<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>q20310-q.txt
<DESCRIPTION>SEABOARD CORPORATION 2ND QTR 2003 10-Q
<TEXT>



                             UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q


  (Mark One)

  { X }     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

             For the quarterly period ended June 28, 2003

                                  OR

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

  For the transition period from            to

  Commission File Number 1-3390

                        Seaboard Corporation
       (Exact name of registrant as specified in its charter)

    Delaware                                          04-2260388
  (State or other jurisdiction of     (I.R.S. Employer Identification No.)
   incorporation or organization)

  9000 W. 67th Street, Shawnee Mission, Kansas                  66202
  (Address of principal executive offices)                   (Zip Code)

  (Registrant's telephone number, including area code)    (913) 676-8800

                           Not Applicable
    (Former name, former address and former fiscal year, if changed
                          since last report.)

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

     Indicate by a check mark whether the registrant is an
  accelerated filer (as defined in Rule 12b-2 of the Exchange Act.)
  Yes   X   .   No    .

       There were 1,255,053.90 shares of common stock, $1.00 par
  value per share, outstanding on July 25, 2003.

                                   Total pages in filing - 19 pages



PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements

                                 SEABOARD CORPORATION AND SUBSIDIARIES
                                 Condensed Consolidated Balance Sheets
                                         (Thousands of dollars)
                                              (Unaudited)

                                                    June 28,       December 31,
                                                     2003             2002
Assets
Current assets:
   Cash and cash equivalents                      $   23,792       $   23,242
   Short-term investments                             28,359           30,337
   Receivables, net                                  162,264          201,792
   Inventories                                       236,263          243,949
   Deferred income taxes                              17,967           15,481
   Other current assets                               36,922           42,896
Total current assets                                 505,567          557,697
Investments in and advances to foreign affiliates     81,157           83,855
Net property, plant and equipment                    641,167          621,593
Other assets                                          21,105           17,996
Total assets                                      $1,248,996       $1,281,141

Liabilities and Stockholders' Equity
Current liabilities:
   Notes payable to banks                         $   39,872       $   76,112
   Current maturities of long-term debt               55,172           55,869
   Accounts payable                                   68,400           67,464
   Other current liabilities                         142,766          156,917
Total current liabilities                            306,210          356,362
Long-term debt, less current maturities              315,282          318,746
Deferred income taxes                                 79,837           71,509
Other liabilities                                     48,373           40,639
Total non-current and deferred liabilities           443,492          430,894
Minority interest                                      5,639            7,154
Stockholders' equity:
   Common stock of $1 par value,
Authorized 4,000,000 shares;
issued and outstanding 1,255,054 shares                1,255            1,255
   Accumulated other comprehensive loss              (58,276)         (67,284)
   Retained earnings                                 550,676          552,760
Total stockholders' equity                           493,655          486,731
Total liabilities and stockholders' equity        $1,248,996       $1,281,141

                See notes to condensed consolidated financial statements.



                                SEABOARD CORPORATION AND SUBSIDIARIES
                            Condensed Consolidated Statements of Earnings
                           (Thousands of dollars except per share amounts)
                                            (Unaudited)
                                     Three Months Ended     Six Months Ended
                                     June 28,   June 29,   June 28,   June 29,
                                        2003       2002       2003       2002

Net sales                          $  485,883 $  477,104 $  947,750 $  920,027
Cost of sales and operating expenses  448,866    436,962    875,384    836,799
      Gross income                     37,017     40,142     72,366     83,228
Selling, general and administrative
 expenses                              26,728     24,950     54,103     51,282
      Operating income                 10,289     15,192     18,263     31,946

Other income (expense):
   Interest expense                    (6,728)    (5,197)   (13,549)   (10,648)
   Interest income                        845      1,487      1,587      3,162
   Loss from foreign affiliates        (2,587)    (1,819)    (5,878)    (6,764)
   Minority interest                      145       (366)      (108)      (543)
   Foreign currency loss, net          (4,731)    (8,582)    (6,101)   (13,996)
   Miscellaneous, net                    (876)    (4,297)     1,332     (2,989)
      Total other income (expense),
        net                           (13,932)   (18,774)   (22,717)   (31,778)
Earnings (loss) before income taxes
   and cumulative effect of changes
   in accounting principles            (3,643)    (3,582)    (4,454)       168
Income tax benefit                        727     18,680        605     16,653
Earnings (loss) before cumulative
   effect of changes in accounting
   principles                          (2,916)    15,098     (3,849)    16,821
Cumulative effect of changes in
   accounting for asset retirement
   obligations and drydock accruals,
   net of income tax expense of $550        -          -      3,648          -
Net earnings (loss)                $   (2,916)$   15,098 $     (201)$   16,821

Net earnings (loss) per common share:
Earnings (loss) per share before
  cumulative effect of changes in
  accounting principles            $    (2.32)$    10.15 $    (3.06)$    11.31
Cumulative effect of changes in
  accounting for asset retirement
  obligations and drydock accruals          -          -       2.90          -
Net earnings (loss) per common
  share                            $    (2.32)$    10.15 $    (0.16)$    11.31
Dividends declared per common
  share                            $     0.75 $     0.75 $     1.50 $     1.00
Average number of shares
  outstanding                       1,255,054  1,487,520  1,255,054  1,487,520

Pro forma amounts assuming changes
  in accounting for asset retirement
  obligations and drydock accruals
  were applied retroactively:

Net earnings (loss)                $   (2,916)$   15,315 $   (3,849)$   17,827
Net earnings (loss) per common
  share                            $    (2.32)$    10.29 $    (3.06)$    11.98

            See notes to condensed consolidated financial statements.


                        SEABOARD CORPORATION AND SUBSIDIARIES
                   Condensed Consolidated Statements of Cash Flows
                               (Thousands of dollars)
                                    (Unaudited)

                                                        June 28,      June 29,
                                                          2003          2002

Cash flows from operating activities:
   Net earnings                                       $   (201)      $ 16,821
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                    32,170         25,222
       Loss from foreign affiliates                      5,878          6,764
       Foreign currency exchange loss (gain)            (4,602)        10,219
       Cumulative effect in accounting changes, net     (3,648)             -
       Deferred income taxes                             1,294        (17,247)
   Changes in current assets and liabilities:
        Receivables, net of allowance                   42,284        (19,896)
        Inventories                                     11,442          8,722
        Other current assets                             5,694         10,801
        Current liabilities exclusive of debt           (8,521)       (22,782)
   Other, net                                           (1,559)           125
Net cash from operating activities                      80,231         18,749
Cash flows from investing activities:
   Purchase of short-term investments                  (17,881)       (46,629)
   Proceeds from the sale or maturity of short-term
     investments                                        20,359         84,699
   Investments in and advances to foreign affiliates,
     net                                                  (461)           369
   Capital expenditures                                (18,120)       (21,366)
   Other, net                                            2,471           (148)
Net cash from investing activities                     (13,632)        16,925
Cash flows from financing activities:
   Notes payable to banks, net                         (36,240)        (6,821)
   Principal payments of long-term debt                (29,316)       (28,597)
   Dividends paid                                       (1,883)        (1,487)
   Bond construction fund                                  658            575
   Other, net                                           (1,623)             -
Net cash from financing activities                     (68,404)       (36,330)
Effect of exchange rate change on cash                   2,355         (2,473)
Net change in cash and cash equivalents                    550         (3,129)
Cash and cash equivalents at beginning of year          23,242         22,997
Cash and cash equivalents at end of period            $ 23,792       $ 19,868

               See notes to condensed consolidated financial statements.


SEABOARD CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements


Note 1 - Accounting Policies and Basis of Presentation

The  condensed consolidated financial statements include the  accounts
of Seaboard Corporation and its domestic and foreign subsidiaries (the
"Company").   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.  The
unaudited condensed consolidated financial statements should  be  read
in  conjunction  with  the consolidated financial  statements  of  the
Company  for the year ended December 31, 2002 as filed in  its  Annual
Report  on Form 10-K, as amended.  The Company's first three quarterly
periods include approximately 13 weekly periods ending on the Saturday
closest to the end of March, June and September.  The Company's  year-
end is December 31.

The accompanying unaudited condensed consolidated financial statements
include all adjustments (consisting only of normal recurring accruals)
which,  in  the  opinion  of  management, are  necessary  for  a  fair
presentation  of  financial position, results of operations  and  cash
flows.   Results of operations for interim periods are not necessarily
indicative of results to be expected for a full year.

Interest Rate Exchange Agreements

The  Company's  interest rate exchange agreements do  not  qualify  as
hedges for accounting purposes.  During the three and six months ended
June  28,  2003,  the  Company  recorded  losses  of  $6,945,000   and
$7,694,000 respectively related to these swaps compared to  losses  of
$9,638,000 and $8,478,000 for the same periods of 2002.  The gains and
losses   are   included  in  miscellaneous,  net  on   the   Condensed
Consolidated Statements of Earnings and reflect changes in fair market
value, net of amounts paid or received.  These losses include 2003 net
payments  of  $958,000  and $2,943,000 for the  three  and  six  month
periods, respectively, resulting from the difference between the fixed
rate  paid and variable rate received on these contracts compared with
payments of $823,000 and $2,298,000 for the same periods in 2002.

Supplemental Non-cash Disclosures

As  more  fully  described in Note 2, the volatility of the  Argentine
peso has affected the U.S. dollar value of the peso-denominated assets
and  liabilities of the Sugar and Citrus segment.  The following table
shows  the non-cash impact of the change in exchange rates on  various
balance  sheet categories, caused by the peso devaluation during  2002
and subsequent strengthening during 2003.  During the six months ended
June  28,  2003, the Company recorded non-cash net gains of $4,602,000
compared  with  non-cash net losses of $10,219,000 for the  same  2002
period  related  to  revaluations of certain  dollar  denominated  net
liabilities.   In  addition, see Note 2 for a discussion  of  the  tax
benefits  recorded  in  the second quarter  of  2002  related  to  the
devaluation.
                               Three Months Ended       Six Months Ended
                                June 28,  June 29,     June 28,  June 29,
Increase (Decrease)
(thousands of dollars)            2003      2002         2003      2002

Working capital                $ 3,687   $(2,415)     $ 7,972  $(15,420)
Fixed assets                     4,047    (6,075)       8,377   (34,905)
Other long-term net assets
 or liabilities                    380      (447)         405      (834)

During the second quarter of 2003, in connection with the purchase  of
certain  hog  production facilities previously leased under  a  master
lease agreement, the Company recorded fixed assets of $25,042,000, and
assumed debt and a related interest payable totaling $24,507,000.  See
Note 5 for additional discussion.

Accounting Changes and New Accounting Standards

Effective  January 1, 2003, the Company adopted Statement of Financial
Accounting  Standard  No.  143  (FAS  143),  "Accounting   for   Asset
Retirement Obligations," which required the Company to record a  long-
lived  asset  and  related liability for asset  retirement  obligation
costs  associated with the closure of the hog lagoons  it  is  legally
obligated  to  close.  Accordingly, on January 1,  2003,  the  Company
recorded  the cumulative effect of the change in accounting  principle
with  a  charge to earnings of $2,195,000 ($1,339,000 net of tax),  an
increase  in  fixed  assets of $3,221,000, and the  recognition  of  a
liability,  discounted to reflect present value, of  $5,416,000.   The
retirement  asset  will be amortized over the  economic  life  of  the
related  asset.  The Company currently estimates the annual  accretion
of  the  liability  and amortization of the assets  during  2003  will
increase  cost  of sales by approximately $560,000.  The  adoption  of
SFAS 143 decreased operating income by $140,000 and $255,000, and  net
earnings by $85,000 and $156,000, or $0.07 and $0.12 per common  share
respectively, for the three and six months ended June  28,  2003.   If
the  Company  had adopted SFAS 143 retroactively to January  1,  2002,
operating income, net earnings and net earnings per common share would
have decreased by $116,000, $71,000 and $0.05 per share, respectively,
for the three months ended and $232,000, $142,000 and $0.10 per share,
respectively, for the six months ended June 29, 2002.

Through  December  31,  2002, costs expected  to  be  incurred  during
regularly  scheduled drydocking of vessels were accrued ratably  prior
to  the  drydock date.  Effective January 1, 2003, the Company changed
its  method of accounting for these costs from the accrual  method  to
the  direct-expense method.  Under the new accounting method,  drydock
maintenance costs are recognized as expense when maintenance  services
are  performed.   The  Company believes the newly  adopted  accounting
principle is preferable in these circumstances because the maintenance
expense  is not recorded until the maintenance services are  performed
and,  accordingly,  the  direct-expense method eliminates  significant
estimates  and  judgments inherent under the  accrual  method.   As  a
result,  on January 1, 2003, the Company reversed the balance  of  the
accrued liability for drydock maintenance as of December 31, 2002  for
its  Marine,  Commodity  Trading  and  Milling,  and  Power  segments,
resulting in an increase in earnings of $6,393,000 ($4,987,000 net  of
related  tax expense) as a cumulative effect of a change in accounting
principle.  The application of the new accounting principle  decreased
operating  income and net earnings for the second quarter of  2003  by
$612,000 and $528,000, respectively ($0.42 per common share).  For the
six  months  ended  June 28, 2003, operating income and  net  earnings
increased  $396,000  and  $219,000,  respectively  ($0.17  per  common
share).   The Company currently estimates the change from accruing  in
advance  to  expensing  as  incurred will  reduce  cost  of  sales  by
approximately  $700,000  during 2003.  If  the  change  in  accounting
principle was made retroactively to January 1, 2002, operating income,
net earnings and net earnings per common share would have increased by
$356,000,  $289,000, and $0.19 per share respectively,  for  the  2002
three month period and $1,555,000 and $1,148,000, and $0.77 per common
share, respectively, for the 2002 six month period.

In  January  2003,  the  Financial Accounting Standards  Board  issued
Interpretation  No. 46 (FIN 46), "Consolidation of  Variable  Interest
Entities".  FIN 46 applies to an entity if its total equity at risk is
not  sufficient to permit the entity to finance its activities without
additional  subordinated  support or  if  the  equity  investors  lack
certain  characteristics of a controlling financial interest.   If  an
entity  has these characteristics, FIN 46 requires a test to  identify
the  primary beneficiary based on expected losses and expected returns
associated  with  the variable interest.  The primary  beneficiary  is
then  required  to  consolidate the entity.  While  the  consolidation
requirements applied to all variable interest entities (VIEs)  created
after  January  31, 2003, for VIEs that existed prior to  February  1,
2003,  the  consolidation  requirements are effective  if  those  VIEs
remain  in  existence for reporting periods beginning after  June  15,
2003.

The  Company  will  remain  a  party to  certain  contract  production
agreements   (the   "Facility  Agreements")  with  limited   liability
companies which own certain of the facilities used in connection  with
the  Company's vertically integrated hog production.  Through June 28,
2003,  these arrangements have been accounted for as operating leases.
These  facilities  are owned by companies considered  to  be  VIEs  in
accordance  with  FIN 46, for which the Company is deemed  to  be  the
primary  beneficiary.  Accordingly, the Company will  be  required  to
consolidate  these entities in the third quarter of 2003.   Under  one
Facility Agreement, 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 lease, the Company has a limited obligation 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.  As of June 28, 2003, the value of fixed assets related to  this
property  was  $30,500,000.  Consolidation of these two  VIEs  at  the
beginning  of  the third quarter of 2003 will increase  fixed  assets,
related debt, and noncontrolling interest by $32,862,000, $32,338,000,
and $1,724,000, respectively, and the Company will record a cumulative
effect  of  a change in accounting principle for the excess  of  fixed
asset  depreciation  over  mortgage loan amortization  of  $1,158,000,
($706,000 net of tax, or $0.56 per common share).

Note 2 - Comprehensive Income (Loss)

Components of total comprehensive income (loss), net of related taxes,
are summarized as follows:

                                      Three Months Ended      Six Months Ended
                                      June 28,  June 29,     June 28,  June 29,
(Thousands of dollars)                 2003       2002         2003      2002

Net (loss) income                    $(2,916)   $15,098     $  (201)   $16,821
Other comprehensive income (loss)
 net of applicable taxes:
  Foreign currency translation
   adjustment                          2,354     31,438       9,145     (3,642)
  Unrealized gains on investments         70        500          38        127
  Net unrealized gains (losses) on
   foreign exchange cash flow hedges      61        213         (75)        76
  Amortization of deferred gain on
   interest rate swaps                   (50)       (50)       (100)      (100)

Total comprehensive income (loss)    $  (481)   $47,199     $ 8,807    $13,282

The  components of and changes in accumulated other comprehensive loss
for the six months ended June 28, 2003 are as follows:

                                          Balance                    Balance
                                        December 31,    Period       June 28,
(Thousands of dollars)                     2002         Change         2003

Foreign currency translation adjustment $(62,555)      $ 9,145      $(53,410)
Unrealized loss on investments               118            38           156
Unrecognized pension cost                 (5,799)            -        (5,799)
Net unrealized gain on cash flow hedges        -           (75)          (75)
Deferred gain of interest rate swaps         952          (100)          852

Accumulated other comprehensive loss    $(67,284)      $ 9,008      $(58,276)


The  foreign currency translation adjustment primarily represents  the
effect  of  the  Argentine peso devaluation on the net assets  of  the
Company's Sugar and Citrus segment as first recorded by the Company in
the  fourth quarter of 2001 when the one to one parity with  the  U.S.
dollar   was   lifted.   Since  that  time,  the  peso  has   devalued
approximately  65%.  As of June 28, 2003, the Company had  $60,189,000
in  net assets denominated in Argentine pesos which have been revalued
through the foreign currency translation adjustment.  In addition, the
Company  had  $13,849,000 of dollar denominated net liabilities  which
are  first  revalued  to the peso currency through  earnings.   During
2003,  the  strengthening  of the peso increased  total  stockholders'
equity by $12,985,000 including an earnings increase of $1,378,000 for
the  dollar  denominated net liabilities, and a  positive  translation
adjustment   of   $11,607,000  included  as  a  component   of   other
comprehensive  income.   During 2002,  the  devaluation  of  the  peso
resulted  in  a  charge against earnings of $12,304,000  for  the  six
months ended June 29, 2002 for the dollar denominated net liabilities,
and  an  additional  translation loss of  $37,831,000  included  as  a
component  of other comprehensive loss.  Until the second  quarter  of
2002,  no  tax  benefit  was  provided related  to  the  reduction  to
stockholders'  equity.  However, after a series  of  transactions  was
completed  which changed the organizational structure of the Company's
Sugar  and  Citrus  segment,  a deferred tax  benefit  of  $34,641,000
relating   to   the  currency  translation  adjustment  component   of
accumulated  other comprehensive loss, and a one-time current  benefit
of  $14,303,000  were recorded in the second quarter of  2002.   Since
then, income taxes have been accrued at a 35% rate.

The  unrecognized  pension cost is calculated  and  adjusted  annually
during the fourth quarter.  With the exception of the foreign currency
translation  loss  discussed above, income  taxes  for  components  of
accumulated  other  comprehensive  loss  were  recorded  using  a  39%
effective tax rate.

Note 3 - Inventories

The  following  is  a  summary of inventories at  June  28,  2003  and
December 31, 2002 (in thousands):

                                              June 28,    December 31,
                                                2003         2002
At lower of LIFO cost or market:
      Live hogs & materials                  $137,771      $129,386
      Dressed pork & materials                 21,914        21,198
                                              159,685       150,584
      LIFO allowance                          (13,907)      (11,422)
              Total inventories at lower of
               LIFO cost or market            145,778       139,162
At lower of FIFO cost or market:
      Grain, flour and feed                    63,828        80,618
      Sugar produced & in process               9,473         9,929
      Other                                    17,184        14,240
              Total inventories at lower of
                FIFO cost or market            90,485       104,787
              Total inventories              $236,263      $243,949


Note 4 - Contingencies

In  early  2003, individual bills (the Bills) were introduced  in  the
United  States  Senate and House of Representatives  which  include  a
provision  to prohibit meat packers, such as the Company, from  owning
or  controlling  livestock  intended for slaughter.   The  Bills  also
contain a transition rule applicable to packers of pork providing  for
an  effective  date  which  is  18 months  after  enactment.   Similar
language was passed by the U.S. Senate in 2002 as part of the Senate's
version  of  the Farm Bill, but was eventually dropped  in  conference
committee and was not part of the final Farm Bill.

If  any  of the Bills containing the proposed language become 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 over three million hogs per year.  If  passed
in  their  current  form, the Bills 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 June 28,  2003,
the  Company had $389,873,000 in hog production facilities  classified
as   net   fixed  assets  on  the  Consolidated  Balance   Sheet   and
approximately $32,862,000 in hog production facilities under  facility
agreements (see Note 1 for a discussion of FIN 46).  In addition,  the
Company  has $137,771,000 invested in live hogs and related  materials
classified as inventory on the Consolidated Balance Sheet.

The  Bills  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.   At  June  28,  2003,  the  Company  had  approximately
$67,247,000  in commitments through 2018 for various grower  finishing
agreements.  In addition, another bill was introduced in the Senate in
May  2003  which  prohibits  or severely limits  the  use  of  forward
contracts  for hog purchases.  Accordingly, the Company's  ability  to
contract  for the supply of hogs to its processing facility  could  be
significantly, negatively impacted.

The  Company, along with industry groups and other similarly  situated
companies  are  vigorously  lobbying against  enactment  of  any  such
legislation.    However,  the  ultimate  outcome  is   not   presently
determinable.

The Company is a defendant in a pending arbitration proceeding 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 has reached an agreement to settle litigation brought  by
the  Sierra Club, subject to court approval.  Under the terms  of  the
settlement,  the Company will conduct an investigation at three  farms
and potentially will be required to take remedial actions at the farms
if conditions so warrant.

The  Company is subject to regulatory actions and an investigation  by
the  United  States Environmental Protection Agency and the  State  of
Oklahoma.   In  the  opinion  of  Management,  the  above  action  and
investigation are not expected to result in a material adverse  effect
on the consolidated financial statements of 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.

Certain  of  the Company's nonconsolidated affiliates and third  party
contractors  who  perform  services for the  Company  have  bank  debt
supporting  their  underlying operations.   From  time  to  time,  the
Company  will  provide  guarantees  of  that  debt  allowing  a  lower
borrowing  rate  or  facilitating third party financing  in  order  to
further the Company's business objectives.  The Company does not issue
guarantees for compensation.  The following table sets forth the terms
of  guarantees  of  third  party  and nonconsolidated  affiliate  bank
indebtedness outstanding at June 28, 2003.

Guarantee beneficiary                       Maximum exposure      Maturity
Foreign  affiliate grain processor - Kenya    $    1,300,000        2003
Foreign  affiliate food product distributor   $      400,000        2003
Various hog contract growers                  $    1,585,000        2003

The  Company's  guarantees of the various hog contract  growers  renew
annually through 2013 and 2014 until the related debt matures.

The  Company's  Sugar and Citrus segment has agreed to market  certain
sugar product for a third party under a contract expiring in 2008.  In
the event the Company does not perform under the contract, it would be
responsible  to  make  payments to the third party  of  a  maximum  of
$1,000,000 for 2003, decreasing annually to $200,000 in 2008.

As  of  June  28,  2003,  the Company had outstanding  $15,079,000  of
standby  letters  of  credit  (LCs)  with  various  banks  mostly   to
facilitate  operations of consolidated subsidiaries.   Of  these  LCs,
$10,541,000  also  reduced  available  borrowing  capacity  under  the
Company's credit lines.  Also included in this amount is an LC  issued
to facilitate bank borrowing of the Company's Bulgarian wine affiliate
totaling  1,431,000 Euros (approximately $1,635,000).  As of June  28,
2003,  this  affiliate's borrowings totaled EU 375,000  (approximately
$429,000).   This  affiliate has pledged inventory  with  a  value  of
approximately $2,229,000 as collateral for the LC.  Because the  value
of the inventory serving as collateral for the LC is considerably more
than  the balance of the related debt, the Company has determined  the
fair value of this LC to be immaterial.

Note 5 - Segment Information

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.

During  the second quarter of 2003, the Company purchased certain  hog
production facilities previously leased under a master lease agreement
with Mission Funding, LLC for $25,042,000, consisting of $535,000  net
cash  and  the  assumption of $24,507,000 in bank debt and  a  related
interest payable.

Management ceased its shrimp, pickle and pepper farming operations  in
Honduras  in  the  fourth  quarter of 2001 and  has  been  considering
various   strategic  alternatives  for  the  Produce   Division.    In
February  2003,  the Company signed a letter of intent  with  a  local
Honduran  shrimp  farmer  for the sale of shrimp  farming  and  shrimp
processing  assets for $3,900,000.  As a substantial  portion  of  the
sale  price  is  expected  to  be in the  form  of  a  long-term  note
receivable  from  the buyer, the Company will use  the  cost  recovery
method  of  accounting, and no gain will be recognized by the  Company
until  the  actual  cash is collected.  The sale  is  expected  to  be
completed  during  the  third quarter of 2003.  In  addition,  certain
pickle  and pepper farming assets are leased to local farmers.   Based
on  an  impairment  evaluation  as of December  31,  2002,  management
believes  the remaining carrying value of these assets is recoverable.
As  of  June 28, 2003, the carrying value of these farming assets  was
$742,000  which is included with All Other in the total  assets  table
below.

The Bulgarian wine business (the Business) in which the Company owns a
37%  interest, negotiated a series of  extensions of principal payment
due dates and revised payment terms through August 31, 2003, after  it
was  unable to make scheduled principal payments to a bank.  The terms
of  the latest extension require, among other provisions, the Business
to  repay  the majority of the principal balance plus accrued interest
by  August  31, 2003 and the bank will forgive a portion of  the  debt
upon  achievement of certain terms and conditions.  In the  event  the
Business does not obtain external financing to make this payment,  the
impact on the Business and its financial condition is likely to impair
the  value  of  its  assets, and its ability to  continue  to  operate
without  pursuing bankruptcy protection.  At December  31,  2002,  the
Business  evaluated the recoverability of its long-lived assets  based
on  projected future cash flows and, accordingly, the Company believes
there  is  not  an  other-than-temporary  decline  in  value  of   its
investment,  pending  the  resolution of negotiations  for  additional
financing.   As  of  June 28, 2003, the Company's investments  in  and
advances to the Business totaled $18,630,000.  The Company's share  of
losses  from the Business is included with All Other in the loss  from
foreign affiliates table below.

As  of  June  28, 2003 the Company owned approximately  20%  of  Fjord
Seafood  ASA  (Fjord),  an integrated salmon  producer  and  processor
headquartered  in  Norway, which is accounted  for  under  the  equity
method.   Due  in part to sustained low world-wide salmon prices,  the
per  share stock price of Fjord, as quoted on the Oslo Stock Exchange,
has  declined  during 2003.  As a result of this decline,  the  market
value of the Company's investment in Fjord, based on the June 27, 2003
closing  price,  was  $12,376,000  compared  to the carrying value of
$34,498,000. If Salmon prices do not improve and Fjord continues to
sustain significant operating losses, certain of Fjord's assets could
be deemed to be impaired, causing material charges against Fjord's
earnings for the write-downs of Fjord's asset values and accordingly,
the Company would record its share of the impairment charge.  In
addition, material charges to Fjord's earnings could lead to violations
of Fjord's bank covenants potentially resulting in further declines in
Fjord's stock price.  The Company is monitoring these conditions which
ultimately could result in a material charge to earnings during the
second half of 2003, either through the equity in earnings adjustments
related to Fjord's results of operations, including impairment charges,
or through a decision by the Company's management that a portion or all
of the difference in market value of Fjord's stock price compared to the
Company's carrying value is deemed to be an other-than temporary decline
in value.  The Company's share of losses from Fjord is included in All
Other  in  the  Loss from Foreign Affiliates table and the  investment
balance  is  included with Corporate Items in the Total  Assets  table
below.


Sales to External Customers:
                                    Three Months Ended    Six Months Ended
                                    June 28,   June 29,  June 28,   June 29,
(Thousands of dollars)                2003       2002      2003       2002

Pork                               $191,187   $159,331  $345,113  $330,389
Commodity Trading and Milling       149,366    184,134   327,141   331,672
Marine                              104,038     96,648   196,324   187,463
Sugar and Citrus                     17,823     14,596    30,595    29,295
Power                                16,793     16,313    34,417    28,525
All Other                             6,676      6,082    14,160    12,683
   Segment/Consolidated Totals     $485,883   $477,104  $947,750  $920,027


Operating Income:
                                    Three Months Ended    Six Months Ended
                                    June 28,   June 29,  June 28,   June 29,
(Thousands of dollars)                2003       2002      2003       2002

Pork                               $   (259)  $ (5,352) $ (1,704) $ (2,835)
Commodity Trading and Milling         1,163      7,607     4,557    14,356
Marine                                2,387      5,562     1,436     9,175
Sugar and Citrus                      4,876      4,812     9,338     7,947
Power                                 2,476      3,287     4,941     4,912
All Other                                23        (22)      810      (536)
   Segment Totals                    10,666     15,894    19,378    33,019
Corporate Items                        (377)      (702)   (1,115)   (1,073)
   Consolidated Totals             $ 10,289   $ 15,192  $ 18,263  $ 31,946


Loss from Foreign Affiliates:
                                    Three Months Ended    Six Months Ended
                                    June 28,   June 29,  June 28,   June 29,
(Thousands of dollars)                2003       2002      2003       2002

Commodity Trading and Milling      $     41   $    (33) $ (1,659) $ (1,260)
All Other                            (2,628)    (1,786)   (4,219)   (5,504)
   Segment/Consolidated Totals     $ (2,587)  $ (1,819) $ (5,878) $ (6,764)


Total Assets:
                                                          June 28, December 31,
(Thousands of dollars)                                      2003       2002

Pork                                                    $  653,784  $  627,937
Commodity Trading and Milling                              198,631     239,187
Marine                                                     117,159     117,366
Sugar and Citrus                                            78,307      69,515
Power                                                       71,811      73,872
All Other                                                   12,785      15,971
   Segment Totals                                        1,132,477   1,143,848
Corporate Items                                            116,519     137,293
   Consolidated Totals                                  $1,248,996  $1,281,141


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,
certain  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.


Item  2.   Management's Discussion and Analysis of Financial Condition
           and Results of Operations

LIQUIDITY AND CAPITAL RESOURCES

Cash  and  short-term  investments  as  of  June  28,  2003,  remained
consistent  with  year  end balances as the  reduction  of  receivable
balances   was  used  to  pay  maturing  debt.   Cash  from  operating
activities  for  the six months ended June 28, 2003,  increased  $61.5
million compared to the same period one year earlier.  The increase in
cash  flows  was  primarily related to changes in  the  components  of
working  capital, primarily a change in receivables in  the  Commodity
Trading  and Milling segment, partially offset by lower net  earnings.
Within  the Commodity Trading and Milling segment, lower sales in  the
second  quarter of 2003 resulted in a decrease in receivables compared
to higher sales in the second quarter of 2002 which caused an increase
in receivables.

Cash from investing activities for the six months ended June 28, 2003,
decreased $30.6 million compared to the same period one year  earlier.
The   decrease  primarily  reflects  the  high  levels  of  short-term
investments sold during 2002 primarily to repay the Company's maturing
revolving credit facility.

The  Company  invested $18.1 million in property, plant and  equipment
for  the  six  months ended June 28, 2003, of which $10.7 million  was
expended in the Pork segment, $3.5 million in the Marine segment, $2.6
million  in  the Sugar and Citrus segment, and $1.3 million  in  other
businesses of the Company.

The  Company invested $10.7 million in the Pork segment primarily  for
the   expansion  of  existing  hog  production  facilities,  and  land
acquisition and permitting activities to support the requirements of a
second  processing plant.  In addition, the hog production  facilities
previously  leased  from Mission Funding, LLC  under  a  master  lease
arrangement were also purchased during the second quarter of 2003  for
a total of $25.0 million, including the assumption of $24.5 million in
bank debt and a related interest payable.

The  Company  previously announced plans to build a second  processing
plant  in  northern  Texas  along with related  plans  to  expand  its
vertically  integrated hog production facilities.   Based  on  current
financial  and  market conditions in the pork industry caused  by  the
oversupply  of hogs and pork, the Company does not intend  to  proceed
with  the  expansion  project  at this time  beyond  the  expenditures
required to allow future land development possibilities should  market
conditions change.  If the Company ultimately pursues this project, it
is  also  contingent on a number of other factors, including obtaining
financing   for   the   project,  obtaining  the  necessary   permits,
commitments  for a sufficient quantity of hogs to operate  the  plant,
and no statutory impediments being imposed.  As of June 28, 2003, $4.8
million  of  land, development costs, and land purchase  options  were
included  in  fixed  assets  related  to  this  project.   During  the
remainder  of 2003, the Company anticipates spending $4.5 million  for
activities  to  support  this  Texas project,  and  $6.1  million  for
improvements to existing hog production facilities and upgrades to the
existing pork processing plant.

The  Company invested $3.5 million in the Marine segment primarily  to
expand  and replace fleet and cargo transportation equipment and  make
facility  improvements.  During the remainder  of  2003,  the  Company
anticipates  spending  $5.8 million to purchase additional  equipment.
In  addition,  the Company is reviewing its options  to  purchase  two
previously chartered vessels for $4.0 million or enter into new  lease
agreements for the vessels.

The  Company  invested $2.6 million in the Sugar  and  Citrus  segment
primarily  for machinery and equipment, and improvements to  sugarcane
fields.   During  the  remainder  of  2003,  the  Company  anticipates
spending $1.4 million for additional improvements.

Excluding  the potential Pork expansion plans, management  anticipates
the  additional 2003 capital expenditures for existing operations will
be financed by internally generated cash or the use of available short-
term investments.

Cash  from financing activities during the six months ended  June  28,
2003  decreased  $32.1 million compared to the  same  period  in  2002
reflecting reductions in short-term borrowings.

In  the  first  quarter of 2003, the Company extended a $20.0  million
revolving  credit  facility,  and, for use  by  a  subsidiary  in  the
Commodity  Trading and Milling segment, entered into two new committed
lines  for $75.0 million and $5.0 million which are secured by certain
of  the Company's commodity trading inventory and accounts receivable.
The  new subsidiary credit lines include financial covenants for  that
subsidiary  which  require maintenance of certain  levels  of  working
capital  and  net  worth, and limitations on debt  to  net  worth  and
liabilities to net worth ratios.  As of June 28, 2003, the Company had
committed  lines  of  credit totaling $125.0 million  and  uncommitted
lines  totaling $58.8 million.  Borrowings outstanding under committed
and  uncommitted lines as of June 28, 2003 totaled $20.1  million  and
$19.8 million, respectively.  As of June 28, 2003, standby letters  of
credit of $10.5 million reduced the Company's borrowing capacity.

The  Company is a party to certain contract production agreements (the
"Facility  Agreements")  with limited liability  companies  which  own
certain  of  the  facilities  used in connection  with  the  Company's
vertically  integrated hog production.  Through June 28,  2003,  these
arrangements  have  been  accounted for as  operating  leases.   These
facilities  are owned by companies considered to be VIEs in accordance
with  FIN  46,  for  which the Company is deemed  to  be  the  primary
beneficiary.  Accordingly, the Company will be required to consolidate
these  entities in the third quarter of 2003.  Consolidation of  these
two  VIEs  at the beginning of the third quarter of 2003 will increase
fixed   assets,   related   debt,  and  noncontrolling   interest   by
$32,862,000,  $32,338,000,  and  $1,724,000,  respectively,  and   the
Company  will  record  a cumulative effect of a change  in  accounting
principle  for  the excess of fixed asset depreciation  over  mortgage
loan  amortization of $1,158,000, ($706,000 net of tax, or  $0.56  per
common share).

In  addition  to  the  financing requirement to accommodate  the  Pork
segment  expansion plans, the Company continues to  make  payments  on
maturing Senior Notes.  Management believes that the Company's current
combination of liquidity, capital resources and borrowing capabilities
will   be  adequate  for  its  existing  operations.   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.

See  Note  4  to  the Condensed Consolidated Financial Statements  for
additional  information  with  regard to  commercial  commitments  and
contingent obligations.


RESULTS OF OPERATIONS

Net  sales for the three and six months ended June 28, 2003, increased
by  $8.8 and $27.7 million, respectively, compared to the same periods
one year earlier.  Operating income for the three and six months ended
June  28,  2003  decreased  by $4.9 and $13.7  million,  respectively,
compared  to the same periods one year earlier.  Results of operations
for  interim periods are not necessarily indicative of results  to  be
expected for a full year.

Pork Segment
                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                     $ 191.2   $ 159.3             $ 345.1  $ 330.4
Operating loss                $  (0.3)  $  (5.4)            $  (1.7) $  (2.8)

Net  sales  for  the Pork segment increased $31.9 and  $14.7  million,
respectively,  for  the  three and six  months  ended  June  28,  2003
compared to the same periods in 2002 primarily as a result of improved
pork  prices and, to a lesser extent, increased sales volumes for  the
second  quarter  of 2003.  Excess domestic meat supplies  resulted  in
lower sales prices throughout 2002 and into 2003, although prices have
continued  to  improve  during 2003 compared to  the  declining  trend
experienced  throughout 2002.  The increase in sales  volume  resulted
from  the sale of inventory built up in the first quarter of  2003  in
anticipation  of improved market conditions during the second  quarter
of 2003.

Operating losses for the Pork segment decreased $5.1 and $1.1 million,
for  the  three  and  six  months ended June 28,  2003,  respectively,
compared to the same periods in 2002.  The decreases primarily reflect
improved market prices discussed above partially offset by higher feed
costs.  The second quarter 2003 operating loss includes a $1.6 million
charge for abandoned land development costs for several potential  hog
production  sites  that  the Company determined  it  would  no  longer
pursue.   While  unable  to predict future market  prices,  management
currently  expects  overall market conditions to continue  to  improve
compared  to  prior year allowing this segment to return  to  positive
operating income for the remainder of 2003.


Commodity Trading and Milling Segment

                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                    $ 149.3   $ 184.1              $ 327.1  $ 331.7
Operating income             $   1.2   $   7.6              $   4.6  $  14.4
Loss from foreign affiliates $   0.0   $   0.0              $  (1.7) $  (1.3)

Net  sales  for  the  Commodity Trading and Milling segment  decreased
$34.8  and  $4.6  million for the three months and six  month  periods
ended  June  28,  2003  compared to the same  periods  in  2002.   The
decrease  for  the quarter is primarily the result of lower  commodity
trading volumes to third party customers during the second quarter  of
2003 as a result of changing crop conditions in Southern Africa.   The
decrease  for  the  six  months  is primarily  attributable  to  lower
commodity  sales  to affiliates and, to a lesser extent,  third  party
customers.

Operating income for this segment decreased $6.4 and $9.8 million  for
the  three and six months ended June 28, 2003, respectively,  compared
to  the  same  periods in 2002.  Operating income decreased  primarily
from lower margins on commodity trading activity as a result of higher
freight  costs  and  changes  in local market  conditions.   Operating
income  was  also  decreased by, although to a  lesser  extent,  lower
commodity  trading  sales  as discussed above  and  increased  selling
expenses  and reserves for bad debts.  In addition, while the  Company
believes its commodity futures and options are economic hedges of  its
firm  purchase and sales contracts, the Company does not  perform  the
extensive   record-keeping   required   to   account   for   commodity
transactions as hedges.  As a result, these derivative contracts  have
been  marked-to-market through cost of goods sold,  but  the  related,
offsetting  change in market value of the firm sales commitments  have
not  been  recognized.   Operating income for 2003  included  realized
derivative gains of $2.0 and $1.6 million for the three and six months
ended June 28, 2003 compared to gains of $2.0 and $5.2 million for the
same periods in of 2002.  Due to the political and economic conditions
in  the  countries in which the Company operates, management is unable
to predict future sales and operating results.

Loss  from foreign affiliates remained constant for the second quarter
of  2003 and increased $0.4 million for the six months ended June  28,
2003,  respectively,  compared  to the  same  periods  in  2002.   The
increase for the six months is primarily a result of increased  losses
at  a  certain  African  milling  operation.   Based  on  the  current
political and economic situations in the countries in which the  flour
and  feed mills operate, management believes that losses from  foreign
affiliates may continue for the remainder of 2003.


Marine Segment
                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                     $ 104.0   $  96.6             $ 196.3  $ 187.5
Operating income              $   2.4   $   5.6             $   1.4  $   9.2

Net  sales for the Marine segment increased $7.4 and $8.8 million  for
the  three  and six months ended June 28, 2003 compared  to  the  same
periods  in  2002.  These increases primarily reflect increased  cargo
volumes in most existing markets, certain new routes added during  the
fourth  quarter  of  2002,  and chartering  of  certain  company-owned
vessels  to carry military cargo to the Middle East.  These  increases
were partially offset by the significant declines in cargo volumes for
certain South American routes as a result of the political instability
in  Venezuela.   Commercial activity has not yet  recovered  from  the
general strike that began in December 2002 and ended in February 2003.
Lower  average cargo rates also offset revenue increases when compared
to the prior year.

Operating  income  for  the Marine segment  decreased  $3.2  and  $7.8
million,  respectively, for the three and six months  ended  June  28,
2003  compared  to the same periods in 2002, primarily reflecting  the
effects  of  the political instability and the strike in Venezuela  as
discussed  above, higher fuel costs and, to a lesser extent, increased
selling  and  bad debt expenses.  The duration and extent  of  reduced
demand,  primarily attributed to the economic contraction in Venezuela
will  continue  to  affect future results while  shipping  demand  for
affected South American routes remains depressed.  Although Management
expects  operating results for this segment to remain  profitable  for
the  remainder  of 2003, continued economic uncertainties  in  certain
South American routes will continue to affect profitability.


Sugar and Citrus Segment
                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                     $  17.8   $  14.6             $  30.6  $  29.3
Operating income              $   4.9   $   4.8             $   9.3  $   7.9

The  functional  currency  of the Sugar  and  Citrus  segment  is  the
Argentine peso.  After the Argentine government ended the one peso  to
one  U.S. dollar parity in January 2002, the peso suffered significant
and  on-going devaluation throughout most of 2002.  For the three  and
six  months ended June 28, 2003, this trend has reversed and the  peso
has  regained  some  value.  See Note 2 to the Condensed  Consolidated
Financial Statements for further discussion.

Net  sales  for the Sugar and Citrus segment increased $3.2  and  $1.3
million  for the three and six months ended June 28, 2003 compared  to
the  same  periods in 2002.  These increases are the result of  higher
sugar prices partially offset by reduced sales volumes, primarily  for
resale  sugar as a result of lower quantities of sugar purchased  from
third  parties.  The peso price of sugar has increased over  the  2002
period  prices to offset the effects of the devaluation of  the  peso.
Operating income increased $0.1 and $1.4 million for the three and six
months ended June 28, 2003, respectively, compared to the same periods
in  2002.  The  higher  sugar prices are beginning  to  be  offset  by
increased  production costs from the inflationary effect on the  local
production  components and the improving peso  exchange  rate.   While
management is not able to predict future sugar prices or whether costs
will  increase more than sugar prices in the coming months, management
expects operating income will remain positive for 2003.


Power Segment
                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                     $  16.8   $  16.3             $  34.4  $  28.5
Operating income              $   2.5   $   3.3             $   4.9  $   4.9

Net  sales  for  the  Power segment increased $0.5 and  $5.9  million,
respectively,  for  the  three and six  months  ended  June  28,  2003
compared  to  the same periods in 2002 reflecting higher average  spot
market  rates  for 2003.  Throughout the first quarter of  2002,  spot
market prices were lower compared with 2003 reflecting, in part, lower
average   fuel  costs,  a  component  of  pricing.   Prices  gradually
increased  during  the  second quarter of  2002,  ultimately  reaching
levels  more comparable with 2003.  The Company has begun to  contract
directly  with  approved large power users to reduce the  exposure  to
changes  in  spot  market  rates and currency fluctuations.   Contract
pricing  and  the  valuation of the corresponding receivable  is  more
closely tied to the U.S. dollar while spot market sales are stated  in
Dominican  Pesos.   As  of  June 28, 2003, the  Company  has  approved
contracts in place for approximately 50% of its capacity.

Operating  income  decreased $0.8 million for the three  months  ended
June 28, 2003 and remained constant for the six months ended June  28,
2003  compared  to  the  same periods in 2002 primarily  reflecting  a
higher  level  of transmission fees assessed beginning in  the  second
quarter  of 2003 and higher fuel costs.  Although net sales  increased
for the 2003 periods compared to 2002, these increases were offset  by
the  increase in fuel costs and additional transmission  fees.   While
management  is  not able to predict future spot market  rates,  it  is
anticipated  that operating income will be lower for the remainder  of
2003 compared to 2002.

Foreign exchange losses are a component of other income (expense)  and
not  operating  income.  The Dominican Peso has devalued significantly
against  the  U.S. dollar during 2003.  Accordingly, the  Company  has
incurred  foreign  currency losses of $4.9 and $6.7  million  for  the
three  and  six  months  ended June 28,  2003  related  to  the  Power
division.   Although  the  Company  cannot  predict  foreign  currency
exchange  rates, given the current economic condition in the Dominican
Republic, it is reasonable to assume that additional foreign  currency
losses will be incurred during the remainder of 2003.


All Other
                             Three  Months Ended            Six Months Ended
                              June 28,  June 29,            June 28, June 29,
(Dollars in millions)           2003      2002                2003     2002

Net sales                     $   6.7   $   6.1             $  14.2  $  12.7
Operating income (loss)       $   0.0   $   0.0             $   0.8  $  (0.5)
Loss from foreign affiliates  $  (2.6)  $  (1.8)            $  (4.2) $  (5.5)

Net  sales and operating income for all other businesses increased for
the  three  and  six  months ended June 28, 2003 compared  to  similar
periods  in  2002.  In February 2003, management signed  a  letter  of
intent  for  the  sale  of the shrimp farming  and  shrimp  processing
assets,  and  is  currently considering various alternatives  for  the
remaining pickle and pepper farming assets.  Management evaluated  the
recoverability   of   the  pickle  and  pepper   farming   assets   at
December 31, 2002, and currently believes the remaining book value  of
$0.7  million  is  recoverable.  A future impairment charge  could  be
recognized  however,  depending  on  final  decisions  regarding   the
alternatives for these assets.

The  loss  from foreign affiliates represents the Company's  share  of
losses from equity method investments in Fjord Seafood ASA (Fjord) and
a  Bulgarian  wine business.  Continued losses from Fjord result  from
sustained  low  world-wide salmon prices.  Although management  cannot
predict  worldwide  salmon  prices, losses are  expected  to  continue
through  the remainder of 2003.  See Note 5 to the Condensed
Consolidated Financial Statements for additional discussion regarding
the potential for material charges to earnings during the second half
of 2003 related to Fjord.

The Bulgarian wine business (the Business) negotiated an extension  of
principal  payment due dates and revised payment terms through  August
31 2003, after it was unable to make scheduled principal payments to a
bank.   The  terms  of  the  latest  extension  require,  among  other
provisions,  the  Business  to repay the  majority  of  the  principal
balance  plus  accrued interest by August 31, 2003 and the  bank  will
forgive  a  portion of the debt upon achievement of certain terms  and
conditions.   In  the  event  the Business does  not  obtain  external
financing  to  make this payment, the impact on the Business  and  its
financial  condition is likely to impair the value of its assets,  and
its  ability  to  continue  to  operate  without  pursuing  bankruptcy
protection.   At  December  31,  2002,  the  Business  evaluated   the
recoverability of its long-lived assets based on projected future cash
flows  and, accordingly, the Company believes there is not  an  other-
than-temporary  decline  in  value  of  its  investment,  pending  the
resolution   of   negotiations  for  additional  financing.    As   of
June  28,  2003,  the  Company's investments in and  advances  to  the
Business totaled $18,630,000.


Selling, General and Administrative Expenses

Selling, general and administrative (SG&A) expenses increased $1.8 and
$2.8  million, respectively, for the three and six months  ended  June
28,  2003  compared  to  the same periods in  2002.   These  increases
primarily  reflect  increased selling and bad  debt  expenses  in  the
Marine  and  Commodity Trading and Milling divisions.  As a percentage
of  revenues,  SG&A  increased to 5.5% and 5.7% from  5.2%  and  5.6%,
respectively, for the three months and six months ended June 28,  2003
compared to the same periods in 2002.

Interest Expense

Interest  expense  increased $1.5 and $2.9 million, respectively,  for
the  three  and six months ended June 28, 2003 compared  to  the  same
periods  in  2002.   These increases are a result  of  higher  average
levels  of short-term and long-term debt outstanding during  the  2003
periods, partially offset by lower average interest rates.

Interest Income

Interest income decreased $0.6 and $1.6 million, respectively, for the
three  and six months ended June 28, 2003 compared to the same periods
in  2002  primarily reflecting a reduction of average  funds  invested
during 2003.

Foreign Currency Losses, Net

Foreign currency losses decreased $3.9 and $7.9 million for the  three
and  six months ended June 28, 2003 compared with the same periods  in
2002.   The  losses during 2003 primarily result from the  effects  of
recent  devaluation of the Dominican Republic peso on peso-denominated
net  assets  of the Power division, principally customer  receivables,
partially  offset by the effect of improvements in the Argentine  peso
on dollar denominated net liabilities of the Sugar and Citrus segment.
See  Note  2  to  the Condensed Consolidated Financial Statements  for
additional discussion of the Argentine peso devaluation.  The  Company
operates  in  many  developing countries throughout  the  world.   The
political and economic conditions of these markets cause volatility in
currency  exchange rates and expose the Company to  risk  of  exchange
loss.

Miscellaneous, Net

Miscellaneous,  net, for the 2003 three and six-month periods  include
gains of $4.7 and $6.6 million, respectively, related to proceeds from
settlements of antitrust litigation primarily arising out of purchases
by  the  Company of methionine, a feed additive used by  the  Company.
The second quarter of 2002 includes a gain of $4.9 million related  to
proceeds  from  a  settlement of antitrust litigation against  several
manufacturers of vitamins and feed additives.  Miscellaneous, net also
includes losses on interest rate exchange agreements of $6.9 and  $7.7
million, respectively for the three and six months ended June 28, 2003
compared  to  losses  of $9.6 and $8.5 million respectively,  for  the
comparable  2002  periods.  These swap agreements do  not  qualify  as
hedges  for accounting purposes and accordingly, changes in the market
value are recorded to earnings as interest rates change.

Income Tax Expense

During  the second quarter of 2002, the Company recognized a  one-time
tax benefit of $14.3 million related to the Company's Sugar and Citrus
segment.    See  Note 2 to the Consolidated Financial  Statements  for
additional discussion.   Excluding the effects of the one-time benefit
discussed  above,  the  income  tax  benefits  recorded  during   2003
decreased compared to 2002 primarily due to reduced levels of  current
year domestic net losses subject to tax.

Other Financial Information

In  January  2003, the FASB issued FIN 46, "Consolidation of  Variable
Interest  Entities".  FIN 46 applies to an entity if its total  equity
at  risk  is  not  sufficient  to permit the  entity  to  finance  its
activities  without additional subordinated support or if  the  equity
investors  lack  certain  characteristics of a  controlling  financial
interest.   If  an  entity has these certain characteristics,  FIN  46
requires  a test to identify the primary beneficiary based on expected
losses  and  expected returns associated with the  variable  interest.
The  primary  beneficiary is then required to consolidate the  entity.
The consolidation requirements apply to all variable interest entities
(VIEs)  created  after January 31, 2003.  The Company must  apply  the
consolidation requirements for VIEs that existed prior to February  1,
2003  and  remain  in  existence as of  the  beginning  of  the  first
reporting  period beginning after June 15, 2003.  See Note  1  to  the
Condensed Consolidated Financial Statements for the related disclosure
of  existing  VIEs as of June 28, 2003 and the results  of  subsequent
consolidation.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

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.  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.
The  Company manages certain of these risks through the use of foreign
currency  forward exchange agreements.  Changes in the  exchange  rate
for  the  Argentine  peso  affect the valuation  of  foreign  currency
denominated net assets of the Company's Argentine subsidiary  and  net
earnings  for  the  impact of the change on that  subsidiary's  dollar
denominated  net  liabilities.   The Company's  market  risk  exposure
related  to these items has not changed materially since December  31,
2002.


Item 4.  Controls and Procedures

The  Company has established a system of controls and other procedures
designed  to ensure that information required to be disclosed  in  its
periodic  reports filed under the Securities Exchange Act of 1934,  as
amended,  is recorded, processed, summarized and reported  within  the
time  periods  specified in the Securities and  Exchange  Commission's
rules  and forms.  These disclosure controls and procedures have  been
evaluated under the direction of the Company's Chief Executive Officer
and  Chief  Financial Officer as of the end of the period  covered  by
this  report.  Based on such evaluations, the Chief Executive  Officer
and  Chief  Financial  Officer  have  concluded  that  the  disclosure
controls and procedures are effective.  There has not been any  change
in  the  registrant's internal control over financial  reporting  that
occurred  during the registrant's most recent fiscal quarter that  has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.


PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

     31.1 Certification  of  the Chief Executive Officer  Pursuant  to
          Exchange  Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002

     31.2 Certification  of  the Chief Financial Officer  Pursuant  to
          Exchange  Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002

     32.1 Certification of the Chief Executive Officer Pursuant to  18
          U.S.C.  Section 1350, as Adopted Pursuant to Section 906  of
          the Sarbanes-Oxley Act of 2002

     32.2 Certification of the Chief Financial Officer Pursuant to  18
          U.S.C.  Section 1350, as Adopted Pursuant to Section 906  of
          the Sarbanes-Oxley Act of 2002

(b)  Reports on Form 8-K. - On May 6, 2003 Seaboard Corporation  filed
     a  report on Form 8-K including the press release of earnings  of
     Seaboard Corporation for the first quarter ended March 29, 2003.


This  Form 10-Q contains forward-looking statements within the meaning
of  the  Private Securities Litigation Reform Act of 1995,  which  may
include statements concerning projection of revenues, income or  loss,
capital  expenditures,  capital structure or  other  financial  items,
statements regarding the plans and objectives of management for future
operations,  statements of future economic performance, statements  of
the  assumptions  underlying  or relating  to  any  of  the  foregoing
statements  and  other statements which are other than  statements  of
historical  fact.  These statements appear in a number  of  places  in
this  Report  and include statements regarding the intent,  belief  or
current expectations of the Company and its management with respect to
(i)  the  cost  and  timing  of  the completion  of  new  or  expanded
facilities,  (ii)  the Company's ability to obtain adequate  financing
and liquidity, (iii) the price of feed stocks and other materials used
by  the  Company,  (iv)  the sale price for pork  products  from  such
operations,  (v)  the price for the Company's products  and  services,
(vi)  the  demand for power and related spot prices in  the  Dominican
Republic,  (vii) the effect of currency fluctuations of the  Argentine
and  Dominican  Republic pesos, (viii) the effect of  changes  to  the
produce  division operations on the consolidated financial  statements
of  the Company, (ix) the potential effect of the proposed meat packer
ban legislation, (x) the effect of the national strike in Venezuela on
the  Company's  Marine  Division, (xi) the  potential  effect  of  the
Company's investments in a wine business and salmon and other  seafood
business  on  the  consolidated financial statements of  the  Company,
(xii) the potential impact of various environmental actions pending or
threatened  against the Company or (xiii) other trends  affecting  the
Company's  financial condition or results of operations.  Readers  are
cautioned  that any such forward-looking statements are not guarantees
of  future performance and involve risks and uncertainties,  and  that
actual  results may differ materially as a result of various  factors.
The  accompanying information contained in this Form  10-Q,  including
without  limitation  the information under the headings  "Management's
Discussion  and  Analysis  of  Financial  Condition  and  Results   of
Operations,"  identifies  important factors  which  could  cause  such
differences.




                              SIGNATURES


Pursuant  to the requirements of the Securities Exchange Act of  1934,
the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.




                           DATE:  August 8, 2003

                           Seaboard Corporation


                           by: /s/ Robert L. Steer
                               Robert L. Steer, Senior Vice President,
                               Treasurer, and Chief Financial Officer
                               (principal financial officer)



                           by: /s/ John A. Virgo
                               John A. Virgo, Corporate Controller
                               (principal accounting officer)














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