125,000              2011               5.47%             $2,250,768
   $ 25,000              2011               5.80%              $(210,179)

Inventories  that  are sensitive to changes in commodity  prices,
including carrying amounts and fair values at December  31,  2001
and  2000  are presented in Note 4 to the Consolidated  Financial
Statements.    Projected  raw  material  requirements,   finished
product  sales, and firm sales commitments may also be  sensitive
to  changes  in  commodity  prices.   The  tables  below  provide
information  about  the Company's derivative contracts  that  are
sensitive  to  changes  in commodity prices.   Although  used  to
manage  overall market risks, during the fourth quarter of  2001,
the Company discontinued the extensive record-keeping required to
account  for any remaining commodity transactions as  fair  value
hedges  and expensed $1.1 million to cost of sales.  The  Company
continues  to  believe  its commodity  futures  and  options  are
economic hedges and not speculative transactions although they do
not  qualify as hedges under accounting rules.  Since the Company
does not account for these derivatives as hedges, fluctuations in
the  related  commodity prices could have a  material  impact  on
earnings  in  any given year.  The following tables  present  the
notional quantity amounts, the weighted average contract  prices,
the  contract  maturities, and the fair values of  the  Company's
open commodity derivative positions at December 31, 2001.


Trading:
                          Contract Volumes    Wtd.-avg.               Fair
Futures Contracts         Quantity Units     Price/Unit  Maturity Value (000's)

Corn purchases - long     6,368,360 bushels  $  2.33       2002   $    60
Corn sales - short        1,972,081 bushels     2.37       2002       161

Wheat purchases - long    1,335,000 bushels     2.90       2002       (38)
Wheat sales - short         780,000 bushels     2.92       2002        57

Soybean meal purchases
 - long                     335,500 tons      152.25       2002    (2,705)
Soybean meal sales - short  134,700 tons      152.39       2002       945

Soybean purchases - long    410,000 bushels     4.40       2002       (79)
Soybean sales - short       410,000 bushels     4.46       2002       102


                          Contract Volumes    Wtd.-avg.               Fair
Options  Contracts        Quantity Units     Price/Unit  Maturity Value (000's)

Wheat puts written - long   585,000 bushels  $  2.80       2002         6
Wheat   calls   purchased
 -  long  collars           785,000 bushels     2.93       2002       (14)
Wheat calls written
 - short collars             50,000 bushels     2.80       2002        (2)

Corn puts purchased - short 125,000 bushels     2.10       2002         3
Corn calls purchased
 - long collars           2,500,000 bushels     2.64       2002      (114)
Corn  puts written - long   323,484 bushels     2.29       2002        55

At  December  31, 2000, the Company had net trading contracts  to
purchase  0.7  million bushels of grain (fair value of  $103,000)
and   7,000   tons   of  meal  (fair  value  of   $34,000).    At
December  31, 2000, the Company had net non-trading contracts  to
sell  0.1  million bushels of grain (fair value of $211,000)  and
net contracts to sell 500 tons of meal (fair value of $109,000).

The  table below provides information about the Company's forward
currency  exchange  agreements and the related trade  receivables
and  financial instruments sensitive to foreign currency exchange
rates  at  December 31, 2001.  Information is presented  in  U.S.
dollar  equivalents and all contracts mature in 2002.  The  table
presents the notional amounts and weighted average exchange rate.
The   notional   amount  is  generally  used  to  calculate   the
contractual payments to be exchanged under the contract.


                                             Contract/          Change in
(Dollars in thousands)                    Historical Cost      Fair Values

Trading:
 Forward exchange agreements
  (receive $U.S./pay South African
  rands (ZAR))                                $10,773            $  1,406
 Forward exchange agreements (receive
  ZAR/pay $U.S.)                              $    60            $    (10)

Nontrading:
 Firmly committed sales contracts (ZAR)       $66,008            $(11,443)
 Accounts receivable hedged
  (denominated in ZAR)                        $11,164            $ (2,699)
 Firmly committed purchase contracts (ZAR)    $ 1,749            $    260
 Related derivatives:
  Forward exchange agreements
   (receive $U.S./pay ZAR)                    $77,172            $ 14,201
  Forward exchange agreements
   (receive ZAR/pay $U.S.)                    $ 1,749            $   (260)

Average contractual exchange rates:
 Forward exchange agreements
  (receive $U.S./pay ZAR)                       10.23
 Forward exchange agreements
  (receive ZAR/pay $U.S.)                       10.33

At  December 31, 2000, the Company had net agreements to exchange
$35,819,000 of contracts denominated in South African rands at an
average contractual exchange rate of 7.63 ZAR to one U.S. dollar.

The  stock  of the Company's available for sale equity investment
in Fjord's common stock is denominated in Norwegian Kroner (NOK).
To  hedge a portion of the risk of change in the foreign currency
exchange rate on this investment, during 2001 the Company entered
into  a  foreign currency exchange agreement whereby the  Company
will  receive a fixed price in U.S. dollars at a future date  for
approximately  NOK 95,000,000.  The fair value of this  agreement
at December 31, 2001 was $(186,000).


Responsibility for Financial Statements

The  consolidated financial statements appearing in  this  annual
report  have  been  prepared by the Company  in  conformity  with
accounting principles generally accepted in the United States  of
America and necessarily include amounts based upon judgments with
due consideration given to materiality.

The  Company  relies on a system of internal accounting  controls
that is designed to provide reasonable assurance that assets  are
safeguarded, transactions are executed in accordance with Company
policy  and  are  properly recorded, and accounting  records  are
adequate  for  preparation  of  financial  statements  and  other
information.  The  concept of reasonable assurance  is  based  on
recognition that the cost of a control system should  not  exceed
the  benefits expected to be derived and such evaluations require
estimates  and  judgments. The design and  effectiveness  of  the
system   are  monitored  by  a  professional  staff  of  internal
auditors.

The  consolidated financial statements have been audited  by  the
independent accounting firm of KPMG LLP, whose responsibility  is
to  examine records and transactions and to gain an understanding
of  the  system  of internal accounting controls  to  the  extent
required  by auditing standards generally accepted in the  United
States  of  America  and  render  an  opinion  as  to  the   fair
presentation of the consolidated financial statements.

The  Board of Directors pursues its review of auditing,  internal
controls  and  financial statements through its audit  committee,
composed  entirely of independent directors. In the  exercise  of
its responsibilities, the audit committee meets periodically with
management,  with the internal auditors and with the  independent
accountants to review the scope and results of audits.  Both  the
internal  auditors and independent accountants have  unrestricted
access  to  the audit committee with or without the  presence  of
management.


Independent Auditors' Report

We  have audited the accompanying consolidated balance sheets  of
Seaboard Corporation and subsidiaries as of December 31, 2001 and
2000,  and  the  related  consolidated  statements  of  earnings,
changes  in  equity and cash flows for each of the years  in  the
three-year  period  ended December 31, 2001.  These  consolidated
financial  statements  are the responsibility  of  the  Company's
management. Our responsibility is to express an opinion on  these
consolidated financial statements based on our audits.

We  conducted  our  audits in accordance with auditing  standards
generally  accepted  in  the  United  States  of  America.  Those
standards  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. An audit also includes assessing  the
accounting  principles  used and significant  estimates  made  by
management, as well as evaluating the overall financial statement
presentation.  We  believe that our audits provide  a  reasonable
basis for our opinion.

In our opinion, the consolidated financial statements referred to
above  present  fairly, in all material respects,  the  financial
position   of  Seaboard  Corporation  and  subsidiaries   as   of
December  31, 2001 and 2000, and the results of their  operations
and  their  cash  flows for each of the years in  the  three-year
period  ended  December 31, 2001, in conformity  with  accounting
principles generally accepted in the United States of America.


                                       /s/KPMG LLP


Kansas City, Missouri
March 4, 2002

                           SEABOARD CORPORATION
                        Consolidated Balance Sheets

                                                       December 31,
(Thousands of dollars)                                2001      2000

Assets
Current assets:
 Cash and cash equivalents                         $22,997  $   19,760
 Short-term investments                            126,795      91,375
 Receivables:
  Trade                                            156,779     178,290
  Due from foreign affiliates                       27,187      30,732
  Other                                             24,021      41,816
                                                   207,987     250,838
  Allowance for doubtful receivables               (20,571)    (29,801)
   Net receivables                                 187,416     221,037
 Inventories                                       205,345     211,339
 Deferred income taxes                              13,966      14,132
 Other current assets                               36,343      14,443
  Total current assets                             592,862     572,086
Investments in and advances to foreign affiliates   52,256      63,302
Net property, plant and equipment                  556,273     611,361
Other assets                                        34,201      27,485
Total Assets                                    $1,235,592  $1,274,234

See accompanying notes to consolidated financial statements.


                           SEABOARD CORPORATION
                        Consolidated Balances Sheets

                                                       December 31,
(Thousands of dollars)                                2001      2000

Liabilities and Stockholders' Equity
Current liabilities:
 Notes payable to banks                         $   37,703  $   80,480
 Current maturities of long-term debt               55,166      34,487
 Accounts payable                                   61,513      59,181
 Income taxes payable                               17,343      10,915
 Accrued compensation and benefits                  34,682      27,005
 Other accrued liabilities                          74,193      67,720
  Total current liabilities                        280,600     279,788
Long-term debt, less current maturities            255,819     312,418
Deferred income taxes                              131,957     107,833
Other liabilities                                   33,946      33,464
  Total non-current and deferred liabilities       421,722     453,715
Minority interest                                    6,067          46
Commitments and contingent liabilities
Stockholders' equity:
 Common stock of $1 par value.  Authorized
    4,000,000 shares; Issued 1,789,599 shares
    including 302,079 shares of treasury stock       1,790       1,790
 Shares held in treasury                              (302)       (302)
                                                     1,488       1,488
 Additional capital                                 13,214      13,214
 Accumulated other comprehensive loss              (65,406)       (106)
 Retained earnings                                 577,907     526,089
  Total stockholders' equity                       527,203     540,685
Total Liabilities and Stockholders' Equity      $1,235,592  $1,274,234

See accompanying notes to consolidated financial statements.



                             SEABOARD CORPORATION
                       Consolidated Statement of Earnings

                                                    Years ended December 31,
(Thousands of dollars except per share amounts)   2001       2000       1999

Net sales                                     $1,804,610 $1,583,696 $1,284,262
Cost of sales and operating expenses           1,575,070  1,406,439  1,164,134
 Gross income                                    229,540    177,257    120,128
Selling, general and administrative expenses     115,188    129,192    107,760
 Operating income                                114,352     48,065     12,368
Other income (expense):
 Interest expense                                (27,732)   (30,134)   (31,418)
 Interest income                                   8,500     12,580      7,446
 Other investment income, net                      4,823      5,686        249
 Loss from foreign affiliates                     (8,192)    (2,440)    (1,413)
 Loss on exchange/disposition of businesses            -     (7,607)         -
 Minority interest                                     -        785      1,283
 Foreign currency loss, net                       (8,776)       (89)      (168)
 Miscellaneous, net                                5,564      7,457      3,047
 Total other income (expense), net               (25,813)   (13,762)   (20,974)
Earnings (loss) from continuing operations before
     income taxes                                 88,539     34,303     (8,606)
Income tax expense                               (35,234)   (25,431)    (4,981)
Earnings (loss) from continuing operations        53,305      8,872    (13,587)
Earnings from discontinued operations, net
     of income taxes of  $8,278                        -          -     13,634
Gain on disposal of discontinued operations,
     net of income taxes of $57,305                    -     90,037          -
Net earnings                                  $   53,305 $   98,909 $       47
Earnings per common share:
 Earnings (loss) from continuing operations   $    35.83 $     5.96 $    (9.13)
 Earnings from discontinued operations                 -      60.53       9.16
Earnings per common share                     $    35.83 $    66.49 $     0.03

See accompanying notes to consolidated financial statements.

<TABLE>
                                    SEABOARD CORPORATION
                          Consolidated Statements of Changes in Equity
                         (Thousands of dollars except per share amounts)

<CAPTION>
                                                                          Accumulated
                                                                            Other
                                         Common  Treasury  Additional    Comprehensive   Retained
                                          Stock    Stock     Capital        Loss         Earnings     Total
<S>                                     <C>      <C>       <C>           <C>             <C>         <C>
Balances,January 1, 1999                $ 1,790  $ (302)   $ 13,214      $    (81)       $430,107    $444,728
 Comprehensive loss
  Net earnings                                                                                 47          47
  Other comprehensive loss
   net of income tax benefit of $77:
    Foreign currency translation
     adjustment                                                               (25)                        (25)
    Unrealized loss on investments                                            (95)                        (95)
 Comprehensive loss                                                                                       (73)
 Dividends on common stock
  ($1.00 per share)                                                                        (1,487)     (1,487)
Balances, December 31, 1999               1,790    (302)     13,214          (201)        428,667     443,168

 Comprehensive income
  Net earnings                                                                             98,909      98,909
  Other comprehensive income
   net of income tax expense of $61:
    Unrealized gain on investments                                             95                          95
 Comprehensive income                                                                                  99,004
 Dividends on common stock
  ($1.00 per share)                                                                        (1,487)     (1,487)
Balances, December 31, 2000               1,790    (302)     13,214          (106)        526,089     540,685

 Comprehensive loss
  Net earnings                                                                             53,305      53,305
  Other comprehensive loss net
   of income tax benefit of $1,954:
    Foreign currency translation
     adjustment                                                           (62,063)                    (62,063)
    Unrealized loss on investments                                         (3,116)                     (3,116)
    Unrecognized pension cost                                              (1,273)                     (1,273)
    Cumulative effect of SFAS 133
     adoption related to deferred
     gains on interest rate swaps                                           1,352                       1,352
    Amortization of deferred
     gains on interest rate swaps                                            (200)                       (200)
 Comprehensive loss                                                                                   (11,995)
 Dividends on common stock
  ($1.00 per share)                                                        (1,487)                     (1,487)
Balances, December 31, 2001             $ 1,790  $ (302)   $ 13,214      $(65,406)       $577,907    $527,203

<FN>
See accompanying notes to consolidated financial statements.
</TABLE>


                                     SEABOARD CORPORATION
                            Consolidated Statements of Cash Flows

                                                      Years ended December 31,
(Thousands of dollars)                               2001      2000     1999
Cash flows from operating activities:
 Net earnings                                    $  53,305 $  98,909 $      47
 Adjustments to reconcile net earnings to
  cash from operating activities:
  Net earnings from discontinued operations              -         -   (13,634)
  Net gain on disposal of discontinued operations        -   (90,037)        -
  Depreciation and amortization                     55,800    50,383    45,582
  Loss from foreign affiliates                       8,192     2,440     1,413
  Other investment income, net                      (4,823)   (5,686)     (249)
  Foreign currency loss                              7,830         -         -
  Deferred income taxes                             26,086    57,809    (2,985)
  Gain from recognition of deferred swap proceeds        -    (3,760)        -
  Gain from sale of fixed assets                    (1,958)     (492)   (1,984)
  Loss from exchange/disposition of business             -     7,607         -
 Changes in current assets and liabilities
  (net of businesses acquired and disposed):
  Receivables, net of allowance                      7,085   (87,240)  (21,012)
  Inventories                                       (8,831)  (31,186)  (49,562)
  Other current assets                             (21,725)   (5,587)   (8,510)
  Current liabilities exclusive of debt             31,202     3,491     8,333
 Other, net                                          7,065     2,812     2,086
Net cash from operating activities                 159,228      (537)  (40,475)
Cash flows from investing activities:
 Purchase of short-term investments               (388,786) (586,972) (165,498)
 Proceeds from the sale of short-term investments  270,204   528,571   178,423
 Proceeds from the maturity of short-term
   investments                                      84,016    58,791    51,073
 Investments in and advances to foreign affiliates,
   net                                               5,731   (23,310)   (1,446)
 Additional investment in foreign equity
   securities                                      (10,779)        -         -
 Capital expenditures                              (54,962) (116,933)  (67,713)
 Acquisition of businesses (net of cash acquired)        -   (45,444)        -
 Proceeds from disposal of discontinued operations,
   net                                                   -   356,107         -
 Other, net                                          7,101     4,589     2,251
Net cash from investing activities                 (87,475)  175,399    (2,910)
Cash flows from financing activities:
 Notes payable to banks, net                       (42,777) (140,873)   62,373
 Proceeds from issuance of long-term debt                -     5,211    26,667
 Principal payments of long-term debt              (31,773)  (24,901)  (26,807)
 Sale of minority interest in a controlled
   subsidiary                                        5,000         -         -
 Dividends paid                                     (1,487)   (1,487)   (1,487)
 Bond construction fund                              3,116    (4,091)        -
 Proceeds from termination of interest rate swap
   agreements                                            -         -     5,982
Net cash from financing activities                 (67,921) (166,141)   66,728
Net cash flows from discontinued operations              -         -   (33,020)
Effect of exchange rate change on cash                (595)        -         -
Net change in cash and cash equivalents              3,237     8,721    (9,677)
Cash and cash equivalents at beginning of year      19,760    11,039    20,716
Cash and cash equivalents at end of year         $  22,997 $  19,760 $  11,039

See accompanying notes to consolidated financial statements.


Note 1

Summary of Significant Accounting Policies

Operations of Seaboard Corporation and its Subsidiaries

Seaboard  Corporation and its subsidiaries  (the  Company)  is  a
diversified international agribusiness and transportation company
primarily engaged domestically in pork production and processing,
and  cargo shipping.  Overseas, the Company is primarily  engaged
in   commodity  merchandising,  flour  and  feed  milling,  sugar
production,  and  electric  power  generation.   Seaboard   Flour
Corporation  (the Parent Company) is the owner of  75.3%  of  the
Company's outstanding common stock.

Principles of Consolidation and Investments in Affiliates

The  consolidated financial statements include  the  accounts  of
Seaboard  Corporation and its domestic and foreign  subsidiaries.
All  significant intercompany balances and transactions have been
eliminated in consolidation.  The Company's investments  in  non-
controlled  affiliates are accounted for by  the  equity  method.
Financial  information  from  certain  foreign  subsidiaries  and
affiliates is reported on a one- to three-month lag depending  on
the  specific  entity.  As more fully described in Note  14,  the
Company  completed  the  sale of its Poultry  Division  effective
January  3, 2000.  The Company's financial statements  and  notes
reflect the Poultry Division as a discontinued operation for  the
periods that include Poultry operations.

Short-term Investments

Short-term  investments  are  retained  for  future  use  in  the
business  and  include money market accounts,  tax-exempt  bonds,
corporate  bonds and U.S. government obligations.  All short-term
investments held by the Company are categorized as available-for-
sale  and  are reported at fair value with unrealized  gains  and
losses  reported net of tax, as a component of accumulated  other
comprehensive  income.  The cost of debt securities  is  adjusted
for  amortization  of  premiums and  accretion  of  discounts  to
maturity.  Such amortization is included in interest income.

Inventories

The  Company uses the lower of last-in, first-out (LIFO) cost  or
market for determining inventory cost of live hogs, dressed  pork
product and related materials.  All other inventories are  valued
at the lower of first-in, first-out (FIFO) cost or market.

Property, Plant and Equipment

Property,  plant and equipment are carried at cost and are  being
depreciated  generally on the straight-line  method  over  useful
lives  ranging from 3 to 30 years.  Property, plant and equipment
leases  which  are deemed to be installment purchase  obligations
have  been  capitalized and included in the property,  plant  and
equipment  accounts.   Routine  maintenance,  repairs  and  minor
renewals  are  charged  to operations while  major  renewals  and
improvements  are  capitalized.  Costs expected  to  be  incurred
during  regularly  scheduled drydocking of  vessels  are  accrued
ratably prior to the drydock date.

Deferred Grant Revenue

Included  in other liabilities at December 31, 2001 and  2000  is
$9,857,000  and  $10,280,000,  respectively,  of  deferred  grant
revenue.   Deferred grant revenue represents economic development
funds contributed to the Company by government entities that were
limited  to construction of a hog processing facility in  Guymon,
Oklahoma.  Deferred grants are being amortized to income over the
life of the assets acquired with the funds.

Income Taxes

Deferred income taxes are recognized for the tax consequences  of
temporary  differences by applying enacted  statutory  tax  rates
applicable  to future years to differences between the  financial
statement  carrying amounts and the tax bases of existing  assets
and liabilities.

Revenue Recognition

Revenue   of   the  Company's  containerized  cargo  service   is
recognized  ratably  over  the  transit  time  for  each  voyage.
Revenue of the Company's commodity trading business is recognized
when  the  commodity is delivered to the customer.   The  Company
recognizes all other revenues on commercial exchanges at the time
title to the goods transfers to the buyer.

Use of Estimates

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

Impairment of Long-lived Assets

At  each  balance sheet date, long-lived assets, primarily  fixed
assets,  are  reviewed for impairment when events or  changes  in
circumstances  indicate  that the  carrying  amount  may  not  be
recoverable.   Recoverability of assets to be held  and  used  is
measured  by a comparison of the carrying amount of the asset  to
future net cash flows expected to be generated by the asset.   If
such  assets are considered to be impaired, the impairment to  be
recognized is measured by the amount by which the carrying amount
of the assets exceeds the fair value of the assets.  Assets to be
disposed  of are reported at the lower of the carrying amount  or
fair  value  less costs to sell.  See Note 13 for  discussion  of
recoverability of certain segment's long-lived assets.

Earnings Per Common Share

Earnings  per  common  share are based upon  the  average  shares
outstanding  during the period.  Average shares outstanding  were
1,487,520  for each of the three years ended December  31,  2001,
2000  and  1999,  respectively.  Basic and diluted  earnings  per
share are the same for all periods presented.

Reclassifications

Certain reclassifications have been made to prior year amounts to
conform to the current year presentation.

Cash and Cash Equivalents

For  purposes of the consolidated statements of cash  flows,  the
Company  considers all demand deposits and overnight  investments
as   cash   equivalents.   Included  in  accounts   payable   are
outstanding checks in excess of cash balances of $19,320,000  and
$22,836,000  at  December 31, 2001 and 2000,  respectively.   The
amounts paid for interest and income taxes are as follows:


                                            Years ended December 31,
(Thousands of dollars)                     2001      2000      1999

Interest (net of amounts capitalized)   $ 29,182    29,821    33,090
Income taxes                            $  2,557    11,805    15,432


Supplemental Noncash Transactions

As  more  fully  described  in Note  12,  a  devaluation  of  the
Argentine peso decreased the assets and liabilities of the  Sugar
and  Citrus segment during December 2001.  The devaluation of the
peso  denominated assets and liabilities reduced working  capital
and  fixed  assets by $22,355,000 and $47,244,000,  respectively,
and  increased  net long-term liabilities by  $625,000.   No  tax
benefit was recorded related to this devaluation.

As  more  fully  described in Note 2, $1.0 million in  previously
recorded   payables  was  contributed  as  partial  consideration
received for the sale of a minority interest in a power barge.

As  more  fully  described in Notes 2 and  14,  during  2000  the
Company  sold  its Poultry Division, acquired the  assets  of  an
existing hog production operation, a cargo terminal facility  and
a  flour and feed milling facility, and exchanged its controlling
interest  in  a  Bulgarian wine operation and  cash  for  a  non-
controlling  interest in a larger Bulgarian wine operation.   The
following  table  summarizes the noncash  transactions  resulting
from the disposition and exchange of businesses in 2000.


                                                                 Year ended
(Thousands of dollars)                                        December 31, 2000

Decrease in net working capital (including current income tax
  liability)                                                          $ 73,750
Increase in investments in and advances to foreign affiliates          (25,274)
Decrease in other fixed assets                                           7,865
Decrease in other net assets                                               102
Decrease in net assets of discontinued operation                       195,034
Increase in deferred income tax liability                                8,914
Gain (loss) on exchange/disposition of businesses                       (5,612)
Gain on disposal of discontinued operations, net of income taxes        90,037
  Net proceeds from exchange/disposition of businesses                $344,816

Net  proceeds  from  exchange/disposition of businesses  in  2000
include  $356,107,000 in proceeds from disposal  of  discontinued
operations  and $11,291,000 in cash paid and contributed  in  the
exchange of a business.

The following table summarizes the noncash transactions resulting
from acquisitions in 2000:
                                                        Year ended
(Thousands of dollars)                              December 31, 2000
Increase in other working capital                     $  8,654
Increase in fixed assets                                76,781
Increase in other net assets                               600
Increase in notes payable and long-term debt           (37,091)
Increase in other liabilities                           (3,500)
  Cash paid, net of cash acquired and consolidated    $ 45,444


Foreign Currency Transactions and Translation

The Company has operations in and transactions with customers  in
a  number  of foreign countries.  The currencies of the countries
fluctuate  in  relation  to  the U.S.  dollar.   Certain  of  the
Company's   major  contracts  and  transactions,   however,   are
denominated in U.S. dollars.  In addition, the value of the  U.S.
dollar  fluctuates  in  relation to the currencies  of  countries
where   certain   of  the  Company's  foreign  subsidiaries   and
affiliates primarily conduct business.  These fluctuations result
in  exchange  gains and losses.  The activities of these  foreign
subsidiaries  and  affiliates are primarily conducted  with  U.S.
subsidiaries or operate in hyper-inflationary environments.  As a
result,  the  Company  remeasures  the  financial  statements  of
certain foreign subsidiaries and affiliates using the U.S. dollar
as the functional currency.

Certain   foreign  subsidiaries  use  local  currency  as   their
functional   currency.    Assets   and   liabilities   of   these
subsidiaries are translated to U.S. dollars at year-end  exchange
rates,  and  income and expense items are translated  at  average
rates for the year.  Translation gains and losses are recorded as
components  of other comprehensive loss.  U.S. dollar denominated
liability conversions to the local currency are recorded  through
income.

Derivative Instruments and Hedging Activities

Effective  January  1,  2001, the Company  adopted  Statement  of
Financial  Accounting Standards (SFAS) No. 133,  "Accounting  for
Derivative Investments and Hedging Activities," as amended.  This
statement  requires that an entity recognize all  derivatives  as
either  assets  or liabilities at their fair values.   Accounting
for  changes  in  the fair value of a derivative depends  on  its
designation and effectiveness.  This statement imposes  extensive
record-keeping  requirements in order to designate  a  derivative
financial  instrument  as  a  hedge.   Derivatives  qualify   for
treatment as hedges when there is a high correlation between  the
change in fair value of the instrument and the related change  in
value of the underlying commitment.  For derivatives that qualify
as  effective hedges, the change in fair value has no net  impact
on  earnings until the hedged transaction affects earnings.   For
derivatives  that are not designated as hedging  instruments,  or
for  the ineffective portion of a hedging instrument, the  change
in fair value does affect current period net earnings.

The  Company  holds and issues certain derivative instruments  to
manage   various  types  of  market  risks  from  its  day-to-day
operations  including  commodity futures  and  option  contracts,
foreign  currency exchange agreements and interest rate  exchange
agreements.   While management believes each of these instruments
manages  various  market  risks,  only  certain  instruments  are
designated and accounted for as hedges under SFAS 133 as a result
of the extensive record-keeping requirements of this statement.

Adoption  of this statement resulted in adjustments primarily  to
the Company's balance sheet as derivative instruments and related
agreements  and  deferred amounts were  recorded  as  assets  and
liabilities with corresponding adjustments to other comprehensive
loss  or earnings.  The adoption resulted in a cumulative-effect-
type   adjustment  increasing  other  comprehensive   income   by
$1,352,000,  net  of related income taxes, as  deferred  proceeds
from previously terminated swap agreements were reclassified from
liabilities.  The adoption did not have a material impact on  the
Company's earnings or cash flows.

Transactions with Parent Company

At  December  31,  2001 and 2000, the Company  had  a  receivable
balance  from  the Parent Company of $8,576,000  and  $4,910,000,
respectively.  Interest on receivables was charged at  the  prime
rate.   During the third quarter of 2001, the receivable  balance
was   reclassified  as  a  long-term  note  receivable.   Related
interest  income for the years ended December 31, 2001, 2000  and
1999,  amounted to $580,000, $192,000 and $151,000, respectively.
Subsequent  to  December 31, 2001, the receivable was  formalized
into Promissory Notes payable upon demand, was collateralized  by
100,000 shares of the Company stock, and the Company advanced  an
additional  $1,553,000  to the Parent  Company  and  changed  the
interest  rate to be the greater of the prime rate or  7.88%  per
annum.

New Accounting Standards

The  Financial Accounting Standards Board (FASB) has issued  SFAS
No. 143, "Accounting for Asset Retirement Obligations", effective
for  fiscal years beginning after June 15, 2002.  This  statement
will require the Company to record a long-lived asset and related
liability for estimated future costs of retiring certain  assets.
The  estimated asset retirement obligation, discounted to reflect
present  value,  will grow to reflect accretion of  the  interest
component.   The related retirement asset will be amortized  over
the  economic life of the related asset.  Upon adoption  of  this
statement,   a  cumulative  effect  of  a  change  in  accounting
principle  will  be  recorded at the beginning  of  the  year  to
recognize the deferred asset and related accumulated amortization
to  date  and the estimated discounted asset retirement liability
together  with  cumulative accretion since the inception  of  the
liability.

The   Company  will  incur  asset  retirement  obligation   costs
associated  with  the closure of the hog lagoons  it  is  legally
obligated  to  close.   Accordingly, the  Company  is  performing
detailed  assessments  and obtaining the appraisals  required  to
estimate the future retirement costs.  Although these costs could
change  by  the date of adoption, it is currently estimated  that
the Company will record a cumulative effect of approximately $2.1
million as a charge to earnings, an increase in net fixed  assets
of  $2.9 million and a liability of $5.0 million for this  change
in  accounting principle at the date of adoption.  Currently, the
Company plans to adopt this statement during the first quarter of
fiscal  2003.   During 2003, the Company currently estimates  the
total accretion of the liability and depreciation of fixed assets
to increase cost of sales by approximately $0.5 million.

The  FASB  has  also  issued SFAS No. 144,  "Accounting  for  the
Impairment  or Disposal of Long-Lived Assets" (SFAS  144).   SFAS
144  supercedes SFAS No. 121, "Accounting for the  Impairment  of
Long-Lived  Assets and for Long-Lived Assets to Be Disposed  of;"
however,  it  retains most of the provisions  of  that  Statement
related  to the recognition and measurement of the impairment  of
long-lived  assets  to  be  "held and used."   In  addition,  the
Statement  provides more guidance on estimating cash  flows  when
performing  a  recoverability test, requires  that  a  long-lived
asset to be disposed of other than by sale be classified as "held
and   used"  until  it  is  disposed  of,  and  establishes  more
restrictive  criteria to classify an asset as  "held  for  sale."
The  Company was required to adopt SFAS 144 effective January  1,
2002.   The  adoption had no immediate impact  on  the  Company's
financial statements.


Note 2

Acquisitions and Dispositions of Businesses

Effective  December  31, 2001, the Company  sold  a  ten  percent
minority interest in its power barge placed in service during the
fourth   quarter   of   2000  in  the  Dominican   Republic   for
$6.0  million,  consisting  of $5.0  million  cash  and  $1.0  in
contributed payables previously recorded by the Company.  No gain
or  loss  was  recognized  on the sale.   As  part  of  the  sale
agreement, the buyer has the option to sell its interest back  to
the  Company at any time until December 31, 2004 for the recorded
book value at the time of the sale.

The  Company  completed  the  sale of  its  Poultry  Division  on
January  3,  2000.  The sale of this division is presented  as  a
discontinued operation and is more fully described in Note 14.

During  the  first  quarter of 2000, the  Company  purchased  the
assets  of an existing hog production operation for approximately
$75  million consisting of $34 million in cash and the assumption
of   $34  million  in  debt,  $4  million  of  currently  payable
liabilities and $3 million payable over the next four years.  The
transaction was accounted for using the purchase method and would
not  have  significantly affected net earnings  or  earnings  per
share on a pro forma basis.

During  the  second  quarter of 2000, the Company  purchased  the
assets  of  a  cargo  terminal facility  for  approximately  $9.1
million consisting of $8.2 million in cash, including transaction
expenses,  and  the  assumption of $0.9  million  in  debt.   The
transaction was accounted for using the purchase method and would
not  have  significantly affected net earnings  or  earnings  per
share on a pro forma basis.

During  the  third  quarter of 2000, the  Company  purchased  the
assets  of  a flour and feed milling facility in the Republic  of
Congo  for approximately $5.9 million, consisting of $3.4 million
in  cash  and $2.5 million payable over the next ten years.   The
transaction was accounted for using the purchase method and would
not  have  significantly affected net earnings  or  earnings  per
share on a pro forma basis.

During  the  third quarter of 2000, the Company discontinued  the
business  of marketing fruits and vegetables grown through  joint
ventures or independent growers by selling certain assets of  its
Produce Division resulting in a $2.0 million loss.

During  the  fourth  quarter of 2000, the Company  exchanged  its
controlling  interest  in  a Bulgarian  wine  company  and  $10.4
million cash for a non-controlling interest in a larger Bulgarian
wine  operation, realizing a $5.6 million pre-tax  ($3.6  million
after   tax)   loss  on  the  exchange.   This   investment   has
subsequently been accounted for using the equity method.


Note 3

Investments

The Company's marketable debt securities are treated as available
for  sale securities and are stated at their fair market  values,
which  approximate  amortized  cost.   All  available  for   sale
securities are readily available to meet current operating needs.
The  following  is  a  summary of the  estimated  fair  value  of
available-for-sale    securities   classified    as    short-term
investments at December 31, 2001 and 2000.

                                                     December 31,
(Thousands of dollars)                              2001      2000

Obligations of states and political subdivisions $ 69,158   $60,610
Money market funds                                 36,077     2,308
Corporate and asset-backed securities              13,839         -
U.S. Treasury securities and obligations of U.S.
  government agencies                               5,947    20,501
Other securities                                    1,774     7,956
Total securities                                 $126,795   $91,375

Long-term investments consist of the following:
                                                     December 31,
(Thousands of dollars)                              2001      2000

Available for sale foreign equity securities,
   at fair market value                          $ 12,877   $     -
Domestic equity method investment                       -     6,854
Other                                               1,135     1,184
Total long-term investments                      $ 14,012   $ 8,038

At  December  31,  2000,  the  Company  owned  a  non-controlling
interest  in  a joint venture in Maine primarily engaged  in  the
production  and processing of salmon and other seafood  products.
It  was  previously  accounted for under the equity  method.   On
May  2,  2001, this joint venture completed a merger  with  Fjord
Seafood  ASA (Fjord), an integrated salmon producer and processor
headquartered  in  Norway.  The merger resulted  in  the  Company
exchanging its interest for 5,950,000 shares of common  stock  of
Fjord.   Based  on  the  fair market  value  of  Fjord  stock  on
May  2,  2001, as quoted on the Oslo Stock Exchange, the  Company
recognized  a  gain in the second quarter of 2001 of  $18,745,000
($11,434,000  after  taxes) related  to  this  transaction.   The
Company's ownership interest in Fjord is accounted for as a long-
term available-for-sale equity security.

In  mid-August  2001, Fjord's management announced  significantly
lower  operating results primarily caused by sustained low market
prices  for salmon resulting in a decline of Fjord's stock price.
On  September 28, 2001, Fjord's management announced plans for  a
NOK  700  million private placement to raise needed capital.   In
November 2001, Fjord completed the private placement.  As part of
this  plan,  Seaboard  invested  an  additional  $10,779,000  for
15,800,000 shares at NOK 6 per share.

Seaboard's  management  continues to  believe  in  the  long-term
viability  of  this  investment as evidenced  by  the  additional
capital investment discussed above.  However, as a result of  the
events  discussed  above and the amount of the  per  share  price
decline, management determined the decline in value of its  total
investment  in  Fjord is other than temporary.  As  a  result,  a
charge to earnings was recorded in the third quarter of 2001  for
$18,635,000  ($11,367,000 after taxes).  The  carrying  value  of
this  investment  as of December 31, 2001 was  $12,877,000.   See
Note 9 for a discussion of cost versus fair value.


Other investment income for each year is as follows:
                                                   Years ended December 31,
(Thousands of dollars)                             2001      2000      1999

Realized gain on exchange of domestic affiliate  $18,745   $     -   $     -
Loss from other-than-temporary decline in
  investment value                               (18,635)        -         -
Realized gain on sale of securities                1,192     3,586         5
Other                                              3,521     2,100       244
Other investment income, net                     $ 4,823   $ 5,686   $   249


Note 4

Inventories

A summary of inventories at the end of each year is as follows:

                                                  December 31,
(Thousands of dollars)                          2001      2000

At lower of LIFO cost or market:
 Live hogs and related materials              $124,212  $117,699
 Dressed pork and related materials             12,930    10,995
                                               137,142   128,694
 LIFO allowance                                 (5,231)     (326)
  Total inventories at lower of LIFO
    cost or market                             131,911   128,368
At lower of FIFO cost or market:
 Grain, flour and feed                          42,581    35,843
 Sugar produced and in process                  15,039    24,454
 Other                                          15,814    22,674
  Total inventories at lower of FIFO
    cost or market                              73,434    82,971
Total inventories                             $205,345  $211,339

The  use  of the LIFO method decreased net earnings in  2001  and
2000 by $2,992,000 ($2.01 per common share) and $2,655,000 ($1.78
per  common  share), respectively, and increased net earnings  in
1999  by $2,456,000 ($1.65 per common share).  If the FIFO method
had  been  used  for  certain inventories of the  Pork  Division,
inventories  would have been $5,231,000 and $326,000 higher  than
those reported at December 31, 2001 and 2000, respectively.


Note 5

Investments in and Advances to Foreign Affiliates

The  Company  has  made  investments  in  and  advances  to  non-
controlled  foreign affiliates primarily conducting  business  in
flour and feed milling.  The location and percentage ownership of
these  foreign  affiliates  are as  follows:  Angola  (45%),  the
Democratic  Republic of Congo (50%), Lesotho (50%), Kenya  (35%),
Mozambique (50%), and Nigeria (50%) in Africa; Ecuador  (50%)  in
South  America; and Haiti (33%) in the Caribbean.   In  addition,
the  Company has a 37% investment in and has made advances  to  a
wine   making  business  in  Bulgaria.   These  investments   are
accounted for by the equity method.

The  Company's  investments in foreign affiliates  are  primarily
carried  at the Company's equity in the underlying net assets  of
each  subsidiary.   Certain of these foreign  affiliates  operate
under  restrictions imposed by local governments which limit  the
Company's  ability  to  have  significant  influence   on   their
operations.  These restrictions have resulted in a loss in  value
of  these  investments and advances that is other than temporary.
The  Company  suspended the use of the equity  method  for  these
investments and recognized the impairment in value by a charge to
earnings in years prior to 1999.

During the first quarter of 2000, the Company invested $7,500,000
for  a  minority interest in a flour and feed mill  operation  in
Kenya.  During the fourth quarter of 2000, the Company acquired a
non-controlling interest in a Bulgarian wine operation.  See Note
2 for further discussion.  During the second quarter of 1999, the
Company  invested $1,700,000 for a minority interest in  a  flour
mill  in Angola.  These investments are being accounted for using
the equity method.

Sales   of   grain  and  supplies  to  non-consolidated   foreign
affiliates are included in consolidated net sales for  the  years
ended  December  31,  2001,  2000  and  1999,  and  amounted   to
$113,191,000, $106,876,000 and $69,739,000, respectively.

Combined  condensed financial information of the  non-controlled,
non-consolidated  foreign  affiliates for  their  fiscal  periods
ended  within  each of the Company's years ended,  including  the
Bulgarian    wine    operation's   financial    position    since
December 31, 2000, and the results of operations during  2001  as
discussed in Note 2, are as follows:

                                             December 31,
(Thousands of dollars)                 2001     2000      1999

Net sales                           $299,412  230,460   166,592
Net loss                            $(18,444)  (8,843)   (8,966)
Total assets                        $227,998  257,534   122,008
Total liabilities                   $132,888  152,560    61,557
Total equity                        $ 95,110  104,974    60,451


Note 6

Property, Plant and Equipment

A  summary  of property, plant and equipment at the end  of  each
year is as follows:

                                                  December 31,
(Thousands of dollars)                          2001        2000

Land and improvements                       $  82,096   $  97,842
Buildings and improvements                    180,896     186,408
Machinery and equipment                       468,225     479,023
Transportation equipment                      104,146      94,691
Office furniture and fixtures                  11,993      12,817
Construction in progress                       19,506      25,221
                                              866,862     896,002
Accumulated depreciation and amortization    (310,589)   (284,641)
  Net property, plant and equipment         $ 556,273   $ 611,361


Note 7

Income Taxes

Income taxes attributable to continuing operations for the  years
ended  December 31, 2001, 2000 and 1999 differ from  the  amounts
computed  by applying the statutory U.S. Federal income tax  rate
to earnings (loss) from continuing operations before income taxes
for the following reasons:

                                                 Years ended December 31,
(Thousands of dollars)                         2001      2000      1999

Computed "expected" tax expense (benefit)    $30,988   $ 12,006   $(3,012)
Adjustments to tax expense (benefit)
  attributable to:
  Foreign tax differences                     (3,175)    10,160     8,988
  Tax-exempt investment income                  (497)    (1,718)     (358)
  State income taxes, net of Federal benefit     582     (2,506)       12
  Other                                        7,336      7,489      (649)
Income tax expense - continuing operations    35,234     25,431     4,981
Income tax expense - discontinued operations       -     57,305     8,278
  Total income tax expense                   $35,234   $ 82,736   $13,259

The components of total income taxes are as follows:

                                                 Years ended December 31,
(Thousands of dollars)                         2001      2000      1999
Current:
  Federal                                    $ 5,635   $(35,613)  $ 2,976
  Foreign                                      1,357      4,131     5,332
  State and local                              1,994     (1,334)     (419)
Deferred:
  Federal                                     27,565     57,204    (3,445)
  Foreign                                       (113)        (8)       (6)
  State and local                             (1,204)     1,051       543
Income tax expense - continuing operations    35,234     25,431     4,981
Unrealized changes in other comprehensive
  income                                      (1,954)        61       (77)
Income tax expense - discontinued operations       -     57,305     8,278
  Total income taxes                         $33,280   $ 82,797   $13,182

Components of the net deferred income tax liability at the end of
each year are as follows:

                                                  December 31,
(Thousands of dollars)                           2001      2000

Deferred income tax liabilities:
  Cash basis farming adjustment               $15,287   $16,224
  Deferred earnings of foreign subsidiaries    60,833    58,427
  Depreciation                                 98,584    80,296
  LIFO                                         19,360    32,242
  Other                                         1,960     3,056
                                              196,024   190,245
Deferred income tax assets:
  Reserves/accruals                            64,765    50,056
  Foreign losses                                1,339     1,791
  Tax credit carryforwards                     19,449    23,287
  Net operating loss carryforwards              1,000    23,118
  Other                                           424       442
                                               86,977    98,694
Valuation allowance                             8,944     2,150
  Net deferred income tax liability           $117,991  $93,701

The Company believes its future taxable income will be sufficient
for  full  realization of the deferred tax assets.  The valuation
allowance represents the effect of accumulated losses on  certain
foreign  subsidiaries that will not be recognized without  future
liquidation or sale of these subsidiaries.  At December 31, 2001,
the   Company  had  tax  credit  carryforwards  of  approximately
$19,449,000.    Approximately  $304,000  of  these  carryforwards
expire  in  varying  amounts  in  2002  through  2020  while  the
remaining  balance  may  be  carried  forward  indefinitely.   At
December  31,  2001,  the Company had state  net  operating  loss
carryforwards  of  approximately $1,000,000 expiring  in  varying
amounts in 2007 and 2015.

At  December 31, 2001 and 2000, no provision has been made in the
accounts for Federal income taxes which would be payable  if  the
undistributed  earnings  of  certain  foreign  subsidiaries  were
distributed  to the Company since management has determined  that
the   earnings   are  permanently  invested  in   these   foreign
operations.  Should such accumulated earnings be distributed, the
resulting  Federal  income taxes would  amount  to  approximately
$31,000,000.


Note 8

Notes Payable, Long-term Debt and Commitments

Notes  payable  amounting  to  $37,703,000  and  $80,480,000   at
December   31,   2001  and  2000,  respectively,   consisted   of
obligations  due  banks within one year.  At December  31,  2001,
these   funds  were  outstanding  under  the  Company's  one-year
revolving  credit facilities totaling $141.0 million  and  short-
term  uncommitted credit lines from banks totaling $85.3 million,
less  an  outstanding  letter of credit  totaling  $0.4  million.
Subsequent  to  year-end, the Company extended  for  one  year  a
$20.0  million  revolving credit facility and  let  expire  other
revolving credit facilities totaling $121.0 million.  The Company
currently  anticipates  replacing the expired  facilities  during
2002,  although  the  total  amount  and  related  terms  of  the
facilities  have  not  yet  been  determined.   Weighted  average
interest  rates  on  the notes payable were 3.02%  and  7.64%  at
December 31, 2001 and 2000, respectively.

Notes  payable,  the revolving credit facilities and  uncommitted
credit  lines  from  banks  are  unsecured  and  do  not  require
compensating balances.  Facility fees on these agreements are not
material.

A  summary  of  long-term debt at the end  of  each  year  is  as
follows:

                                                               December 31,
(Thousands of dollars)                                        2001      2000

Private placements
 6.49% senior notes, due 2002 through 2005                  $ 80,000  $100,000
 7.88% senior notes, due 2003 through 2007                   125,000   125,000
Industrial Development Revenue Bonds (IDRBs), floating rates
 (1.88% - 2.88% at December 31, 2001) due 2018 through 2027   35,600    35,600
Promissory note, 6.87%, due 2002 through 2008                 28,424    31,663
Revolving credit facility, floating rates
 (2.30% at December 31, 2001) due 2002                        26,667    26,667
Foreign subsidiary obligations,
 (9.00% - 14.50%) due 2002 through 2007                       10,024    17,174
Foreign subsidiary obligation, floating rate due 2002          1,251     1,258
Term loan, 3.00%, due 2001                                         -     5,144
Capital lease obligations and other                            4,019     4,399
                                                             310,985   346,905
Current maturities of long-term debt                         (55,166)  (34,487)
 Long-term debt, less current maturities                    $255,819  $312,418

Of the 2001 foreign subsidiary obligations, $6,625,000 is payable
in Argentine pesos, $2,613,000 is denominated in U.S. dollars and
the remaining $2,037,000 is denominated in Congolese francs.   Of
the  2000 foreign subsidiary obligations, $10,963,000 was payable
in  Argentine  pesos, $5,000,000 was denominated in U.S.  dollars
and the remaining $2,469,000 was denominated in Congolese francs.

At  December  31,  2001,  Argentine  land  and  sugar  production
facilities  and equipment with a depreciated cost  of  $8,566,000
secure certain bond issues and foreign subsidiary debt.  Included
in  other assets at December 31, 2001 and 2000 are $2,506,000 and
$5,622,000  respectively, of unexpended  bond  proceeds  held  in
trust  that  are  invested in accordance with the  bond  issuance
agreements.

The  terms  of the note agreements pursuant to which  the  senior
notes,  industrial development revenue bonds (IDRBs),  term  loan
and  revolving credit facilities were issued require, among other
terms,  the maintenance of certain ratios and minimum net  worth,
the  most restrictive of which requires the ratio of consolidated
funded debt to consolidated shareholders' equity, as defined, not
to  exceed  .90  to 1; requires the maintenance  of  consolidated
tangible  net  worth, as defined, of not less than  $250,000,000;
and  limits  the Company's ability to sell assets  under  certain
circumstances.  The Company is in compliance with all restrictive
debt    covenants   relating   to   these   agreements   as    of
December 31, 2001.

Annual  maturities of long-term debt at December 31, 2001 are  as
follows:$55,166,000 in 2002, $50,365,000 in 2003, $50,490,000  in
2004,  $50,776,000 in 2005, $31,151,000 in 2006  and  $73,037,000
thereafter.

The  Company leases various ships, facilities and equipment under
noncancelable  operating  lease  agreements.   In  addition,  the
Company  is  a  party  to master lease programs  and  a  contract
finishing  agreement  (the  "Facility Agreements")  with  limited
partnerships and a limited liability company which own certain of
the  facilities used in connection with the Company's  vertically
integrated hog production.  These arrangements are accounted  for
as  operating leases.  Under the Facility Agreements, property is
generally  added  for  a  three-year,  noncancelable  term   with
periodic renewals thereafter.  Currently, the Company anticipates
renewing   the   Facility  Agreements.   These   hog   production
facilities  produce approximately 45% of the Company  owned  hogs
processed  at the plant.  At December 31, 2001, the total  amount
of  unamortized  costs representing fixed asset  values  and  the
underlying  outstanding debt under these Facility Agreements  was
approximately $188,162,000.  In August 2002, $130,000,000 of  the
underlying  bank facility in one of the limited partnerships  for
certain  properties under the Facility Agreements  expires.   The
remaining  $64.0 million of bank facilities expire  in  2006  and
2007.   The  Company  has  not currently determined  if  it  will
request  the  limited partnership to renew the bank  facility  or
refinance  in  a  new  facility in order to  permit  the  current
arrangement  to  be continued.  If the bank facility  is  neither
renewed  nor  replaced,  the Company may exercise  its  right  to
purchase the assets from the limited partnership ($123.3  million
at  December 31, 2001) or the limited partnership may attempt  to
sell  the properties to a third party with which the Company  may
enter  into  a  grower finishing agreement.  Under  the  Facility
Agreements, the Company has certain rights to acquire any or  all
of  the properties at the conclusion of their respective terms at
a  price which is expected to reflect estimated fair market value
of  the property.  In the event the Company does not acquire  any
property which it has ceased to renew, the Company has a  limited
obligation  under  the  Facility Agreements  for  any  deficiency
between  the  amortized cost of the property and  the  price  for
which  it  is  sold, up to a maximum of 80% to 87%  of  amortized
cost.

Rental  expense  for  operating leases, including  payments  made
under   the   Facility  Agreements,  amounted  to  $64,484,000,
$62,038,000 and $58,253,000 in 2001, 2000 and 1999, respectively.
Minimum   lease  commitments  under  noncancelable   leases   and
Facility Agreements with initial terms greater than one year at
December  31,  2001  were $31,619,000 for 2002,  $22,041,000  for
2003,  $13,666,000 for 2004, $7,145,000 for 2005, $7,289,000  for
2006  and  $19,806,000 thereafter.  It is expected that,  in  the
ordinary  course of business, leases will be renewed or replaced.
Assuming  the Company renews the Facility Agreements each  year
until  the  end  of  the  final term, as of  December  31,  2001,
payments, including interest based on current interest rates, for
periodic  renewals  under  the  Facility  Agreements  would  be
$3,917,000 for 2002, $8,108,000 for 2003, $13,953,000  for  2004,
$18,900,000  for  2005,  $17,603,000 for  2006  and  $194,627,000
thereafter.


Note 9

Derivatives and Fair Value of Financial Instruments

Financial  instruments consisting of cash and  cash  equivalents,
net  receivables, notes payable, and accounts payable are carried
at cost, which approximates fair value, as a result of the short-
term nature of the instruments.

The  cost and fair values of the Company's investments and  long-
term debt at December 31, 2001 and 2000 are presented below.

December 31                             2001                     2000
(Thousands of dollars)             Cost   Fair Value       Cost   Fair Value

Short-term investments           $127,064   $126,795    $ 91,294   $ 91,375
Available for sale foreign
  equity securities                17,762     12,877           -          -
Long-term debt                    310,985    319,822     346,905    355,601

The  fair value of the Company's short-term investments is  based
on  quoted  market  prices at the reporting  date  for  these  or
similar  investments.  The fair value of the Company's investment
in  a foreign seafood company is determined based on stock prices
quoted on the Oslo Stock Exchange and translated to U.S. dollars.
The  fair  value  of  long-term debt is determined  by  comparing
interest rates for debt with similar terms and maturities.

Interest Rate Exchange Agreements

The   Company,  from  time-to-time,  enters  into  interest  rate
exchange agreements which involve the exchange of fixed-rate  and
variable-rate  interest payments over the life of the  agreements
without  the  exchange  of  the underlying  notional  amounts  to
mitigate  the  effects  of  fluctuations  in  interest  rates  on
variable rate debt and certain leases.  At December 31, 2001  and
2000,  deferred  gains on prior year's terminated  interest  rate
exchange   agreements  (net  of  tax)  totaled   $1,152,000   and
$1,352,000, respectively, relating to swaps that hedged  variable
rate debt.  With the adoption of SFAS 133 in 2001, this amount is
included   in  accumulated  other  comprehensive  loss   on   the
Consolidated  Balance Sheet.  For the years  ended  December  31,
2001 and 2000, interest rate exchange agreements accounted for as
hedges,   including  any  amortization  of  terminated  proceeds,
decreased    interest   expense   by   $326,000   and   $561,000,
respectively, and increased interest expense by $799,000 for  the
year ended December 31, 1999.

At December 31, 2001 the Company had five, ten-year interest rate
exchange agreements outstanding that are not paired with specific
variable  rate contracts whereby the Company pays a stated  fixed
rate and receives a variable rate of interest on a total notional
amount  of  $150,000,000.  The fair value of those  contracts  in
gain  positions  totaled  $2,251,000 and  is  included  in  other
current assets on the Consolidated Balance Sheet.  The fair value
of   a   contract   in   a  loss  position  was   $(210,000)   at
December  31, 2001 included in other current liabilities  on  the
Consolidated    Balance    Sheet.     For    the    year    ended
December  31,  2001,  the  net gain for  interest  rate  exchange
agreements not accounted for as hedges was $2,808,000,   and  was
included in miscellaneous, net in the Consolidated Statements  of
Operations.

Upon  completion  of the Poultry Division sale in  January  2000,
unamortized  proceeds  from prior termination  of  interest  rate
agreements  of  $582,000 associated with debt  of  the  Company's
discontinued poultry operations (see Note 14) were recognized  as
a  component of the gain on the disposal in the first quarter  of
2000.  During 2000, the Company repaid approximately $165,774,000
in  notes  payable, IDRBs and other debt primarily with  proceeds
from the Poultry Division sale.  As a result of these repayments,
approximately  $3,760,000  in  unamortized  proceeds  from  prior
terminations of interest rate agreements related to  these  notes
was recognized as miscellaneous income.

Commodity Instruments

The  Company uses corn, wheat, soybeans and soybean meal  futures
and  options to manage its exposure to price fluctuations for raw
materials,  finished  product sales and firm  sales  commitments.
During  2001, certain commodity contracts were accounted  for  as
fair  value hedges while others were not accounted for as  hedges
in  accordance with SFAS 133.  However, during the fourth quarter
of  2001,  the  Company discontinued the extensive record-keeping
required  to account for any remaining commodity transactions  as
hedges  and expensed $1.1 million to cost of sales.  The  Company
continues  to  believe  its commodity  futures  and  options  are
economic hedges and not speculative transactions although they do
not  qualify as hedges under accounting rules.  Since the Company
does not account for these derivatives as hedges, fluctuations in
the  related  commodity prices could have a  material  impact  on
earnings in any given year.

At  December  31,  2001, the Company had open  net  contracts  to
purchase  443,000  metric tons of grain  with  a  fair  value  of
$(1,563,000)  included  with  other accrued  liabilities  on  the
Consolidated  Balance  Sheet.   At  December  31,  2000  the  net
deferred  gain  on commodity instruments in other current  assets
was  $236,000.  For the years ended December 31, 2001,  2000  and
1999,  losses on commodity contracts reported in operating income
were  $2,681,000, $1,315,000 and $592,000, respectively, and  are
primarily   reported  in  cost  of  sales  in  the   consolidated
statements of operations.

Foreign currency exchange agreements

The Company also enters into foreign currency exchange agreements
to manage the foreign currency exchange rate risk with respect to
certain  transactions denominated in foreign  currencies.   Gains
and losses on foreign currency exchange agreements are designated
as  fair  value hedges and recognized in operating  income  along
with the related contract.

At  December  31,  2001 and 2000, the Company  had  hedged  South
African  Rand  (ZAR)  denominated firm sales  contracts  totaling
$66,008,000  and  $35,458,000 with  changes  in  fair  values  of
$(11,443,000) and $64,000, respectively.  At December  31,  2001,
the  Company had related hedged ZAR denominated trade receivables
with  historical values of $11,164,000 and a change in fair value
of  $(2,699,000).   To hedge the change in value  of  these  firm
contracts  and  trade  receivables,  the  Company  entered   into
agreements  to exchange $77,172,000 and $35,819,000 of  contracts
denominated  in  ZAR, with derivative fair values of  $14,201,000
and $(62,000), respectively.  In addition, the Company had hedged
ZAR  denominated  firm purchase contracts at  December  31,  2001
totaling  $1,749,000  with a change in fair  value  of  $260,000.
Hedging  the  change  in  value of this  agreement,  the  Company
entered  into  agreements  to exchange $1,749,000  for  ZAR  with
derivative fair values of $(260,000) at December 31, 2001.  These
agreements were treated as fair value hedges and were included in
other  current  assets  or  other  accrued  liabilities  on   the
Consolidated  Balance Sheets.  The net gains and  losses  on  the
exchange  agreements  were  not  material  for  the  years  ended
December 31, 2001, 2000 and 1999.

Additionally, the Company had trading foreign exchange  contracts
(receive $U.S./pay ZAR) for a notional amount of $10,773,000 with
a fair value of $1,406,000.  The Company also had trading foreign
exchange contracts (receive ZAR/ pay $U.S.) for a notional amount
of $60,000 with a fair value of $(10,000).

The  stock  of the Company's available for sale equity investment
in Fjord's common stock is denominated in Norwegian Kroner (NOK).
To hedge the risk of change in the foreign currency exchange rate
on  this  investment,  during 2001 the  Company  entered  into  a
foreign  currency  exchange agreement whereby  the  Company  will
receive  a  fixed  price at a future date for  approximately  NOK
95,000,000.     The   fair   value   of   this    agreement    at
December  31,  2001  was $(186,000), included  in  other  accrued
liabilities  on  the Consolidated Balance Sheets.  For  the  year
ended  December 31, 2001, the loss related to this hedge was  not
material.


Note 10

Employee Benefits

The  Company  maintains a defined benefit pension  plan  for  its
domestic  salaried  and  clerical employees.   The  Company  also
sponsors  non-qualified, unfunded supplemental  executive  plans.
The  plans generally provide for normal retirement at age 65  and
eligibility  for  participation after  one  year's  service  upon
attaining the age of 21.  The Company bases pension contributions
on  funding  standards  established by  the  Employee  Retirement
Income  Security Act of 1974.  Benefits are generally based  upon
the  number of years of service and a percentage of final average
pay.  Plan assets are primarily invested in various mutual funds.

The  changes in the plans' benefit obligations and fair value  of
assets  for  the years ended December 31, 2001 and  2000,  and  a
statement of the funded status as of December 31, 2001  and  2000
are as follows:

                                                     December 31,
(Thousands of dollars)                              2001      2000

Reconciliation of benefit obligation:
 Benefit obligation at beginning of year        $ 35,817  $ 31,764
 Service cost                                      1,886     1,802
 Interest cost                                     2,751     2,498
 Actuarial losses                                  3,071     2,445
 Benefits paid                                    (2,399)   (1,502)
 Curtailments                                          -    (1,190)
 Benefit obligation at end of year                41,126    35,817
Reconciliation of fair value of plan assets:
 Fair value of plan assets at beginning of year   27,389    27,722
 Actual return on plan assets                     (1,342)     (177)
 Employer contributions                            2,013     1,346
 Benefits paid                                    (2,399)   (1,502)
 Fair value of plan assets at end of year         25,661    27,389
Funded status                                    (15,465)   (8,428)
Unrecognized transition obligation                   512       619
Unamortized prior service cost                      (939)   (1,077)
Unrecognized net actuarial (gains) losses          6,594      (171)
 Accrued benefit cost                           $ (9,298) $ (9,057)

Amounts  recognized  in the Consolidated  Balance  Sheets  as  of
December 31, 2001 and 2000 consist of:

                                                     December 31,
(Thousands of dollars)                              2001      2000

Accrued benefit liability                       $(11,386) $ (9,057)
Accumulated other comprehensive loss               2,088         -
 Accrued benefit cost                           $ (9,298) $ (9,057)

Assumptions used in determining pension information were:

                                                      Years ended December 31,
                                                      2001      2000      1999

Weighted-average assumptions
 Discount rate                                        7.25%     7.75%     8.00%
 Expected return on plan assets                       8.75%     8.75%     8.75%
 Long-term rate of increase in compensation levels 4.00-5.00%   4.50%     4.50%

The net periodic benefit cost of these plans was as follows:

                                              Years ended December 31,
(Thousands of dollars)                        2001      2000      1999

Components of net periodic benefit cost:
 Service cost                               $ 1,886   $ 1,802   $ 2,419
 Interest cost                                2,751     2,498     2,231
 Expected return on plan assets              (2,404)   (2,417)   (2,268)
 Amortization and other                          21      (136)      (65)
 Net periodic benefit cost                  $ 2,254   $ 1,747   $ 2,317

The  Company  has  recognized the full amount of its  actuarially
determined pension liability.  The unrecognized pension cost  has
been  recorded  as  a  charge to accumulated other  comprehensive
loss, net of related tax.

As  of  December  31, 2001, the projected benefit obligation  and
accumulated  benefit obligation for unfunded pension  plans  were
$6,780,000     and    $5,184,000,    respectively.      As     of
December   31,   2000,  the  projected  benefit  obligation   and
accumulated  benefit obligation for unfunded pension  plans  were
$4,793,000 and $3,821,000, respectively.  As more fully described
in  Note 14, the Poultry Division was sold in January 2000 and is
presented as a discontinued operation.  Poultry employees  retain
benefits  in the primary pension plan summarized above  and  were
treated  as terminated and fully vested at the date of the  sale.
This  resulted in a $1,614,000 curtailment gain in 2000, excluded
from  the  table above and included as a component of  the  total
gain on disposal of discontinued operations.

The  Company  has  certain  individual,  non-qualified,  unfunded
supplemental   retirement  agreements   for   certain   executive
employees.   Pension  expense  for  these  plans  was   $936,000,
$933,000 and $658,000 for the years ended December 31, 2001, 2000
and  1999,  respectively.   Included  in  other  liabilities   at
December   31,  2001  and  2000  is  $9,915,000  and  $9,663,000,
respectively,  representing the accrued  benefit  obligation  for
these plans.

The  Company maintains a defined contribution plan covering  most
of  its  domestic salaried and clerical employees.   The  Company
contributes  to  the  plan an amount equal to  100%  of  employee
contributions  up  to  a maximum of 3% of employee  compensation.
Employee  vesting is based upon years of service with 20%  vested
after one year of service and an additional 20% vesting with each
additional  complete year of service.  Contribution  expense  was
$1,301,000,  $1,241,000  and  $1,157,000  for  the  years   ended
December 31, 2001, 2000 and 1999, respectively.


Note 11

Contingencies

On  February  12, 2002, the United States Senate  passed  a  Farm
Bill,  (S.  Bill 1731), which includes a provision (the  "Johnson
Amendment")  which prohibits packers, such as the  Company,  from
owning  or controlling livestock intended for slaughter for  more
than  14 days prior to the slaughter. The Johnson Amendment  also
contains  a  transition  rule  applicable  to  packers  of   pork
providing  for  an  effective  date  which  is  18  months  after
enactment  of  the  Act.  The U.S. House of Representatives  also
passed a Farm Bill (H. Bill 2646), but this Bill does not include
the  prohibition on packers owning or controlling  livestock.   A
committee of Conferees, consisting of members of both the  Senate
and  the House, has been established to reconcile the differences
between  the  two Bills, including the Johnson Amendment.   If  a
uniform Bill is agreed upon by the committee, the Farm Bill  will
be  voted  upon by both the Senate and the House and, if enacted,
will  be  sent to the President for him to sign into  law  or  to
veto.

If the Farm Bill containing the Johnson Amendment becomes law, it
could  have  a  material  adverse  effect  on  the  Company,  its
operations and its strategy of vertical integration in  the  pork
business.   Currently, the Company owns and  operates  production
facilities  and  owns  swine  and  produces  approximately  three
million  hogs  per  year with construction  in  progress  for  an
additional  half million hogs per year.  If enacted, the  Johnson
Amendment  would prohibit the Company from owning or  controlling
hogs,  and  thus  would  require  the  Company  to  divest  these
operations, possibly at prices which are below the carrying value
of  such  assets  on  the Company's balance sheet,  or  otherwise
restructure its ownership and operation.  At December  31,  2001,
the   Company  has  $247,202,000  in  hog  production  facilities
classified as net fixed assets on the Consolidated Balance  Sheet
plus  approximately  $188,162,000 in  hog  production  facilities
under  master lease agreements accounted for as operating leases.
In  addition, the Company has $124,212,000 invested in live  hogs
and related materials classified as inventory on the Consolidated
Balance Sheet.

The  Johnson Amendment could also be construed as prohibiting  or
restricting  the  Company from engaging  in  various  contractual
arrangements with third party hog producers, such as  traditional
contract  finishing  arrangements.   Accordingly,  the  Company's
ability  to  contract for the supply of hogs  to  its  processing
facility  may be significantly, negatively impacted.  At December
31, 2001, the Company has $23,809,000 in commitments through 2013
for various grow finishing agreements.

The  Company,  along  with industry groups  and  other  similarly
situated  companies are vigorously lobbying against enactment  of
the  Johnson Amendment.  The ultimate outcome of this  matter  is
not presently determinable.

The  Company  is a defendant in a pending arbitration  proceeding
and  related litigation in Puerto Rico brought by the owner of  a
chartered barge and tug which were damaged by fire after delivery
of the cargo.  Damages of $47.6 million are alleged.  The Company
received  a  ruling in the arbitration proceeding  in  its  favor
which  dismisses the principal theory of recovery and that ruling
has  been upheld on appeal.  The arbitration is continuing  based
on  other legal theories, although the Company believes  that  it
will have no responsibility for the loss.

The  Company  is a defendant in an action brought by  the  Sierra
Club  and  claims  by the United States Environmental  Protection
Agency  related  to the environmental impacts of certain  of  the
Company's hog production operations.  The Company believes it has
meritorious defenses to all of the claims of the Sierra Club  but
cannot predict with certainty the outcome of the litigation.

The  Company has not previously recognized any tax benefits  from
losses  generated  by  Tabacal for financial  reporting  purposes
since it was not a controlled entity for tax purposes and it  was
not apparent that the permanent basis difference would reverse in
the  foreseeable future.  In February 2002, the Company  began  a
tender  offer in Argentina to purchase the outstanding shares  of
Tabacal  not  currently owned by the Company.   As  part  of  the
tender  offer  process,  the  Company  has  placed  approximately
$0.4 million in escrow.  As a result of the current economic  and
political situation in Argentina, the Company is not yet  certain
that it will be able to complete the tender offer.

If  the Company is successful in completing the above transaction
during  2002,  it  would  reduce its deferred  tax  liability  by
approximately  $34.0  million which is  the  tax  effect  of  the
cumulative basis difference, from Tabacal's operations since  the
date  of  acquisition  by the Company in July  of  1996,  in  its
consolidated U.S. tax return.  Of this amount, a majority of  the
tax  benefit  will  reduce  the currency  translation  adjustment
recorded as other accumulated comprehensive loss.  Based  on  the
currency translation adjustment at December 31, 2001, this amount
would  be  approximately $22.1 million.  The currency translation
adjustment,  originally  recorded as a result  of  the  Argentine
devaluation in January 2002 as discussed in Note 12 below, at the
time  of  recognizing  this potential tax benefit  may  fluctuate
based  on  the  exchange  rates in  effect  at  that  time.   The
remaining benefit would be recognized as a current tax benefit in
the Consolidated Statement of Earnings for 2002.

The   Company  is  a  plaintiff  in  a  lawsuit  against  several
manufacturers  of  vitamins and feed additives which  have  plead
guilty  in  the context of criminal proceedings to price  fixing.
Because  the manufacturers have admitted to the price  fixing  in
the criminal context, it is likely that the manufacturers will be
liable  for the overcharges made as a result of the price fixing.
The Company had purchases aggregating approximately $37.7 million
during  the  relevant time period.  The Company is still  in  the
process  of  determining what it believes was the amount  of  the
overcharge  on  these purchases on account of the  price  fixing.
Under  antitrust  laws,  if the matter  proceeds  to  trial,  the
manufacturers are responsible for treble damages.  In a  separate
class action law suit which was brought against the manufacturers
but which the Company opted out of, the matter was settled by the
manufacturers paying a total of approximately 18% of  the  agreed
gross sales as total damages.  The Company opted out of the class
action  because  it  believes that it is entitled  to  a  greater
amount, either pursuant to a settlement or at trial.

In   August   2000,  as  a  result  of  accounting   errors   and
irregularities  discovered in the Produce  Division's  books  and
records,  management restated the Company's financial  statements
for each of the prior periods affected and filed a Form 10-K/A on
August  28,  2000.   In  a letter dated December  27,  2000,  the
Securities  and  Exchange Commission (SEC) notified  the  Company
that  it was conducting a formal investigation of this matter  to
determine  whether there had been any violations of  the  federal
securities  laws  and  issued  a  subpoena  to  acquire   certain
documents  from the Company.  In October 2001, the SEC  concluded
its investigation and did not take action against the Company.

The Company is subject to various other legal proceedings related
to   the  normal  conduct  of  its  business,  including  various
environmental  related  actions.  In the opinion  of  management,
none  of these actions is expected to result in a judgment having
a   materially  adverse  effect  on  the  consolidated  financial
statements of the Company.


Note 12

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of
related taxes, are summarized as follows:

                                                     Years ended December 31,
(Thousands of dollars)                                  2001     2000    1999

  Cumulative  foreign currency translation adjustment $(62,218) $ (155) $(155)
  Unrealized gain (loss) on investments                 (3,067)     49    (46)
  Unrecognized pension cost                             (1,273)      -      -
  Deferred gain on interest rate swaps                   1,152       -      -
     Accumulated other comprehensive loss             $(65,406) $ (106) $(201)

Beginning in December, 2001, the Argentine government had  placed
restrictions  on the exchange of currency.  On January  6,  2002,
the  government of Argentina officially ended the one peso to one
U.S.  dollar  parity.  On January 11, 2002, the currencies  began
market  trading  resulting in a devaluation of over  40%.   As  a
result  of  this devaluation, the Company recorded a  $68,974,000
reduction  to  shareholders' equity through a  $7,830,000  charge
against net earnings for dollar denominated debt of the Company's
Argentine  subsidiary, and a currency translation  adjustment  of
$61,144,000  as  an  other  comprehensive  loss  for   the   peso
denominated  net assets as of December 31, 2001.  No tax  benefit
was  provided related to this reduction of shareholders'  equity;
see  Note  11 for further discussion.  At December 31, 2001,  the
Company  has  $91,905,000 in net assets denominated in  Argentine
pesos  and  $15,973,000 in net liabilities  denominated  in  U.S.
dollars  in  Argentina.  Using the prevailing exchange  rates  on
March 1, 2002 compared to the net peso denominated assets and net
U.S. dollar denominated liabilities as of December 31, 2001,  the
Company  would  recognize  an  additional  $2,237,000  charge  to
earnings  and  $17,470,000 other comprehensive  loss  during  the
first  quarter of 2002.  Impacts of further fluctuations  in  the
currency exchange rate will be recorded in future periods.

With  the  exception of the above noted item,  income  taxes  for
components of accumulated other comprehensive loss were  recorded
using a 39% effective tax rate.


Note 13

Segment Information

Seaboard   Corporation  had  five  reportable  segments   through
December  31, 2001: Pork, Marine, Commodity Trading and  Milling,
Sugar and Citrus, and Power, each offering a specific product  or
service.   The  Pork  segment sells fresh  and  value-added  pork
products  mainly to further processors and foodservice  companies
both  domestically  and overseas.  The Marine segment,  primarily
based  out  of  the  Port  of Miami, offers  containerized  cargo
shipping  services  throughout Latin America and  the  Caribbean.
The  Commodity Trading and Milling segment sources bulk  and  bag
commodities primarily overseas, including sales of such  products
to   its  non-consolidated  foreign  affiliates,    and  operates
foreign  flour  and  feed mills.  The Sugar  and  Citrus  segment
produces and processes sugar and citrus in Argentina primarily to
be  marketed locally.  The Power segment generates electric power
from  two floating generating facilities located in the Dominican
Republic.   As discussed in Note 2, in December 2000 the  Company
exchanged its controlling interest in its Wine segment and a cash
investment  for  a  non-controlling interest  in  a  larger  wine
operation  accounted for using the equity method.  As  a  result,
the  Company's segment disclosures reflect operating results  for
the  Wine segment through 2000 but no assets for the Wine segment
at  December  31,  2000.  Revenues from all  other  segments  are
primarily derived from the produce operations.  Each of the  five
main  segments  is  separately managed and each  was  started  or
acquired independent of the other segments.

As the Sugar and Citrus segment operates solely in Argentina with
primarily  local  sales  and operating expenses,  the  functional
currency is the Argentine peso.  As more fully described in  Note
12, the Company recorded the effects of the recent devaluation of
the Argentine peso in 2001.  As a result, peso-denominated assets
were reduced by $80.2 million.  In addition, the entire Argentine
sugar  industry  has also experienced financial  difficulties  in
prior years, with Tabacal and certain large competitors incurring
operating  losses  in part because Argentine  sugar  prices  were
below historical levels.  As a result, the Company had previously
evaluated  the  recoverability  of Tabacal's  long-lived  assets.
Prices   have  since  recovered,  allowing  Tabacal  to   operate
profitably in 2001.

Within the Commodity Trading and Milling Division, as a result of
recurring  losses since acquisition, at December  31,  2000,  the
Company  had evaluated the recoverability of its Zambian  milling
operations'  long-lived assets.  During 2001, this operation  was
profitable.

As  a result of recurring losses in a shrimp business operated as
a   subsidiary   of   a   foreign  affiliate   in   Ecuador,   at
December  31, 2001, the Company evaluated the carrying  value  of
its  investment located in Ecuador.  Based on its  evaluation  in
the  fourth  quarter of 2001, the Company recognized a $1,023,000
decline  in  value other than temporary in its  investment  in  a
foreign  affiliate as a charge to losses from foreign  affiliates
related  to  the  shrimp  business in the Commodity  Trading  and
Milling segment.

The   Company   is   currently  considering   various   strategic
alternatives for the Produce Division.  During the fourth quarter
2001,  the  Company  decided to cease shrimp, pickle  and  pepper
farming  operations  in  Honduras.   As  a  result,  the  Company
incurred a charge to earnings for $1,300,000 primarily related to
employee  severance  at  these  locations  for  the  year   ended
December  31, 2001.  The Company has evaluated the recoverability
of  the remaining Produce Division long-lived assets and believes
the  value  of  those  assets is presently  recoverable.   As  of
December 31, 2001, the total carrying value of long-lived  assets
of the produce division was $6,534,000.

The  following  tables  set forth specific financial  information
about  each  segment  as  reviewed by the  Company's  management.
Operating  income for segment reporting is prepared on  the  same
basis  as that used for consolidated operating income.  Operating
income,  along  with  losses  from  foreign  affiliates  for  the
Commodity Trading and Milling Division, is used as the measure of
evaluating  segment  performance  because  management  does   not
consider interest and income tax expense on a segment basis.

Sales to External Customers:

                                           Years ended December 31,
(Thousands of dollars)                   2001        2000        1999

Pork                                $  772,447  $  724,708  $  600,117
Marine                                 384,906     364,915     307,663
Commodity Trading and Milling          476,207     358,999     259,489
Sugar and Citrus                        77,662      60,061      46,855
Power                                   63,572      35,846      22,975
Wine                                         -       6,825      12,859
All other                               29,816      32,342      34,304
 Segment/Consolidated Totals        $1,804,610  $1,583,696  $1,284,262


Operating Income:
                                         Years ended December 31,
(Thousands of dollars)                 2001      2000      1999

Pork                                $   68,717  $   63,350  $   37,661
Marine                                  24,001      14,450      (1,893)
Commodity Trading and Milling           13,223      (3,518)      2,615
Sugar and Citrus                         6,614      (7,587)    (15,909)
Power                                   14,576       6,007       7,942
Wine                                         -      (9,171)     (5,946)
All other                               (8,786)    (11,539)     (4,673)
 Segment Totals                        118,345      51,992      19,797
Corporate Items                         (3,993)     (3,927)     (7,429)
 Consolidated Totals                $  114,352  $   48,065  $   12,368


Loss from Foreign Affiliates:
                                         Years ended December 31,
(Thousands of dollars)                 2001      2000      1999

Commodity Trading and Milling       $   (4,506) $   (2,440) $   (1,413)
Wine                                    (3,686)          -           -
 Segment/Consolidated Totals        $   (8,192) $   (2,440) $   (1,413)


Depreciation and Amortization:
                                         Years ended December 31,
(Thousands of dollars)                 2001      2000      1999

Pork                                $   22,083  $   21,378  $   20,759
Marine                                  13,763      12,181       9,651
Commodity Trading and Milling            2,975       3,266       3,230
Sugar and Citrus                         9,338       7,557       7,102
Power                                    5,153       2,310       1,547
Wine                                         -         934         362
All other                                1,599       1,917       2,160
 Segment Totals                         54,911      49,543      44,811
Corporate Items                            889         840         771
 Consolidated Totals                $   55,800  $   50,383  $   45,582


Capital Expenditures:
                                         Years ended December 31,
(Thousands of dollars)                 2001      2000      1999

Pork                                $   20,686  $   26,356  $   22,072
Marine                                  20,879      17,097      20,001
Commodity Trading and Milling            2,034       1,895       4,816
Sugar and Citrus                        10,252      14,380      14,998
Power                                      422      52,098         389
Wine                                         -       2,703       3,746
All other                                  398       2,068         715
 Segment Totals                         54,671     116,597      66,737
Corporate Items                            291         336         976
 Consolidated Totals                $   54,962  $  116,933 $    67,713


Total Assets:
                                              Years ended December 31,
(Thousands of dollars)                           2001      2000

Pork                                        $  508,642  $  510,836
Marine                                         131,334     121,895
Commodity Trading and Milling                  172,684     159,137
Sugar and Citrus                               115,402     186,099
Power                                           77,102      88,514
All other                                       20,276      27,665
 Segment Totals                              1,025,440   1,094,146
Corporate Items                                210,152     180,088
 Consolidated Totals                        $1,235,592  $1,274,234

Administrative  services  provided by the  corporate  office  are
primarily allocated to the individual segments based on the  size
and  nature of their operations.  Corporate assets include short-
term   investments,  investments  in  and  advances  to   foreign
affiliates,  fixed  assets,  deferred  tax  amounts   and   other
miscellaneous   items.   Corporate  operating  losses   represent
certain  operating costs not specifically allocated to individual
segments  and general Corporate overhead previously allocated  to
the discontinued Poultry operations.

Geographic Information

No  individual foreign country accounts for 10% or more of  sales
to external customers.  The following table provides a geographic
summary  of  the  Company's net sales based on  the  location  of
product delivery.

                                           Years ended December 31,
(Thousands of dollars)                   2001        2000        1999

United States                       $  747,877  $  725,327  $  658,740
Caribbean, Central and South America   548,386     434,353     355,376
Africa                                 348,217     260,706     102,022
Pacific Basin and Far East             106,504     104,919      92,235
Canada/Mexico                           41,638      31,643      41,521
Eastern Mediterranean                    6,861      18,013      13,124
Europe                                   5,127       8,735      21,244
 Totals                             $1,804,610  $1,583,696  $1,284,262

The following  table  provides  a  geographic  summary  of  the
Company's long-lived assets according to their physical  location
and primary port for Company owned vessels:

                                                  December 31,
(Thousands of dollars)                           2001      2000

United States                                 $408,889  $410,773
Argentina                                       67,497   115,167
All other                                       79,887    85,421
 Totals                                       $556,273  $611,361

At  December  31,  2001 and 2000, the Company  had  approximately
$113,855,000   and   $137,155,000,   respectively,   of   foreign
receivables,  excluding receivables due from foreign  affiliates,
which  represent  more of a collection risk  than  the  Company's
domestic  receivables.  The Company believes  its  allowance  for
doubtful receivables is adequate.


Note 14

Discontinued Operations

On January 3, 2000, the Company completed the sale of its Poultry
Division  to  ConAgra, Inc. for $375 million, consisting  of  the
assumption of approximately $16 million in indebtedness  and  the
remainder  in cash, resulting in a pre-tax gain on  the  sale  of
approximately  $147.3  million  ($90.0  million  after  estimated
taxes),  including  a  final adjustment recorded  in  the  fourth
quarter of 2000.

The  Company's financial statements reflect the Poultry  Division
as a discontinued operation for 1999.  Accordingly, the earnings,
net of income taxes, are presented as a single amount in the 1999
Consolidated Statement of Earnings.    Operating results  of  the
discontinued  poultry  operations  are  summarized  below.    The
amounts  exclude general corporate overhead previously  allocated
to  the  Poultry  Division for segment reporting  purposes.   The
amounts  include interest on debt at the Poultry Division assumed
by  the  buyer and an allocation of the interest on the Company's
general  credit facilities based on a ratio of the net assets  of
the  discontinued  operations to the  total  net  assets  of  the
Company  plus  existing debt under the Company's  general  credit
facilities.   The  results  for  1999  reflect  activity  through
November 1999 (the measurement date).  Net losses incurred  after
the  measurement  date (for the month of December  1999)  totaled
$4,180,000 and were deferred as a component of current assets  of
discontinued operations at December 31, 1999.  These losses  were
recognized  in  2000 as a reduction of the gain realized  on  the
sale.

                                            Years ended December 31,
(Thousands of dollars)                                1999

Net sales                                            $437,695
Operating income                                     $ 27,023
Earnings from discontinued operations                $ 13,634



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