<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>final03.txt
<DESCRIPTION>SEABOARD CORPORATION 2003 3RD QTR 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 September 27, 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 October 24, 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)

                                             September 27,         December 31,
                                                 2003                 2002
                           Assets

Current assets:
   Cash and cash equivalents                 $   25,903            $   23,242
   Short-term investments                        33,203                30,337
   Receivables, net                             185,592               201,792
   Inventories                                  255,578               243,949
   Deferred income taxes                         18,475                15,481
   Other current assets                          33,391                42,896
Total current assets                            552,142               557,697
Investments in and advances to
  foreign affiliates                             66,771                83,855
Net property, plant and equipment               630,328               621,593
Other assets                                     19,510                17,996
Total assets                                 $1,268,751            $1,281,141

                   Liabilities and Stockholders' Equity

Current liabilities:
   Notes payable to banks                    $   60,042            $   76,112
   Current maturities of long-term debt          55,197                55,869
   Accounts payable                              68,302                67,464
   Other current liabilities                    151,010               156,917
Total current liabilities                       334,551               356,362
Long-term debt, less current maturities         313,888               318,746
Deferred income taxes                            74,190                71,509
Other liabilities                                45,536                40,639
Total non-current and deferred liabilities      433,614               430,894
Minority interest                                 5,995                 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         (58,237)              (67,284)
   Retained earnings                            551,573               552,760
Total stockholders' equity                      494,591               486,731
Total liabilities and stockholders' equity   $1,268,751            $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          Nine Months Ended
                        September 27, September 28, September 27, September 28,
                            2003          2002          2003          2002

Net sales                 $  485,417    $  429,800   $1,433,167    $1,349,827

Cost of sales and
 operating expenses          441,037       394,901    1,316,421     1,231,700

       Gross income           44,380        34,899      116,746       118,127

Selling, general and
 administrative expenses      26,535        25,588       80,638        76,870

       Operating income       17,845         9,311       36,108        41,257

Other income (expense):

   Interest expense           (6,844)       (5,129)     (20,393)      (15,777)
   Interest income               450         1,079        2,037         4,241
   Loss from foreign
     affiliates              (15,054)       (1,410)     (20,932)       (8,174)
   Minority interest            (344)          (74)        (452)         (617)
   Foreign currency loss, net   (914)         (739)      (7,015)      (14,735)
   Miscellaneous, net          5,448       (14,312)       6,780       (17,301)

      Total other income
       (expense), net        (17,258)      (20,585)     (39,975)      (52,363)

Earnings (loss) before
  income taxes and
  cumulative effect of
  changes in accounting
  principles                     587       (11,274)      (3,867)       (11,106)

Income tax benefit             1,251         5,601        1,856        22,254

Earnings (loss) before
  cumulative effect of
  changes in accounting
  principles                   1,838        (5,673)      (2,011)        11,148

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)       $    1,838    $   (5,673)  $    1,637    $   11,148

Net earnings (loss) per
  common share:

Earnings (loss) per share
 before cumulative effect
 of changes in accounting
 principles               $     1.46    $    (3.81)  $    (1.60)    $     7.49

Cumulative effect of
  changes in accounting
  for asset retirement
  obligations and drydock
  accruals                         -             -         2.90             -

Net earnings (loss) per
  common share            $     1.46    $    (3.81)  $     1.30    $     7.49

Dividends declared per
  common share            $     0.75    $     0.75   $     2.25    $     1.75

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)       $    1,838    $   (6,166)  $   (2,011)   $   11,661

Net earnings (loss) per
  common share            $     1.46    $    (4.15)  $    (1.60)   $     7.84

                  See notes to condensed consolidated financial statements.



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

                                                        Nine Months Ended
                                                   September 27,  September 28,
                                                       2003           2002

Cash flows from operating activities:
   Net earnings                                      $   1,637      $  11,148
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                    47,715         37,780
       Loss from foreign affiliates                     20,932          8,174
       Foreign currency exchange loss (gain)            (3,891)        12,526
       Cumulative effect in accounting changes, net     (3,648)             -
       Deferred income taxes                            (4,427)       (24,947)
   Changes in current assets and liabilities:
        Receivables, net of allowance                   18,801         (1,089)
        Inventories                                     (8,292)       (30,947)
        Other current assets                             9,065         14,245
        Current liabilities exclusive of debt              (39)         9,732
   Other, net                                           (3,068)        (3,387)
Net cash from operating activities                      74,785         33,235
Cash flows from investing activities:
   Purchase of short-term investments                  (32,036)      (123,916)
   Proceeds from the sale or maturity of short-term
     investments                                        29,671        181,087
   Investments in and advances to foreign affiliates,
     net                                                 (393)        (27,033)
   Capital expenditures                               (25,050)        (34,115)
   Other, net                                           3,848           1,696
Net cash from investing activities                    (23,960)         (2,281)
Cash flows from financing activities:
   Notes payable to banks, net                        (16,070)         (2,387)
   Principal payments of long-term debt               (30,655)        (29,530)
   Dividends paid                                      (2,824)         (2,603)
   Bond construction fund                                 655             569
   Other, net                                          (1,611)              -
Net cash from financing activities                    (50,505)        (33,951)
Effect of exchange rate change on cash                  2,341          (4,167)
Net change in cash and cash equivalents                 2,661          (7,164)
Cash and cash equivalents at beginning of year         23,242          22,997
Cash and cash equivalents at end of period           $ 25,903       $  15,833

                    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.   While  the  three  months   ended
September 27, 2003 includes gains of $4,768,000, the nine month period
includes  losses of $2,926,000 related to these swaps.  This  compares
to losses of $14,161,000 and $22,639,000 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.  The 2003 amounts
include  net payments of $2,175,000 and $5,118,000 for the  three  and
nine  month  periods,  respectively,  resulting  from  the  difference
between  the  fixed  rate  paid and variable rate  received  on  these
contracts compared with payments of $1,808,000 and $4,106,000 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.   During  the  nine
months  ended  September 27, 2003, the Company recorded  non-cash  net
gains  of  $3,891,000 compared with non-cash net losses of $12,526,000
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. The following table shows the non-cash impact of the
change  in  exchange rates on various peso-denominated  balance  sheet
categories, caused by the peso devaluation during 2002 and  subsequent
strengthening during 2003.
                                                   Nine Months Ended
                                                September 27,    September 28,
Increase (Decrease) (thousands of dollars)         2003             2002

Working capital                                   $ 7,555         $(16,470)
Fixed assets                                        6,949          (35,226)
Other long-term net assets or liabilities              62           (1,908)

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 is 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 $540,000.  The adoption of  SFAS  143
decreased operating income by $143,000 and $398,000, and net  earnings
by  $87,000  and  $243,000,  or  $0.07  and  $0.19  per  common  share
respectively, for the three and nine months ended September 27,  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 $117,000, $71,000 and $0.05 per share, respectively,
for the three months ended and $349,000, $213,000 and $0.14 per share,
respectively, for the nine months ended September 28, 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 third quarter  of  2003  by
$38,000  and $97,000, respectively ($0.08 per common share).  For  the
nine  months  ended  September  27, 2003,  operating  income  and  net
earnings  increased  $394,000 and $316,000,  respectively  ($0.25  per
common  share).   The  Company currently  estimates  the  change  from
accruing in advance to expensing as incurred will reduce cost of sales
by  approximately $800,000 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 decreased by
$835,000,  $422,000, and $0.28 per share respectively,  for  the  2002
three month period and increased $720,000 and $726,000, and $0.49  per
common share respectively, for the 2002 nine month period.

In  January  2003,  the  Financial Accounting Standards  Board  (FASB)
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.   In  October
2003,  the  FASB  delayed the effective date of FIN 46.   Accordingly,
while  the  consolidation requirements apply to all variable  interest
entities (VIEs) created after January 31, 2003, for VIEs that  existed
prior  to  February  1, 2003, the consolidation requirements  will  be
effective  for reporting periods ending after December  15,  2003  for
those VIEs that remain in existence.

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  September  27,  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 fourth 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 September 27, 2003, the value of fixed assets related  to
this  property  was  $31,219,000.   Consolidation  of  these  VIEs  on
September 27, 2003 would have increased fixed assets, related debt and
noncontrolling  interest by $32,342,000, $31,919,000  and  $1,791,000,
respectively,  with  a  cumulative effect of a  change  in  accounting
principle  for  the excess of fixed asset depreciation  over  mortgage
loan  amortization of $1,206,000, ($736,000 net of tax, or  $0.59  per
common share).  These amounts are not expected to change materially by
December 31, 2003, the date of adoption for FIN 46.


Note 2 - Comprehensive Income (Loss)

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

                            Three Months Ended          Nine Months Ended
                        September 27, September 28, September 27, September 28,
(Thousands of dollars)      2003          2002          2003          2002

Net (loss) income          $1,838       $(5,673)      $ 1,637       $11,148

Other comprehensive income
 (loss) net of applicable
 taxes:
  Foreign currency
   translation adjustment      30         5,290         9,175         1,648
  Unrealized gains (losses)
   on investments              79          (190)          117           (63)
  Net unrealized gains
   (losses) on foreign
   exchange cash flow
   hedges                     (19)          (70)          (94)            6
   Amortization of deferred
   gain on interest rate
   swaps                      (51)          (50)         (151)         (150)

Total comprehensive income
 (loss)                    $1,877       $  (693)      $10,684       $12,589

The components of and changes in accumulated other comprehensive loss
for the nine months ended September 27, 2003 are as follows:

                                           Balance                  Balance
                                         December 31,   Period    September 27,
(Thousands of dollars)                      2002        Change       2003

Foreign currency translation adjustment   $(62,555)     $9,175      $(53,380)
Unrealized gain on investments                 118         117           235
Unrecognized pension cost                   (5,799)          -        (5,799)
Net unrealized loss on cash flow hedges          -         (94)          (94)
Deferred gain of interest rate swaps           952        (151)          801

Accumulated other comprehensive loss      $(67,284)     $9,047      $(58,237)

The foreign currency translation adjustment primarily represents  the
effect of the Argentine peso currency exchange fluctuation 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 66%.  As of September 27, 2003, the Company had
net  assets  with  a  carrying  value of  $61,045,000  denominated  in
Argentine pesos which have been revalued through the foreign  currency
translation  adjustment.  In addition, the Company had $10,503,000  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 $11,215,000 including  an
earnings   increase  of  $758,000  for  the  dollar  denominated   net
liabilities,  and  a  positive translation adjustment  of  $10,457,000
included  as a component of other comprehensive income.  During  2002,
the  devaluation of the peso resulted in a charge against earnings  of
$12,526,000  for  the nine months ended September  28,  2002  for  the
dollar denominated net liabilities, and an additional translation loss
of  $37,262,000  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 September 27,  2003  and
December 31, 2002 (in thousands):


                                                   September 27,   December 31,
                                                      2003            2002
At lower of LIFO cost or market:
      Live hogs & materials                          $136,004        $129,386
      Dressed pork & materials                         20,297          21,198
                                                      156,301         150,584
      LIFO allowance                                  (15,149)        (11,422)
              Total inventories at lower of LIFO
                cost or market                        141,152         139,162
At lower of FIFO cost or market:
      Grain, flour and feed                            85,214          80,618
      Sugar produced & in process                      12,331           9,929
      Other                                            16,881          14,240
              Total inventories at lower of FIFO
                cost or market                        114,426         104,787
               Total inventories                     $255,578        $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 September  27,
2003,  the  Company  had  $385,512,000 in  hog  production  facilities
classified  as net fixed assets on the Condensed Consolidated  Balance
Sheet and approximately $32,342,000 in hog production facilities under
facility  agreements  (see Note 1 for a discussion  of  FIN  46).   In
addition,  the  Company has $136,004,000 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  September 27, 2003, the Company had  approximately
$98,784,000  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,  Management  cannot  presently   predict   the
ultimate outcome.

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 plaintiff has the right to  continue
the  arbitration  based  on other legal theories,  but  currently  the
plaintiff  is  not  actively  prosecuting  the  matter.   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 have 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 partial 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  is  not
compensated for these guarantees.  The following table sets forth  the
terms of guarantees of third party and nonconsolidated affiliate  bank
indebtedness outstanding at September 27, 2003.

Guarantee beneficiary                            Maximum exposure   Maturity

Foreign non-consolidated affiliate grain
  processor-Uganda                                  $1,300,000        2004

Foreign non-consolidated affiliate food
  product distributor-Ecuador                       $  400,000        2004

Various hog contract growers                        $1,585,000        2004

The  Company's  guarantees of the various hog contract growers  secure
underlying  debt  that does not mature until  2013 and  2014  and  may
require annual renewal 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 September 27, 2003, the Company had outstanding $20,541,000  of
standby  letters  of  credit (LCs) with various  banks  to  facilitate
operations   of   consolidated  subsidiaries  and  limited   affiliate
projects.   Of  these  LCs,  $8,822,000  reduced  available  borrowing
capacity under the Company's credit lines.  One LC for 4,000,000 Euros
(approximately  $4,590,000) was issued to facilitate bridge  borrowing
from  a bank for the Company's Bulgarian wine affiliate which will  be
repaid  (and  LC cancelled) from proceeds of escrowed funds  generated
from the sale of certain fixed assets and inventory of that affiliate.
Because the contracted sales price of the assets serving as collateral
for  the  LC was in excess of LC amount, the Company did not record  a
liability  for  this  LC.   The  Company  also  obtained  an  LC   for
approximately  $1,519,000 to support purchases  for  a  non-controlled
affiliate mill expansion project.  While this affiliate has sufficient
liquidity  to pay for the improvements, the mill is located  in  Haiti
and  the  LC  was  posted in lieu of advance vendor payments  for  the
purchases.


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.  During the  third  quarter
of  2003,  the  Company sold its shrimp farming and shrimp  processing
assets  for $3,900,000, including cash received of $200,000 and  notes
receivable  of  $3,700,000, due in annual installments  through  2009.
Since  a significant portion of the proceeds is in the form of a  note
receivable,  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 remaining book value of the assets sold
of  $2,744,000  is  reflected as assets sold  under  contract  and  is
included  in  other  assets  on the consolidated  Balance  Sheet.   In
addition, certain pickle and pepper farming assets are leased to local
farmers.   The  remaining  carrying value of the  pickle  and  farming
assets to be disposed is not material.

As  of September 27, 2003 the Company owned approximately 20% of Fjord
Seafood  ASA  (Fjord),  an integrated salmon  producer  and  processor
headquartered  in Norway, which is accounted for on a three-month  lag
using  the  equity method.  Due primarily to sustained low  world-wide
salmon prices, Fjord's second quarter losses included asset impairment
charges  primarily related to inventory and fixed assets of which  the
Company  recorded its share, $6,684,000, during the third  quarter  of
2003.   However, world-wide salmon prices have begun to improve during
the  third  quarter.  On October 30, 2003, Fjord announced their third
quarter earnings which included additional asset impairments, and a
bank waiver regarding the covenant of EBITDA to Net Interest Bearing
Debt.  These additional asset impairments relate to write-downs of
licenses and fixed assets of its United States operation as a result
of a recent unfavorable U.S. Court ruling restricting Fjord from the use
of its genetic material and requiring extended fallowing of sites.
Accordingly, the Company also recorded its share of these asset
impairments, $5,737,000, in the third quarter of 2003.  As of
September 27, 2003, the carrying value of the Company's investment in
Fjord was $21,166,000 compared to a market value of approximately
$34,475,000 (based on September 26, 2003 per share stock price of 2.77
NOK per share, as quoted on the Oslo Stock Exchange), which has remained
fairly constant through November 4, 2003. On November 4, 2003, Fjord
announced a private placement, subject to approval by the Oslo Stock
Exchange, of 36,363,636 shares at 2.75 NOK per share.  This private
placement will decrease the Company's ownership in Fjord to below 20%
and may result in the Company changing its accounting for this investment
from the equity method to the cost method during the fourth quarter of
2003.  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.

The  Bulgarian wine business (the Business), in which the Company owns
approximately  37%  and  accounts for using  the  equity  method,  had
negotiated  a  series  of  extensions after  it  was  unable  to  make
scheduled  principal payments to a bank.  During the third quarter  of
2003, the Business successfully negotiated a refinancing of certain of
its  debt.  As part of the refinancing, the bank forgave a portion  of
the  debt  and  the  Business contracted to sell certain  assets,  the
proceeds  of  which will be used to repay a portion of  the  principal
balance  plus accrued interest.  As a result of this transaction,  the
Business incurred a loss from the sale of assets, net of the gain from
debt forgiveness, of which the Company recorded its share, $1,489,000,
during the third quarter of 2003.  As of September 27, 2003, the  book
value of Company's investments in and advances to the Business totaled
$16,914,000.   The  Company's share of losses  from  the  Business  is
included  with  All  Other in the loss from foreign  affiliates  table
below.

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 described in Note  2,  as  a  result  of
currency  fluctuations, the carrying value of peso-denominated  assets
have increased by $15,972,000 during 2003.


Sales to External Customers:
                            Three Months Ended          Nine Months Ended
                       September 27, September 28,  September 27, September 28,
(Thousands of dollars)    2003          2002           2003          2002

Pork                     $186,125      $147,864      $  531,238    $  478,253
Commodity Trading and
  Milling                 151,830       152,845         478,971       484,517
Marine                     99,301        91,801         295,625       279,264
Sugar and Citrus           22,710        14,364          53,305        43,659
Power                      18,099        16,338          52,516        44,863
All Other                   7,352         6,588          21,512        19,271
   Segment/Consolidated
    Totals               $485,417      $429,800      $1,433,167    $1,349,827


Operating Income:
                            Three Months Ended          Nine Months Ended
                       September 27, September 28,  September 27, September 28,
(Thousands of dollars)    2003          2002           2003          2002

Pork                     $  3,954      $ (2,397)     $    2,250    $   (5,232)
Commodity Trading and
  Milling                   5,445         3,480          10,002        17,836
Marine                     (1,394)        3,190              42        12,365
Sugar and Citrus            5,899         3,375          15,237        11,322
Power                       3,309         2,488           8,250         7,400
All Other                     832           121           1,642          (415)
   Segment Totals          18,045        10,257          37,423        43,276
Corporate Items              (200)         (946)         (1,315)       (2,019)
   Consolidated Totals   $ 17,845      $  9,311      $   36,108    $   41,257


Loss from Foreign Affiliates:
                            Three Months Ended          Nine Months Ended
                       September 27, September 28,  September 27, September 28,
(Thousands of dollars)    2003          2002           2003          2002

Commodity Trading and
  Milling                $    788      $   (427)     $     (871)   $   (1,687)
All Other                 (15,842)         (983)        (20,061)       (6,487)
   Segment/Consolidated
    Totals               $(15,054)     $ (1,410)     $  (20,932)   $   (8,174)


Total Assets:
                                                September 27,   December 31,
(Thousands of dollars)                              2003            2002

Pork                                             $  642,892      $  627,937
Commodity Trading and Milling                       223,397         239,187
Marine                                              113,502         117,366
Sugar and Citrus                                     83,350          69,515
Power                                                75,464          73,872
All Other                                            15,788          15,971
   Segment Totals                                 1,154,393       1,143,848
Corporate Items                                     114,358         137,293
   Consolidated Totals                           $1,268,751      $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 September 27,  2003,  remained
consistent  with  year  end balances as the  reduction  of  receivable
balances and cash generated from current operating activities was used
to  pay  maturing  debt  and  fund capital  expenditures.   Cash  from
operating  activities for the nine months ended  September  27,  2003,
increased $41.6 million compared to the same period one year  earlier.
The increase in cash flows was primarily related to an improvement  in
net  earnings after adjustment for non-cash items, and changes in  the
components of working capital, primarily in the Commodity Trading  and
Milling  segment.   Within the Commodity Trading and Milling  segment,
lower  sales  in  2003  resulted in a decrease in  receivables  and  a
smaller  increase in inventories compared to higher sales during  2002
which  caused  an  increase in receivables and a  larger  increase  in
inventories for 2002.

Cash from investing activities for the nine months ended September 27,
2003,  decreased  $21.7 million compared to the same period  one  year
earlier.   The  decrease primarily reflects the higher  net  sales  of
short-term  investments during 2002 partially offset by an  additional
$26.9 million investment in Fjord Seafood ASA in 2002, which increased
the Company's percentage ownership to approximately 20%.

The  Company  invested $25.1 million in property, plant and  equipment
for  the  nine months ended September 27, 2003, of which $14.5 million
was  expended in the Pork segment, $4.7 million in the Marine segment,
$3.9  million  in  the Sugar and Citrus segment, and $2.0  million  in
other businesses of the Company.

The  Company invested $14.5 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 September 27, 2003,
$7.6  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 $1.5 million  for
activities  to  support  this  Texas project,  and  $2.4  million  for
improvements to existing hog production facilities and upgrades to the
existing pork processing plant.

The  Company invested $4.7 million in the Marine segment primarily  to
expand  and replace fleet and cargo transportation equipment and  make
facility  improvements.  Instead of purchasing two previously  charted
vessels during the third quarter, the Company entered into new leasing
arrangements.   During the remainder of 2003, the Company  anticipates
spending $6.7 million to purchase additional equipment.

The  Company  invested $3.9 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 $0.4 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 nine months ended September
27,  2003 decreased $16.6 million compared to the same period in  2002
primarily reflecting reductions in short-term borrowings.

In  the  first  quarter of 2003, the Company extended a $20.0  million
revolving  credit facility, and entered into two new  committed  lines
for  $75.0  million  and $5.0 million for use by a subsidiary  in  the
Commodity  Trading  and  Milling segment.  The new  subsidiary  credit
lines  are  secured  by  certain of the  Company's  commodity  trading
inventory and accounts receivable and 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  September  27,  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 September 27, 2003 totaled
$40.0  million  and $20.0 million, respectively.  As of September  27,
2003,  standby letters of credit of $8.8 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  September  27,  2003,
these arrangements have been accounted for as operating leases.  These
facilities  are owned by companies considered to be variable  interest
entities  (VIEs)  in  accordance with Financial  Accounting  Standards
Board  Interpretation No. 46 (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 fourth quarter of  2003.
Consolidation  of  these  VIEs as of September  27,  2003  would  have
increased  fixed assets, related debt and noncontrolling  interest  by
$32,362,000,   $31,919,000,  and  $1,791,000  respectively,   with   a
cumulative  effect of a change in accounting principle for the  excess
of  fixed  asset  depreciation  over  mortgage  loan  amortization  of
$1,206,000,  ($736,000 net of tax, or $0.59 per common share).   These
amounts  are not expected to change materially by December  31,  2003,
the date of adoption for FIN 46.

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 nine months ended September  27,  2003,
increased  by $55.6 and $83.3 million, respectively, compared  to  the
same  periods  one year earlier.  Operating income increased  by  $8.5
million for the quarter and decreased $5.1 million for the nine  month
period  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            Nine Months Ended
                      September 27, September 28,   September 27, September 28,
(Dollars in millions)     2003          2002            2003          2002

Net sales                $ 186.1       $ 147.9         $ 531.2       $ 478.3
Operating income (loss)  $   4.0       $  (2.4)        $   2.3       $  (5.2)

Net  sales  for  the Pork segment increased $38.2 and  $52.9  million,
respectively, for the three and nine months ended September  27,  2003
compared to the same periods in 2002 primarily as a result of improved
pork  prices.  Excess domestic meat supplies resulted in  lower  sales
prices  throughout  2002  and into early 2003,  although  prices  have
generally improved during 2003 compared with the first nine months  of
2002.

Operating income for the Pork segment increased $6.4 and $7.5 million,
for  the three and nine months ended September 27, 2003, respectively,
compared  to  operating  losses for the same  periods  in  2002.   The
increases  primarily reflect improved market prices  discussed  above,
partially  offset  by  higher feed costs  and  higher  costs  of  hogs
purchased from third parties.  Included in the 2003 nine month  period
is  a $1.6 million charge incurred in the second quarter 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 maintain its positive operating  income  for
the remainder of 2003.

Commodity Trading and Milling Segment

                          Three Months Ended            Nine Months Ended
                      September 27, September 28,   September 27, September 28,
(Dollars in millions)     2003          2002            2003          2002

Net sales                $ 151.8       $ 152.8         $ 479.0       $ 484.5
Operating income         $   5.4       $   3.5         $  10.0       $  17.8
Income (loss) from
  foreign affiliates     $   0.8       $  (0.4)        $  (0.9)      $  (1.7)

Net sales for the Commodity Trading and Milling segment decreased $1.0
and  $5.5  million for the three and nine months ended  September  27,
2003  compared  to  the  same  periods in  2002.   The  decreases  are
primarily the result of lower commodity trading volumes to third party
customers  during  2003  as a result of changing  crop  conditions  in
Southern Africa, partially offset by higher average selling prices and
increased sales to affiliates.

Operating  income  for  this segment increased $1.9  million  for  the
quarter but decreased $7.8 million for the nine months ended September
27,  2003,  respectively,  compared  to  the  same  periods  in  2002.
Operating  income decreased for the nine month period  primarily  from
lower  margins on commodity trading activity as a result  of  changing
crop  conditions in Southern Africa, as noted above, and to  a  lesser
extent,  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 $0.3 and $2.0 million  for  the
three and nine months ended September 27, 2003 compared to a 2002 loss
of  $0.5 million for the third quarter and a year-to-date gain of $4.8
million.   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.

Income  (loss) from foreign affiliates improved $1.2 and $0.8  million
for  the three and nine months ended September 27, 2003, respectively,
compared  to the same periods in 2002.  The improved results primarily
reflect  profitable operations during the quarter for certain  milling
operations.  Based on the current political and economic situations in
the  countries  in which the flour and feed mills operate,  management
cannot  predict whether these foreign affiliates will continue  to  be
profitable for the remainder of 2003.

Marine Segment
                          Three Months Ended            Nine Months Ended
                      September 27,  September 28,  September 27, September 28,
(Dollars in millions)     2003           2002           2003          2002

Net sales                $  99.3        $  91.8        $ 295.6       $ 279.3
Operating income (loss)  $  (1.4)       $   3.2        $   0.0       $  12.4

Net  sales for the Marine segment increased $7.5 and $16.3 million for
the  three  and nine months ended September 27, 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,  partially
offset  by  a  decrease in average cargo rates.  However, since  March
2002,  this  segment's  operations  began  to  experience  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.

Operating  income  for  the Marine segment decreased  $4.6  and  $12.4
million,  respectively, for the three and nine months ended  September
27,  2003  compared to the same periods in 2002, primarily  reflecting
the impact of the political instability in Venezuela, discussed above,
higher  fuel costs and, to a lesser extent, increased selling expenses
as  a  result  of new routes.  The reduced margin for the  comparative
nine  month periods also reflects a higher level of bad debt  expense.
The   duration  and  extent  of  reduced  shipping  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.  Management is not able to  predict
when  economic conditions will improve for the markets in  which  this
segment operates, and cannot predict whether this segment will  return
to profitable operations during the remainder of the year.

Sugar and Citrus Segment
                          Three Months Ended            Nine Months Ended
                      September 27,  September 28,  September 27, September 28,
(Dollars in millions)     2003           2002           2003          2002

Net sales                $  22.7        $  14.4        $  53.3       $  43.7
Operating income         $   5.9        $   3.4        $  15.2       $  11.3

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 the first half  of  2002  before
stabilizing somewhat for the last half of the year.  During 2003,  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 $8.3  and  $9.6
million  for  the  three  and nine months  ended  September  27,  2003
compared  to the same periods in 2002.  These increases are  primarily
the  result  of  higher sugar prices and, to a lesser extent  for  the
quarter,  higher  sales volumes.  Year-to-date  sales  volumes  remain
lower  as  a result of lower quantities of sugar purchased from  third
parties,  partially offsetting the increase in sales price.  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
$2.5  and  $3.9 million for the three and nine months ended  September
27, 2003, respectively, compared to the same periods in 2002 primarily
from  the  increase  in net sales. 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            Nine Months Ended
                      September 27,  September 28,  September 27, September 28,
(Dollars in millions)     2003           2002           2003          2002

Net sales                 $  18.1       $  16.3        $  52.5       $  44.9
Operating income          $   3.3       $   2.5        $   8.3       $   7.4

Net  sales  for the Power segment increased $1.8 and $7.6 million  for
the  three  and nine months ended September 27, 2003 compared  to  the
same  periods  in  2002, primarily reflecting an  increase  in  rates.
During  2003,  spot prices have increased as a result of  higher  fuel
costs,  a  component of pricing, and have also been  impacted  by  the
change  in  the  exchange  rate for Dominican  pesos  (see  discussion
below).   The Company continues to contract directly with 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 September  27,
2003, the Company has contracts in place for approximately 57% of  its
capacity.

Operating  income increased $0.8 and $0.9 million for  the  three  and
nine  months  ended September 27, 2003 respectively, compared  to  the
same  periods in 2002 primarily reflecting higher sales  prices.   The
economy  and  liquidity  in  Dominican Republic  (D.R.)  has  weakened
significantly during 2003, causing delays in the collection of certain
large  customer  accounts associated with the  D.R.  government.   The
trade  receivables  for this segment have nearly  doubled  during  the
third  quarter  and  management continues  to  monitor  the  situation
closely.  While management is not able to predict whether multilateral
credit  agencies  will  provide funding support  to  this  country  as
currently  being discussed, funding would provide needed liquidity  to
help  the  government  pay its commercial debts.  Although  management
cannot  predict future spot market rates or potential funding support,
it  is anticipated that operating income will remain positive for  the
remainder of 2003.

Foreign exchange losses are a component of other income (expense)  and
not  operating  income.   While  the  Dominican  Peso  has  stabilized
somewhat  during the third quarter, it devalued significantly  against
the  U.S.  dollar  during  the first half of 2003.   Accordingly,  the
Company incurred foreign currency losses of $6.1 million for the  nine
months  ended  September  27,  2003 related  to  the  Power  division.
Although  the Company cannot predict foreign currency exchange  rates,
given  the  current  economic condition in the D.R.,  without  funding
support  it  is  reasonable to assume that there is the potential  for
additional foreign currency losses during the remainder of 2003.

All Other
                          Three Months Ended            Nine Months Ended
                      September 27,  September 28,  September 27, September 28,
(Dollars in millions)     2003           2002           2003          2002

Net sales                  $   7.4   $   6.6      $  21.5   $  19.3
Operating income (loss)    $   0.8   $   0.1      $   1.6   $  (0.4)
Loss from foreign
  affiliates               $ (15.8)  $  (1.0)     $ (20.1)  $  (6.5)

Net  sales and operating income for all other businesses increased for
the  three  and nine months ended September 27, 2003 compared  to  the
same  periods  in  2002  primarily from improvements  in  the  Produce
Division.   During  the third quarter of 2003, the  Company  sold  the
shrimp  farming  and shrimp processing assets.   See  Note  5  to  the
Condensed Consolidated Financial Statements for additional discussion.

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.  Operating results for these  investments
are recorded on a three-month lag.  Continued losses from Fjord result
primarily  from  low  world-wide salmon prices  and asset impairment
charges.  Salmon prices have recently begun to improve, however. The
losses recorded by the Company  during the  third  quarter  include
$6.7 million for the Company's  share  of asset  impairment charges
incurred by Fjord during its second quarter, primarily  related to
inventory and fixed assets, and additional impairment charges totaling
$5.7 million relating to Fjord's third quarter impairments which
resulted mostly from an unfavorable U.S. Court ruling restricting the
use of its genetic material and requiring extended fallowing of sites
for its U.S. operations.  Although management cannot  predict future
salmon prices, losses are expected to  continue through  the  remainder
of 2003.  The market value  of  the  Company's investment  in  Fjord,
based on the September 26, 2003  closing  stock price of 2.77 NOK per
share as  quoted on the Oslo Stock Exchange, was approximately  $34.5
million compared to the book value of $21.2 million.  Fjord's stock
price has remained fairly constant through November 4, 2003.  On
November 4, 2003, Fjord announced a private placement, subject to
approval by the Oslo Stock Exchange, of 36,363,636 shares at 2.75 NOK
per share.  This private placement will decrease the Company's ownership
in Fjord to below 20% and may result in the Company changing its
accounting for this investment from the equity method to the cost method
during the fourth quarter of 2003.

The  Bulgarian wine business (the Business), in which the Company owns
approximately 37%, had negotiated a series of extensions after it  was
unable  to  make scheduled principal payments to a bank.   During  the
third  quarter  of  2003,  the  Business  successfully  negotiated   a
refinancing of certain of its debts.  As part of the refinancing,  the
bank forgave a portion of the debt and the Business contracted to sell
certain assets, the proceeds of which will be used  to repay a portion
of  the principal balance plus accrued interest.  As a result of  this
transaction, the Business incurred a loss from the sale of assets, net
of  the gain from debt forgiveness, of which the Company recorded  its
share,  $1,489,000,  during  the  third  quarter  of  2003.    As   of
September 27, 2003, the book value of the Company's investments in and
advances to the Business totaled $16.9 million.


Selling, General and Administrative Expenses

Selling, general and administrative (SG&A) expenses increased $0.9 and
$3.8  million,  respectively,  for the three  and  nine  months  ended
September  27,  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 decreased to 5.5% and 5.6% from 6.0%  and
5.7%,  respectively,  for  the  three months  and  nine  months  ended
September 27, 2003 compared to the same periods in 2002.


Interest Expense

Interest  expense  increased $1.7 and $4.6 million, respectively,  for
the  three  and nine months ended September 27, 2003 compared  to  the
same  periods  in 2002.  These increases are primarily the  result  of
higher  average  levels of short-term and long-term  debt  outstanding
during the 2003 periods.


Interest Income

Interest income decreased $0.6 and $2.2 million, respectively, for the
three  and nine months ended September 27, 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 increased $0.2 million for  the  quarter  and
decreased  $7.7 million for the nine months ended September  27,  2003
compared  with  the  same  periods in 2002.  The  year-to-date  losses
during  2003  primarily result from the effects of the devaluation  of
the Dominican Republic peso during the first half of the year on peso-
denominated  net  assets of the Power division,  principally  customer
receivables.   The  2002 exchange losses primarily resulted  from  the
effect  of  the  2002  devaluation of 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 nine month periods includes
gains  of  $0.4 and $7.0 million, 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  2002
nine  month period includes a gain of $5.0 million related to proceeds
from   a   settlement   of   antitrust  litigation   against   several
manufacturers of vitamins and feed additives.  Miscellaneous, net also
includes a $4.8 million gain for the third quarter of 2003 and a  $2.9
million  loss for the 2003 nine-month period on interest rate exchange
agreements.  This  compares  to losses  of  $14.2  and  $22.6  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

For  2003  and  2002,  the Company has generated income  from  foreign
operations  which it plans to permanently invest overseas,  free  from
tax,  and  domestic source losses which generate tax benefits.  During
the  third  quarter of 2003, the Company revised its effective  annual
tax  rate  as a result of changes in the estimated percentage  mix  of
foreign  versus domestic results.  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 for the nine months of  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.  In October  2003,  the  FASB
delayed  the effective date of FIN 46.  Accordingly, the Company  must
apply  the consolidation requirements for VIEs that existed  prior  to
February  1,  2003  and  remain in existence as  of  the  end  of  the
reporting period ending after December 15, 2003.  See Note  1  to  the
Condensed Consolidated Financial Statements for the related disclosure
of existing VIEs as of September 27, 2003.


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 August 5, 2003 Seaboard  Corporation
     filed  a  report  on  Form 8-K including  the  press  release  of
     earnings  of  Seaboard Corporation for the second  quarter  ended
     June 28, 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 Venezuelan  economy  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:  November 4, 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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