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<SEC-DOCUMENT>0000088121-04-000009.txt : 20040227
<SEC-HEADER>0000088121-04-000009.hdr.sgml : 20040227
<ACCEPTANCE-DATETIME>20040227162855
ACCESSION NUMBER:		0000088121-04-000009
CONFORMED SUBMISSION TYPE:	10-K
PUBLIC DOCUMENT COUNT:		8
CONFORMED PERIOD OF REPORT:	20031231
FILED AS OF DATE:		20040227

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SEABOARD CORP /DE/
		CENTRAL INDEX KEY:			0000088121
		STANDARD INDUSTRIAL CLASSIFICATION:	MEAT PACKING PLANTS [2011]
		IRS NUMBER:				042260388
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-03390
		FILM NUMBER:		04635680

	BUSINESS ADDRESS:	
		STREET 1:		9000 W. 67TH STREET
		CITY:			SHAWNEE MISSION
		STATE:			KS
		ZIP:			66202
		BUSINESS PHONE:		9136768800

	MAIL ADDRESS:	
		STREET 1:		9000 W. 67TH STREET
		CITY:			SHAWNEE MISSION
		STATE:			KS
		ZIP:			66202

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SEABOARD ALLIED MILLING CORP
		DATE OF NAME CHANGE:	19820328

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	HATHAWAY BAKERIES INC
		DATE OF NAME CHANGE:	19710315
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-K
<SEQUENCE>1
<FILENAME>k102003.txt
<DESCRIPTION>SEABOARD CORPORATION 2003 10-K
<TEXT>


                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                            FORM 10-K

(Mark One)
[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934
     For the fiscal year ended December 31, 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)

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

   SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

        Title of each class           Name of each exchange on which registered
      Common Stock $1.00 Par Value             American Stock Exchange

   SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                               None
                        (Title of class)

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

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  [   ]

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

The aggregate market value of 354,380 shares of Seaboard voting
stock held by nonaffiliates on January 31, 2004 was approximately
$74,242,610.00, based on the closing price of $209.50 per share
on June 27, 2003, the end of Seaboard's second fiscal quarter.
As of February 20, 2003, the number of shares of common stock
outstanding was 1,255,053.90.

               DOCUMENTS INCORPORATED BY REFERENCE

Part I, item 1(b), a part of item 1(c)(1) and the financial
information required by item 1(d) and Part II, items 6, 7, 7A and
8 are incorporated herein by reference to Seaboard Corporation's
Annual Report to Stockholders furnished to the Commission
pursuant to Rule 14a-3(b).

Part II, a part of item 5, and Part III, a part of item 10 and
items 11, 12 and 13 are incorporated herein by reference to
Seaboard Corporation's definitive proxy statement filed pursuant
to Regulation 14A for the 2004 annual meeting of stockholders.

<PAGE>

Forward-Looking Statements

     This report, including information included or incorporated
by reference in this report, contains certain forward-looking
statements with respect to the financial condition, results of
operations, plans, objectives, future performance and business of
Seaboard Corporation and its subsidiaries (Seaboard).  Forward-
looking statements generally may be identified as:

         statements that are not historical in nature, and

         statements preceded by, followed by or that include the
         words "believes," "expects," "may," "will," "should,"
         "could," "anticipates," "estimates," "intends" or
         similar expressions

In more specific terms, forward-looking statements, include,
without limitation:

         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 regarding the intent, belief or current
         expectations of Seaboard and its management with
         respect to:

         (i)     the cost and timing of the completion of new or
                 expanded facilities,

         (ii)    Seaboard's ability to obtain adequate
                 financing and liquidity,

         (iii)   the price of feed stocks and other materials
                 used by Seaboard,

         (iv)    the sale price for pork products from such
                 operations,

         (v)     the price for other products and services,

         (vi)    the charter hire rates and fuel prices for
                 vessels,

         (vii)   the demand for power, related spot market
                 prices and collectibility of receivables in the
                 Dominican Republic,

         (viii)  the effect of the devaluation of the
                 Argentine and Dominican Republic pesos,

         (ix)    the potential effect of the proposed meat
                 packer ban legislation on the Pork Division,

         (x)     the effect of the Venezuelan economy on the Marine
                 Division,

         (xi)    the potential effect of Seaboard's investment
                 in a wine business on the consolidated financial
                 statements,

         (xii)   the potential impact of various environmental
                 actions pending or threatened against Seaboard, or

         (xiii)  other trends affecting Seaboard's financial
                 condition or results of operations, and

         statements of the assumptions underlying or relating to
         any of the foregoing statements.

     Forward-looking statements are not guarantees of future
performance or results.  They involve risks, uncertainties and
assumptions.  Actual results may differ materially from those
contemplated by the forward-looking statements due to a variety
of factors.  The information contained in this Form 10-K and in
other filings Seaboard makes with the Commission, including
without limitation, the information under the heading
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" in this Form 10-K, identifies important
factors which could cause such differences.

<PAGE>  2

                             PART I

Item 1.  Business

     (a)  General Development of Business

     Seaboard  Corporation, a Delaware corporation, the successor
corporation  to  a  company  first  incorporated  in  1928,   and
subsidiaries    (Seaboard)   is   a   diversified   international
agribusiness  and  transportation  company  which  is   primarily
engaged domestically in pork production and processing, and cargo
shipping.   Overseas, Seaboard is primarily engaged in  commodity
merchandising,  flour  and feed milling,  sugar  production,  and
electric  power  generation.  See Item 1(c) (1) (ii)  "Status  of
Product  or  Segment" below for a discussion of  developments  in
specific segments.

     Seaboard  Flour  LLC, a Delaware limited liability  company,
owns  approximately 70.7 percent of the outstanding common  stock
of  Seaboard.  Mr. H. Harry Bresky, President and Chief Executive
Officer  of  Seaboard, and other members of  the  Bresky  family,
including  trusts  created for their benefit;  own  approximately
99.5  percent  of the common units of Seaboard Flour  LLC.   Such
Bresky  family  members also own additional shares,  representing
approximately  3.0  percent of the outstanding  common  stock  of
Seaboard.

     (b)  Financial Information about Industry Segments

     The  information required by Item 1(b) of Form 10-K relating
to  Industry  Segments  is incorporated herein  by  reference  to
Note  13  of  the Consolidated Financial Statements appearing  on
pages 48 through 52 of the Seaboard Corporation Annual Report  to
Stockholders  furnished to the Commission pursuant to  Rule  14a-
3(b) and attached as Exhibit 13 to this Report.

     (c)  Narrative Description of Business

          (1)  Business  Done and Intended to be  Done  by  the Registrant

               (i)    Principal Products and Services

     Pork Division - Seaboard, through its subsidiary, Seaboard
Farms, Inc., engages in the businesses of hog production and pork
processing in the United States.  Through these operations,
Seaboard produces and sells fresh and frozen pork to further
processors, foodservice outlets, grocery stores and other retail
outlets, and other distributors primarily in the western half of
the United States, and to Japan and other foreign markets.
Further processing companies purchase Seaboard's pork products in
bulk and produce products, such as lunchmeat, hams, bacon, and
sausages.  Fresh pork, such as loins, tenderloins and ribs are
sold to distributors and grocery stores.  Seaboard also sells a
small amount of packaged and marinated pork products.  Seaboard
sells some of its products under the brand name Prairie Fresh.
Seaboard's hog processing plant is located in Guymon, Oklahoma,
and operates at double shift capacity.  The plant processes
approximately 4.5 million hogs annually.

     Seaboard's hog production operations consist of the breeding
and   raising  of  approximately  3  million  hogs  annually   at
facilities  it either owns or leases or at facilities  owned  and
operated  by  third  parties with whom it has  grower  contracts.
Seaboard  has  recently completed expansion of the facilities  to
produce  an additional 500,000 hogs annually.  The hog production
operations  are located in the States of Oklahoma, Kansas,  Texas
and  Colorado.   As  a  part  of the hog  production  operations,
Seaboard produces specially formulated feed for the hogs  at  six
owned  feed  mills.  The remaining hogs processed  are  purchased
from  third  party hog producers, primarily pursuant to  purchase
contracts.

     Commodity Trading and Milling Division - Seaboard's
Commodity Trading and Milling Division, through its subsidiaries,
Seaboard Overseas Limited located in Bermuda, Seaboard Overseas
Trading and Shipping (PTY), Ltd. located in Durban, South Africa,
and other locations in Peru, Ecuador and Kenya, markets wheat,
corn, soybean meal and other commodities in bulk to third-party
customers internationally and affiliated companies.  These
commodities are purchased worldwide, with primary destinations to
Africa, South America, the Caribbean, and the Eastern
Mediterranean.  The division originates, transports and markets
approximately 4 million tons of grains and proteins on an annual
basis.  Seaboard integrates the service of delivering commodities
to its customers through the use of its owned bulk carriers and
other chartered vessels, as required.

<PAGE>  3

     This  division  also  operates  milling  businesses  in   13
countries, which are primarily supplied by the trading  locations
discussed  above.  The grain processing businesses  are  operated
through  four  owned  and  nine  non-consolidated  affiliates  in
Africa,  the  Caribbean and South America, with flour,  feed  and
maize  milling businesses which produce approximately 1.5 million
metric  tons of finished products per year.  Most of the products
produced  by the milling operations are sold in the countries  in
which the products are produced.

     Marine Division - Seaboard, through its subsidiary, Seaboard
Marine  Limited,  and  various foreign affiliated  companies  and
third party agents, provides containerized cargo shipping service
to over twenty countries between the United States, the Caribbean
Basin, and Central and South America.  Seaboard uses a network of
offices  and  agents throughout the United States, Canada,  Latin
America  and  the  Caribbean Basin to book  both  northbound  and
southbound cargo.  Through intermodal arrangements, Seaboard  can
transport  cargo from numerous U.S. mainland locations by  either
truck  or  rail to one of its U.S. port locations,  where  it  is
staged for shipment via sea.

     Seaboard's  primary  marine  operations  located  in   Miami
include  a  135,000 square foot warehouse for cargo consolidation
and temporary storage, and a 70 acre private terminal at the Port
of  Miami.  At the Port of Houston, Seaboard operates a  62  acre
cargo terminal facility that includes over 690,000 square feet of
on-dock  warehouse space for temporary storage of bagged  grains,
resins  and other cargoes.  Seaboard also makes scheduled  vessel
calls  in  New Orleans, Louisiana, Fernandina Beach, Florida  and
Philadelphia,   Pennsylvania.   Seaboard's  fleet   consists   of
approximately  28 owned or chartered vessels, thousands  of  dry,
refrigerated  and  specialized containers and related  equipment.
Seaboard  also  provides cargo transportation  service  from  its
domestic  ports of call to and from multiple foreign destinations
where  Seaboard  does  not make vessel calls  through  connecting
carrier agreements with third party regional and global carriers.

     Sugar   and   Citrus  Division  -  Seaboard,   through   its
subsidiary, Ingenio y Refineria San Martin del Tabacal and  other
Argentine  non-consolidated  affiliates,  is  involved   in   the
production  and  refining of sugar cane and  the  production  and
processing of citrus in Argentina.  These products are  primarily
sold   in   Argentina,   primarily  to  retailers,   soft   drink
manufacturers, and food manufacturers, with some exports  to  the
United States, South America and Europe.  Seaboard grows a  large
portion  of the sugar cane on approximately 40,000 acres of  land
it  owns in northern Argentina. The cane is processed at an owned
mill,  with a processing capacity of approximately 180,000 metric
tons of sugar per year.  The sugar mill is one of the largest  in
Argentina.   Seaboard  also  has an  orange  grove  in  Argentina
consisting of approximately 3,000 acres.

     Power   Division   -  Seaboard,  through   its   subsidiary,
Transcontinental  Capital Corp. (Bermuda) Ltd.,  operates  as  an
independent  power  producer  in the  Dominican  Republic.   This
operation  is  exempt from U.S. regulation by the Public  Utility
Holding  Company Act of 1938, as amended.  The business  operates
two  floating barges with a series of diesel engines  capable  of
generating   a   combined   rated   capacity   of   approximately
112  megawatts  of  electricity.  Seaboard generates  electricity
into the local Dominican Republic power grid, but is not involved
in  the  transmission  or distribution of the  electricity.   The
barges are secured on the Ozama River in Santo Domingo, Dominican
Republic.   The  electricity is sold  at  contracted  pricing  to
another  local  generation company and certain  large  commercial
users.  The remaining electricity is sold in the "spot market" at
current  market pricing, primarily to three wholly  or  partially
government-owned electric distribution companies.

     Other Businesses - Seaboard purchases and processes jalapeno
peppers at its owned plant in Honduras.  The processed peppers
are primarily sold to a customer in the United States, being
shipped by Seaboard's Marine division and distributed from
Seaboard's Port of Miami cold storage warehouse.

     Seaboard has a truck transportation business which arranges
truck freight services for third parties as a broker and as a
carrier.  This business also provides logistics and
transportation services to other Seaboard companies, using its
owner-operator program and extensive carrier network.

     Seaboard  also  has an equity investment in a wine  business
that  produces  wine  in  Bulgaria  for  distribution,  primarily
throughout Europe.

     The information required by Item 1 of Form 10-K with respect
to  the amount or percentage of total revenue contributed by  any
class   of  similar  products  or  services  which  account   for
10  percent  or more of consolidated revenue in any of  the  last
three  fiscal  years  is  set forth  in  Note  13  of  Seaboard's
Consolidated Financial Statements, appearing on pages 48  through
52  of the Seaboard's Annual Report to Stockholders, furnished to
the  Commission  pursuant  to  rule  14a-3(b)  and  attached   as
Exhibit  13  to  this report, which information  is  incorporated
herein by reference.

<PAGE>  4

               (ii)   Status of Product or Segment

     In  early  2004, Seaboard entered into a marketing agreement
with  Triumph  Foods  LLC (Triumph) to market  all  of  the  pork
products processed at Triumph's new pork processing plant  to  be
constructed  in St. Joseph, Missouri.  The plant is scheduled  to
begin  operations  in  mid to late 2005.  This  plant  will  have
capacity similar to Seaboard's Guymon, Oklahoma plant.

     In  early  2002, Seaboard announced plans to build a  second
pork  processing plant in northern Texas along with related plans
to  expand  its vertically integrated hog production  facilities.
However,  with  the  planned construction  of  the  Triumph  pork
processing  plant discussed above, Seaboard does  not  intend  to
make  any final decisions regarding construction until late  2006
when  the  Triumph  plant  is expected  to  reach  its  operating
capacity.   As a result, management  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 Seaboard  ultimately  decides  to
pursue  this project, it would also be 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.

     During the first half of 2003, Seaboard fully stocked a  new
Seaboard-owned  hog  production  facility  which  increased   the
breeding   herd   by   approximately  12,500  sows.    Seaboard's
processing  plant  began  processing  hogs  produced  from   this
facility in January 2004.

     During the third quarter of 2003, Seaboard purchased certain
hog  production facilities previously leased under a master lease
arrangement.   These facilities supply approximately  5%  of  the
Seaboard-owned hogs processed at Seaboard's processing plant.

     In early 2003, individual legislative bills (the Bills) were
introduced   in   the   United  States  Senate   and   House   of
Representatives  which  include  a  provision  to  prohibit  meat
packers,  such as Seaboard, 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 becomes
law,  it  could  have a material adverse effect on Seaboard,  its
operations and its strategy of vertical integration in  the  pork
business.   Currently,  Seaboard  has  the  capacity  to  produce
approximately  three  and  one-half  million  hogs  per  year  at
facilities  it either owns or leases or at facilities  owned  and
operated by third-parties with whom it has grower contracts.   If
passed  in their current form, the Bills would prohibit  Seaboard
from   owning  or  controlling  hogs,  and  thus  would   require
divestiture of our operations, possibly at prices which are below
the  carrying  value of such assets as recorded  on  the  balance
sheet, or otherwise restructure its ownership and operation.

     The  Bills  could  also  be  construed  as  prohibiting   or
restricting   Seaboard  from  engaging  in  various   contractual
arrangements with third party hog producers, such as  traditional
contract finishing arrangements.  Accordingly, Seaboard's ability
to  contract  for  the supply of hogs to its processing  facility
could  be  significantly, negatively impacted.   Seaboard,  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.

<PAGE>  5

     The  economic  environment in the Dominican  Republic  (DR),
where  the  Power segment generates electricity from two  barges,
has  deteriorated throughout 2003.  As the local supply  of  U.S.
dollars has tightened throughout the year, the Dominican peso has
devalued  significantly during 2003.  Seaboard has  contracts  to
sell   approximately  50%  of  its  power  to  certain  qualified
commercial large users and another local generation company, with
the  remaining production sold on the spot market  to  a  limited
number of commercial and government-owned distribution companies.
The  liquidity problems of the local government have impaired its
ability  to  pay commercial creditors on a timely basis.   During
the  second  half  of 2003, trade receivables grew  substantially
from   the  government-owned  distribution  companies  and  other
companies that must also collect from the government in order  to
make  payments  on  their  accounts.  While  multilateral  credit
agencies  may eventually provide funding support to this  country
to  improve  liquidity,  management cannot  predict  if  adequate
funding  will  occur to fully resolve this situation  during  the
next  year.   As  a  result, similar to other  independent  power
producers,  Seaboard  began  to  fluctuate  its  level  of  power
generation  in  mid-December  2003  between  full  capacity   and
approximately   50%   based   on   management's   belief    about
collectibility.   With  the  exception  of  those  government  or
government-reliant   customers,  all  other  contract   customers
continue  to  pay their accounts timely.  Seaboard  continues  to
pursue other contract customers which would allow this segment to
increase  generation of power in the future and reduce dependency
on the government-owned distribution companies.

     During  the third quarter of 2003, Seaboard sold its  shrimp
farming  and  shrimp processing assets in exchange for  long-term
notes receivable.

     During 2002 and early 2003, Seaboard's equity investment  in
a  Bulgarian wine business (the Business) negotiated a series  of
extensions  when  it  was unable to make  a  scheduled  principal
payment  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 sold certain assets, the proceeds  of
which  were  to  repay  a portion of the principal  balance  plus
accrued interest.

     During  the fourth quarter of 2003, Seaboard sold its equity
investment in Fjord Seafood ASA.

               (iii)  Sources and Availability of Raw Materials

     None  of  Seaboard's businesses utilize material amounts  of
raw  materials that are dependent on purchases from one  supplier
or a small group of dominant suppliers.

               (iv)   Patents, Trademarks, Licenses, Franchises and Concessions

     Seaboard uses the registered trademark of Seaboard.

     The Pork Division uses registered trademarks relating to its
products,  including  Seaboard  Farms,  Inc.,  Seaboard  Farms,
PrairieFresh,  and  A Taste Like No Other.  Seaboard  considers
the  use  of  these  trademarks important to  the  marketing  and
promotion of its' pork products.

     The  Marine  Division uses the trade name  Seaboard  Marine
which is also a registered trademark.  Seaboard believes there is
significant recognition of the Seaboard Marine trademark in  the
industry and by many of its customers.

     Part  of  the sales within the Sugar and Citrus segment  are
made  under  the  Chango brand in Argentina, where  this  segment
operates.   Local sales prices benefit from sugar  import  duties
imposed by the Argentine government, which affects the volume  of
sugar imported to that market.

     Seaboard's  Power  division  benefits  from  a  tax   exempt
concession  granted by the Dominican Republic government  through
2012.

     Patents,  trademarks, franchises, licenses  and  concessions
are not material to any of Seaboard's other segments.

               (v)    Seasonal Business

     Profits from processed pork are generally higher in the fall
months.  Sugar prices in Argentina are generally lower during the
typical  sugarcane  harvest  period between  June  and  November.
Seaboard's  other  segments are not seasonally dependent  to  any
material extent.

<PAGE>  6

               (vi)   Practices Relating to Working Capital Items

     There  are  no  unusual industry practices or  practices  of
Seaboard relating to working capital items.

               (vii)  Depending on a Single Customer or Few Customers

     Seaboard  does not have sales to any one customer  equal  to
10%  or  more of consolidated revenues.  The power segment  sells
power  in  the Dominican Republic to a limited number of contract
customers  and  on  the spot market accessed primarily  by  three
wholly or partially government-owned distribution companies.   Of
the  rated capacity of approximately 112 megawatts, approximately
50  megawatts are sold under a contract expiring in July 2004  to
one  independent power producer partially owned by a  government-
owned  electric company.  Because the demand for  power  in  this
country  exceeds  reliable supply, loss of  this  contract  would
result in additional spot market sales.

     Seaboard's  Produce  division  sells  nearly  all   of   its
processed  jalapeno  peppers to one  customer  under  a  contract
expiring  in  2006.  We do not believe the loss of this  customer
would  have  a material adverse effect on Seaboard's consolidated
financial  position or results of operations.  No other  segments
have  sales  to  a  few customers which, if lost,  would  have  a
material adverse effect on any such segment or on Seaboard  taken
as a whole.

               (viii) Backlog

     Backlog is not material to Seaboard businesses.

               (ix)   Government Contracts

     No material portion of Seaboard business involves government
contracts.

               (x)    Competitive Conditions

     Competition in Seaboard's Pork segment comes from a  variety
of  national  and  regional producers and is based  primarily  on
product  quality,  customer service and price.   According  to  a
recent  issue of Successful Farming, a trade publication,  and  a
ranking  prepared  on  behalf  of the  American  Meat  Institute,
Seaboard  ranks  as one of the nation's top five  pork  producers
(based  on sows in production) and top ten pork processors (based
on daily processing capacity).

     Seaboard's  ocean  liner service for  containerized  cargoes
faces  competition based on price and customer service.  Seaboard
believes  it  is among the top five ranking ocean liner  services
for  containerized cargoes in the Caribbean Basin based on  cargo
volume.

     Seaboard's  sugar  business owns one of  the  largest  sugar
mills  in  Argentina and faces significant competition for  sugar
sales  in  the local Argentine market.  Sugar prices in Argentina
are higher than world markets due to current Argentine government
price protection policies.

     Seaboard's  power  division  is  located  in  the  Dominican
Republic.  Power generated by this division is sold on  the  spot
market  or  to  contract customers at prices primarily  based  on
market conditions rather than cost-based rates.

               (xi)   Research and Development Activities

     Seaboard   does   not  engage  in  material   research   and
development activities.

               (xii)  Environmental Compliance

     Seaboard  is  subject to numerous Federal, state  and  local
provisions   relating  to  the  environment  which  require   the
expenditure  of  funds  in  the  ordinary  course  of   business.
Seaboard  does  not  anticipate  making  expenditures  for  these
purposes,  including  expenditures  with  respect  to  the  items
disclosed  in Item 3, Legal Proceedings, which, in the  aggregate
would  have  a  material or significant effect on the  Seaboard's
financial condition or results of operations.

<PAGE>  7

               (xiii) Number of Persons Employed by Registrant

     As   of   December   31,  2003,  Seaboard,  excluding   non-
consolidated  foreign affiliates, had 9,462  employees,  of  whom
5,329  were  employed in the United States.  Approximately  2,000
employees  in  Seaboard's  Pork  Division  and  approximately  10
employees   in  Seaboard's  Produce  Division  are   covered   by
collective   bargaining  agreements.   Seaboard   considers   its
employee relations to be satisfactory.

     (d)  Financial Information about Geographic Areas

     The financial information required by Item 1(d) of Form 10-K
relating  to export sales is incorporated herein by reference  to
Note 13 of Seaboard's Consolidated Financial Statements appearing
on   pages   48  through  52  of  Seaboard's  Annual  Report   to
Stockholders  furnished to the Commission pursuant to  Rule  14a-
3(b) and attached as Exhibit 13 to this report.

     Seaboard considers its relations with the governments of the
countries  in  which its foreign subsidiaries and affiliates  are
located  to  be  satisfactory, but these foreign  operations  are
subject  to risks of doing business in lesser-developed countries
which  are  subject  to  potential civil unrests  and  government
instabilities,    increasing   the    exposure    to    potential
expropriation, confiscation, war, insurrection, civil strife  and
revolution,   currency  inconvertibility  and  devaluation,   and
currency exchange controls.  To minimize certain of these  risks,
Seaboard  has insured certain investments in its affiliate  flour
mills  in  Angola, Democratic Republic of Congo, Haiti,  Lesotho,
Mozambique  and  Zambia,  to  the  extent  available  and  deemed
appropriate  against  certain of these risks  with  the  Overseas
Private  Investment Corporation, an agency of the  United  States
Government.   At the present time, Seaboard is experiencing  some
difficulty  in  Nigeria  in converting the  Naira  (the  Nigerian
currency) to U.S. Dollars and other hard currencies.  Also, Haiti
is  presently  experiencing  insurrection  and  civil  unrest  in
certain  parts of the country, but to date, this has not had  any
effect  on  Seaboard's flour milling operations in that  country.
These situations are not expected to have any material effect  on
Seaboard's  cash flow or results of operations.  At the  date  of
this  report,  Seaboard  is not aware  of  any  other  situations
referred  to  above  which  could  have  a  material  effect   on
Seaboard's business.

     (e)  Available Information

     Seaboard  electronically files with  the  Commission  annual
reports  on  Form 10-K, quarterly reports on Form  10-Q,  current
reports  on Form 8-K and amendments to those reports pursuant  to
Section 13(a) or 15(d) of the Exchange Act.  The public may  read
and  copy any materials filed with the Commission at their public
reference  room  located at Judiciary Plaza,  450  Fifth  Street,
N.W.,  Washington,  D.C. 20549.  The public  may  obtain  further
information  concerning  the  public  reference  room   and   any
applicable  copy  charges, as well as the  process  of  obtaining
copies of filed documents by calling the Commission at 1-800-SEC-
0330.

     The  Commission  maintains an Internet  site  that  contains
reports,  proxy and information statements, and other information
regarding  electronic filers at www.sec.gov.   Seaboard  provides
access to its most recent Form 10-K, 10-Q and 8-K reports on  its
Internet website, www.seaboardcorp.com, free of charge,  as  soon
as  reasonably practicable after those reports are electronically
filed with the Commission.

     Please  note  that any internet addresses provided  in  this
report are for information purposes only and are not intended  to
be  hyperlinks.   Accordingly, no information  provided  at  such
internet  addresses  is  intended or deemed  to  be  incorporated
herein by reference.

<PAGE>  8

Item 2.  Properties

     (1)  Pork

     Seaboard's  Pork  Division owns a hog  processing  plant  in
Guymon,  Oklahoma,  which opened in 1995,  with  a  double  shift
capacity  of  approximately four and one-half  million  hogs  per
year.   The  plant  is utilized at near capacity  throughout  the
year.   Seaboard's  hog  production  operations  consist  of  the
breeding and raising of approximately 3 million hogs annually  at
facilities it either owns or leases, or at facilities  owned  and
operated  by  third  parties with whom it has  grower  contracts.
Seaboard  has  recently completed expansion of the facilities  to
produce  an  additional  500,000 hogs  annually.   This  business
currently  operates six owned feed mills which  have  a  combined
capacity  to  produce approximately 1,700,000 tons of  formulated
feed  annually used primarily to support Seaboard's existing  hog
production,  and has the capability of supporting additional  hog
production  in  the  future.   These facilities  are  located  in
Oklahoma, Texas, Kansas and Colorado.

     (2)  Commodity Trading and Milling

     Seaboard's Commodity Trading and Milling Division  owns,  in
whole  or  in  part, grain-processing operations in 13  countries
which  have the capacity to mill approximately 5,500 metric  tons
of  wheat and maize per day.  In addition, Seaboard has feed mill
capacity  of  approximately 100 metric tons per hour  to  produce
formula  animal feed.  The milling operations located in  Angola,
Democratic  Republic  of Congo, Ecuador,  Guyana,  Haiti,  Kenya,
Lesotho,  Mozambique, Nigeria, Republic of Congo,  Sierra  Leone,
Uganda  and  Zambia  own  their facilities;  in  Kenya,  Lesotho,
Mozambique, Nigeria, Republic of Congo and Sierra Leone the  land
the  mills  are located on is leased under long-term  agreements.
Certain foreign milling operations may operate at less than  full
capacity  due  to low demand related to poor consumer  purchasing
power   and   imported  European-subsidized   finished   product.
Seaboard  also  owns seven 9,000 metric-ton deadweight  dry  bulk
carriers and "timecharters" (the charter of a vessel, whereby the
vessel  owner  is  responsible to provide the  captain  and  crew
necessary  to  operate the vessel), under short-term  agreements,
between  seven  and  sixteen  bulk  carrier  ocean  vessels  with
deadweights ranging from 8,000 to 60,000 metric tons.

     (3)  Marine

     Seaboard's  Marine  Division leases a  135,000  square  foot
warehouse  and  70 acres of port terminal land and facilities  in
Miami,  Florida  which  are  used  in  its  containerized   cargo
operations.   Seaboard  owns  seven  ocean  cargo  vessels   with
deadweights  ranging  from  2,813  to  14,545  metric  tons   and
timecharters,  under short-term agreements, between  fifteen  and
nineteen  containerized  ocean  cargo  vessels  with  deadweights
ranging  from  2,600 to 19,456 metric-tons.  This  business  also
"bareboat  charters"  (the  charter  of  a  vessel,  whereby  the
charterer  is  responsible for providing  the  captain  and  crew
necessary   to   operate  the  vessel),  under  long-term   lease
agreements,   three  containerized  ocean  cargo   vessels   with
deadweights ranging from 12,169 to 12,648 metric tons.   Seaboard
owns   or  leases  an  aggregate  of  approximately  30,000  dry,
refrigerated  and  specialized containers and related  equipment.
Seaboard  also  leases approximately 62 acre cargo  handling  and
terminal  facility in Houston, Texas, which includes several  on-
dock  warehouses  totaling over 690,000  square  feet  for  cargo
storage.

      (4) Sugar and Citrus

     Seaboard's   Argentine  Sugar  and  Citrus   Division   owns
approximately 40,000 acres of planted sugarcane and approximately
3,000 acres of orange groves.  In addition, this division owns  a
sugar  mill  with  a  capacity to process  approximately  180,000
metric tons of sugar per year, which is sufficient to process all
of  the  cane  harvested by this company and  certain  additional
quantities harvested on behalf of the third party farmers in  the
region.  The sugarcane fields and processing mill are located  in
northern  Argentina  in  the  Salta Province,  which  experiences
seasonal rainfalls that may limit the harvest season, which  then
affects  the duration of mill operations and quantities of  sugar
produced.

     This  division also owns a juice processing plant and  fresh
fruit  packaging  plant  with capacity to  produce  approximately
3,500  tons  of  concentrated  juice  and  package  approximately
300,000 boxes of fresh fruit annually.

<PAGE>  9

     (5)  Power

     Seaboard's  Power Division owns two floating electric  power
generating  facilities, consisting of a system of diesel  engines
mounted  onto barge-type vessels, with a combined rated  capacity
of  approximately 112 megawatts, both located on the Ozama  River
in  Santo  Domingo, Dominican Republic.  The barges  historically
generated  power  at near capacity throughout  the  year  as  the
demand for power in the Dominican Republic exceeds reliable power
supply  although Seaboard has curtailed production due to  recent
non-payment  by  certain  customers.   Seaboard  operates  as  an
independent   power  producer  and  is  not   involved   in   the
transmission and distribution facilities that deliver  the  power
to the end users.

     (6)  Other

     Seaboard owns a jalapeno pepper processing plant in Honduras
and  leases  40,000 square feet of refrigerated space and  70,000
square  feet  of  dry space in the Port of Miami for  warehousing
produce products.

     Management  believes that Seaboard's present facilities  are
adequate and suitable for its current purposes.

Item 3.  Legal Proceedings

Sierra Club Settlement

     In  order  to  settle threatened additional litigation  with
Sierra  Club,  Seaboard  agreed to conduct  an  investigation  to
determine  if  corrective  action  is  required  at  three  farms
purchased  from PIC located in Kingfisher and Major  Counties  in
Oklahoma  according  to  an agreed upon process.   Based  on  the
investigation,  it  has been determined that one  farm  does  not
require  any  corrective action, although  the  process  requires
additional limited testing of ground water monitoring wells.  The
investigation is ongoing at the remaining two farms,  and  it  is
unknown  if  any  remediation will be  required.   The  costs  of
conducting the monitoring and the investigation are not material.

Environmental  Protection  Agency (EPA)  and  State  of  Oklahoma
Claims Concerning Farms in Major and Kingfisher County, Oklahoma

     On  June 29, 2001, the EPA filed a Unilateral Administrative
Order (the "RCRA Order") pursuant to Section 7003 of the Resource
Conservation  and Recovery Act, as amended, 42 U.S.C.  Sec.  6973
("RCRA"),  against  Seaboard  Farms,  Inc.  ("Seaboard   Farms"),
Shawnee Funding, Limited Partnership and PIC International Group,
Inc.  ("PIC")  (collectively,  "Respondents").   The  RCRA  Order
alleges  that  five  swine  farms located  in  Major  County  and
Kingfisher  County, Oklahoma purchased from PIC  are  causing  or
could  cause  contamination of the groundwater.  The  RCRA  Order
alleges  that,  as a result, Respondents have contributed  to  an
"imminent  and  substantial endangerment" within the  meaning  of
RCRA  from  the  leaking of solid waste in the lagoons  or  other
infrastructure at the farms.  The RCRA Order requires Respondents
to  develop and undertake a study to determine if there has  been
any  contamination from farm infrastructure, and if contamination
has  occurred, to develop and undertake a remedial plan.  In  the
event the Respondents fail to comply with the RCRA Order, the EPA
may commence a civil action and can seek a civil penalty of up to
$5,500 per day, per violation.

     On  July  23,  2002,  Seaboard Farms received  a  Notice  of
Violation  from  the  State of Oklahoma, alleging  that  Seaboard
Farms  has  violated  various provisions of  state  law  and  the
operating permits related to these same farms based on  the  same
conditions which gave rise to the RCRA Order.  In the  event  the
State brings an enforcement action, they have threatened to do so
as an administrative action in which they can seek administrative
penalties  of not more than $10,000 per day of noncompliance  and
can seek to assess violation points which could prohibit Seaboard
Farms from continuing to operate one or more of these farms.

     On  April  15,  2003, EPA sent a formal Notice of  Violation
letter  to  the  Respondents, alleging that the Respondents  have
failed  to  comply  with  the RCRA Order because  they  have  not
undertaken  an  investigation of land  on  which  Seaboard  Farms
spreads  effluent  originating from  the  five  facilities.   The
Respondents  believe that the Notice of Violation letter  has  no
merit  because the RCRA Order, by its terms, does not cover these
areas,  and  EPA  does not have jurisdiction to impose  the  RCRA
Order with respect to land application activities.

<PAGE>  10

     Seaboard  Farms  disputes the RCRA Order and  the  State  of
Oklahoma's  contentions  on legal and factual  grounds,  and  has
advised EPA that it won't comply with the RCRA Order, as written.
Notwithstanding, Seaboard Farms is cooperating with EPA  and  the
State of Oklahoma, and has had significant ongoing dialogue  with
EPA  and the State of Oklahoma in order to attempt to settle  the
RCRA  Order  and the Oklahoma Notice of Violation,  and  Seaboard
Farms  has undertaken an extensive investigation under  the  RCRA
Order.  EPA and the State of Oklahoma, they have advised Seaboard
Farms  that  one  additional farm in Kingfisher  County  must  be
included in any settlement, although neither agency has filed any
formal claims with respect to that farm..  No settlement has  yet
been reached with EPA or the State of Oklahoma.

     The  farms  that are the subject of the RCRA Order  and  the
allegations  by  the State of Oklahoma were previously  owned  by
PIC.  PIC is indemnifying Seaboard Farms with respect to the RCRA
Order  (reserving its right to contest the obligation to do  so),
pursuant  to an indemnification agreement which has a $5  million
limit.   PIC  has  advised Seaboard Farms that if the  settlement
being discussed with EPA and the State of Oklahoma is agreed  to,
PIC's  costs  will  exceed the $5 million limit,  but  not  by  a
material   amount.   Moreover,  Seaboard  Farms  disputes   PIC's
determination of the costs to be included in the calculation  and
believes   that  the  costs  to  be  considered  are  less   than
$5  million,  such that PIC is responsible for  all  such  costs.
Seaboard  Farms  also  believes that  a  more  general  indemnity
agreement would require indemnification of liability in excess of
$5  million, although PIC disputes this.  Seaboard Farms has also
demanded  that PIC provide indemnity and defense with respect  to
the  Notice  of  Violation  letter received  from  the  State  of
Oklahoma.   PIC is disputing its obligation to provide  indemnity
and defense with respect to this notice under both the $5 million
indemnification and the general indemnification, and this dispute
remains outstanding.

Potential Additional EPA Claims

     EPA  has  been conducting a broad-reaching investigation  of
Seaboard  Farms,  seeking information as to compliance  with  the
Clean  Water  Act  (CWA),  Comprehensive Environmental  Response,
Compensation  &  Liability Act (CERCLA) and the  Clean  Air  Act.
Through  Information Requests and farm inspections, EPA  obtained
information  that  may  be  related to  whether  Seaboard  Farms'
operations  are  discharging pollutants to waters of  the  United
States  in  violation  of  the  CWA, whether  National  Pollutant
Discharge  Elimination  System storm water  construction  permits
were  obtained, where required, whether there has  been  unlawful
filling of or discharge to "wetlands" within the jurisdiction  of
the  CWA,  whether Seaboard Farms has properly reported emissions
of  hazardous substances into the air under CERCLA,  and  whether
some  of  its  farms  may be emitting air  pollutants  at  levels
subject to Clean Air Act permitting requirements.  As a result of
the  investigation, EPA requested that Seaboard Farms  engage  in
settlement discussions to avoid further EPA investigative efforts
and  potential  formal  claims being filed.   EPA  has  presented
settlement demands, and Seaboard Farms has responded.  Management
believes  it  has  meritorious legal  and  factual  defenses  and
objections  to  EPA's  demands, but will continue  to  engage  in
settlement  discussions.  Such settlement discussions could  lead
to an enforceable settlement agreement.

     On April 2, 2002, the United States Environmental Protection
Agency  ("EPA") sent to Seaboard Farms a letter pursuant  to  the
Clean  Air Act ("CAA") demanding Seaboard Farms monitor emissions
at certain hog confinement facilities for purposes of determining
whether these operations are in compliance with the CAA.  The EPA
also  requested  that Seaboard Farms agree that these  facilities
are  comparable to all other facilities operated,  and  that  the
monitoring results can be reasonably extrapolated to estimate the
emissions for all other farms operated by Seaboard Farms.  If any
of  the  specified farms are not comparable, the letter  demanded
that  Seaboard  Farms  conduct monitoring at  those  farms.   The
letter  also  required  that Seaboard Farms  submit  a  plan  and
protocol  for  testing  for  emissions  of  particulate   matter,
volatile organic compounds and hydrogen sulfide.

     Although management believes that EPA's demand is beyond the
Agency's  authority pursuant to the CAA and that  Seaboard  Farms
cannot  be  required  to undertake the air  monitoring,  Seaboard
Farms is engaging in discussions with EPA to attempt to reach  an
agreement  that  will  be satisfactory to  EPA.   Seaboard  Farms
believes  that  the  costs  of  conducting  monitoring  under   a
negotiated plan will not be material.  If no agreement is reached
with EPA, EPA could bring a suit to enforce the provisions of the
letter,  and if a court were to determine that EPA is within  its
authority,  the  court  could impose a civil  penalty  of  up  to
$27,500  per  day  of non-compliance, and could order  injunctive
relief  requiring  that  Seaboard Farms conduct  the  monitoring.
Seaboard Farms believes the emissions from its hog operations  do
not require CAA permits.

<PAGE>  11

      On February 20, 2003, Seaboard Farms received an additional
Information Request from EPA seeking information as to compliance
with  the CWA by Seaboard Farms with respect to virtually all  of
its confined animal feeding operations.   Management has complied
with  the  Information Request.  At present, no relief  has  been
sought by the EPA.

     On  March  24,  2003, Seaboard Farms received an  additional
Information Request seeking information as to a hog  farm  and  a
feed  mill,  each located in Colorado.  The Company has  complied
with  the  Information Request.  At present, no relief  has  been
sought by the EPA.

     The  costs  incurred to comply with the various  Information
Requests from EPA are not material.

Other

     On  January 26, 2004,  the  U.S.  Department of Justice sent
Seaboard Marine, Ltd. a letter stating that it was  investigating
possible violations of  49 U.S.C.  Secs. 5104-5124  and 49 C.F.R.
Secs. 171-173   relating  to  the  transportation,   storage  and
discharge of hazardous materials.  The  letter  does  not specify
the  relief  sought,  but  threatens  prosecution.  Although  the
matter has not been fully investigated, Seaboard has been advised
that the assertions relate to a single 40 foot container  which a
customer  loaded  with  drums  containing  chemicals  to  produce
detergent.  After  taking  possession  of  the  loaded container,
Seaboard  Marine  refused  to  transport  it  to   the  requested
destination and returned it to the customer.

Item 4.  Submission of Matters to a Vote of Security Holders

     No matter was submitted to a vote of security holders during
the last quarter of the fiscal year covered by this report.

Executive Officers of Registrant

     The following table lists the executive officers and certain
significant  employees  of Seaboard.  Generally,  each  executive
officer  is  elected  at  the annual  meeting  of  the  Board  of
Directors following the Annual Meeting of Stockholders and  holds
his  office  until  the  next such annual meeting  or  until  his
successor   is   duly  chosen  and  qualified.   There   are   no
arrangements  or understandings pursuant to which  any  executive
officer was elected.

Name  (Age)               Positions and Offices with Registrant and Affiliates
H. Harry Bresky (78)      Chairman  of  the Board,  President  and
                          Chief Executive Officer of Seaboard;
                          Manager of Seaboard Flour LLC (SF)

Steven J. Bresky (50)     Senior Vice President, International Operations

Robert L. Steer (44)      Senior Vice President, Treasurer and
                          Chief Financial Officer

David M. Becker (42)      Vice President, General Counsel and Secretary

Barry E. Gum (37)         Vice President, Finance

James L. Gutsch (50)      Vice President, Engineering

Ralph L. Moss (58)        Vice President, Governmental Affairs

David S. Oswalt (36)      Vice President, Taxation and Business Development

John A. Virgo (43)        Vice President, Corporate Controller and
                          Chief Accounting Officer

Rodney K. Brenneman (39)  President, Seaboard Farms, Inc.

John Lynch (70)           President, Seaboard Marine Ltd.

     Mr.  H.  Harry  Bresky  has served as  President  and  Chief
Executive  Officer of Seaboard since February 2001 and previously
as  President  of Seaboard from 1967 to 2001.  He has  served  as
Manager of SF (previously Seaboard Flour Corporation) since 2002.
Previously  he served as President of Seaboard Flour  Corporation
from  1987  through  2002,  and as Treasurer  of  Seaboard  Flour
Corporation from 1973 through 2002.  Mr. Bresky is the father  of
Steven J. Bresky.

<PAGE>  12

     Mr.  Steven  J. Bresky has served as Senior Vice  President,
International  Operations of Seaboard  since  February  2001  and
previously as Vice President of Seaboard from 1989 to 2001.

     Mr. Steer has served as Senior Vice President, Treasurer and
Chief  Financial  Officer  of Seaboard since  February  2001  and
previously as Vice President, Chief Financial Officer of Seaboard
from 1998 to 2001.

     Mr. Becker has served as Vice President, General Counsel and
Secretary of Seaboard since December 2003, and previously as Vice
President, General Counsel and Assistant Secretary from  2001  to
2003.   He  served as General Counsel and Assistant Secretary  of
Seaboard from 1998 to 2001.

     Mr.  Gum  has served as Vice President, Finance of  Seaboard
since December 2003, previously as Director of Finance from  2000
to 2003 and prior to that as Finance Manager from 1999 to 2000.

     Mr.  Gutsch  has  served as Vice President,  Engineering  of
Seaboard since December 1998.

     Mr.  Moss has served as Vice President, Governmental Affairs
of  Seaboard  since  December 2003 and  previously  as  Director,
Government Affairs from 1993 to 2003.

     Mr.  Oswalt  has  served  as Vice  President,  Taxation  and
Business   Development  of  Seaboard  since  December  2003   and
previously as Director of Tax from 1995 to 2003.

     Mr. Virgo has served as Vice President, Corporate Controller
and  Chief Accounting Officer of Seaboard since December 2003 and
previously as Corporate Controller from 1996 to 2003.

     Mr.  Brenneman  has served as President of  Seaboard  Farms,
Inc.  since  June  2001  and previously  served  as  Senior  Vice
President  and  Chief Financial Officer of Seaboard  Farms,  Inc.
from 1997 to 2001.

     Mr.  Lynch has served as President of Seaboard Marine,  Ltd.
since 1998.

                             PART II

Item  5.   Market  for  Registrant's Common  Equity  and  Related
           Stockholder Matters

     Seaboard's  Board  of Directors intends that  Seaboard  will
continue  to pay quarterly dividends, with the actual  amount  of
any  dividends  being dependant upon such factors  as  Seaboard's
financial  condition,  results  of  operations  and  current  and
anticipated  cash  needs,  including  capital  requirements.   As
discussed  in  Note  8  of the consolidated financial  statements
appearing  on pages 39 and 40 of the Seaboard Corporation  Annual
Report  to  Stockholders furnished to the Commission pursuant  to
Rule  14a-3(b)  and  attached  as  Exhibit  13  to  this  Report,
Seaboard's  ability to declare and pay dividends  is  subject  to
limitations imposed by the note agreements referred to there.

     Seaboard  has not established any equity compensation  plans
for  its  employees under which options, rights or warrants  with
respect to Seaboard common stock may be granted.

     There were no purchases made by or on behalf of Seaboard  or
any "affiliated purchaser" (as defined by applicable rules of the
Commission)  of  shares  of Seaboard's common  stock  during  the
fourth quarter of the fiscal year covered by this report.

     In   addition  to  the  information  provided   above,   the
information  required  by  Item 5 of Form  10-K  is  incorporated
herein  by reference to (a) the information under "Stock Listing"
and  (b)  the dividends per common share information  and  market
price   range  per  common  share  information  under  "Quarterly
Financial  Data"  appearing on pages 53 and 8,  respectively,  of
Seaboard's  Annual  Report  to  Stockholders  furnished  to   the
Commission  pursuant to Rule 14a-3(b) and attached as Exhibit  13
to this report.

Item 6.  Selected Financial Data

     The  information  required  by  Item  6  of  Form  10-K   is
incorporated  herein  by reference to the  "Summary  of  Selected
Financial  Data" appearing on page 7 of Seaboard's Annual  Report
to Stockholders furnished to the Commission pursuant to Rule 14a-
3(b) and attached as Exhibit 13 of this Report.

<PAGE>  13

Item  7.   Management's  Discussion  and  Analysis  of  Financial
           Condition and Results of Operations

     The  information  required  by  Item  7  of  Form  10-K   is
incorporated herein by reference to "Management's Discussion  and
Analysis  of  Financial  Condition  and  Results  of  Operations"
appearing  on pages 9 through 23 of Seaboard's Annual  Report  to
Stockholders  furnished to the Commission pursuant to  Rule  14a-
3(b) and attached as Exhibit 13 to this Report.

Item  7A.  Quantitative and Qualitative Disclosures About  Market Risk

     The  information  required  by  Item  7A  of  Form  10-K  is
incorporated  herein by reference to (a) the material  under  the
captions  "Derivative Instruments and Hedging Activities"  within
Note  1 of Seaboard's Consolidated Financial Statements appearing
on page 31, and (b) to the material under the caption "Derivative
Information"  within  "Management's Discussion  and  Analysis  of
Financial Condition and Results of Operations" appearing on pages
21  through  23  of  Seaboard's  Annual  Report  to  Stockholders
furnished  to  the  Commission  pursuant  to  Rule  14a-3(b)  and
attached as Exhibit 13 to this Report.

Item 8.  Financial Statements and Supplementary Data

     The  information  required  by  Item  8  of  Form  10-K   is
incorporated   herein  by  reference  to  Seaboard's   "Quarterly
Financial  Data,"  "Independent Auditors' Report,"  "Consolidated
Balance   Sheets,"   "Consolidated   Statements   of   Earnings,"
"Consolidated  Statements  of Changes in  Equity,"  "Consolidated
Statements  of  Cash Flows" and "Notes to Consolidated  Financial
Statements"  appearing  on page 8 and  pages  24  through  52  of
Seaboard's  Annual  Report  to  Stockholders  furnished  to   the
Commission  pursuant to Rule 14a-3(b) and attached as Exhibit  13
to this Report.

Item  9.   Changes  in  and  Disagreements  with  Accountants  on
           Accounting and Financial Disclosure

     Not applicable.

Item 9A.  Controls and Procedures

     Seaboard's management has evaluated, under the direction  of
our   chief   executive   and  chief  financial   officers,   the
effectiveness of Seaboard's disclosure controls and procedures as
of  December  31, 2003.  Based upon and as of the  date  of  that
evaluation,  Seaboard's  chief  executive  and  chief   financial
officers  concluded  that  Seaboard's  disclosure  controls   and
procedures were effective to ensure that information required  to
be  disclosed  in  the  reports it files and  submits  under  the
Securities   Exchange   Act  of  1934  is  recorded,   processed,
summarized and reported as and when required.  It should be noted
that  any  system of disclosure controls and procedures,  however
well designed and operated, can provide only reasonable, and  not
absolute,  assurance that the objectives of the system  are  met.
In  addition, the design of any system of disclosure controls and
procedures is based in part upon assumptions about the likelihood
of   future   events.   Because  of  these  and  other   inherent
limitations  of  any such system, there can be no assurance  that
any  design  will  always succeed in achieving its  stated  goals
under all potential future conditions, regardless of how remote.

     There has been no change in Seaboard's internal control over
financial reporting that occurred during the fiscal quarter ended
December  31, 2003 that has materially affected, or is reasonably
likely  to  materially affect, Seaboard's internal  control  over
financial reporting.

<PAGE>  14

                            PART III

Item 10.  Directors and Executive Officers of the Registrant

     We refer you to the information under the caption "Executive
Officers  of  Registrant"  appearing  immediately  following  the
disclosure in Item 4 of Part I of this report.

     Seaboard  has adopted a code of business conduct and  ethics
for  directors, officers (including our chief executive  officer,
chief financial officer, chief accounting officer, controller and
persons  performing similar functions) and employees.  A copy  of
this  code of business conduct and ethics is attached as  Exhibit
14 to this Report.

     In   addition  to  the  information  provided   above,   the
information  required  by Item 10 of Form  10-K  is  incorporated
herein  by  reference to (a) the disclosure relating to directors
under "Item 1:  Election of Directors" appearing on page 5 of the
2004  Proxy  statement, (b) the disclosure relating to Seaboard's
audit  committee and "audit committee financial expert"  and  its
director  nomination procedures under "Meetings of the  Board  of
Directors and Committees -- Committees of the Board" appearing on
pages  6  and  7  of Seaboard's definitive proxy statement  filed
pursuant  to  Regulation  14A  for the  2004  annual  meeting  of
Stockholders  ("2004 Proxy Statement"), and  (c)  the  disclosure
relating to late filings of

reports required under Section  16(a) of the Securities  Exchange
Act of 1934  under  "Section 16(a) Beneficial Ownership Reporting
Compliance" appearing on  page  19 of the 2004 Proxy Statement.

Item 11.  Executive Compensation

     The  information  required  by  Item  11  of  Form  10-K  is
incorporated  herein by reference to (a) the disclosure  relating
to  compensation  of directors under "Meetings of  the  Board  of
Directors and Committees -- Committees of the Board" appearing on
pages 6 and 7 of the 2004 Proxy statement, and (b) the disclosure
relating  to compensation of executive officers under  "Executive
Compensation  and  Other  Information,"  "Retirement  Plans"  and
"Compensation  Committee  Interlocks and  Insider  Participation"
appearing  on  pages 7 through 11 and page 14 of the  2004  Proxy
Statement.

Item  12.   Security Ownership of Certain Beneficial  Owners  and
            Management

     Seaboard  has not established any equity compensation  plans
for  its  employees under which options, rights or warrants  with
respect to Seaboard common stock may be granted.

     In   addition  to  the  information  provided   above,   the
information  required  by Item 12 of  Form 10-K  is  incorporated
herein   by   reference  to  the  disclosure   under   "Principal
Stockholders"  and "Share Ownership of Management and  Directors"
appearing on pages 3 and 4 of the 2004 Proxy Statement.

Item 13.  Certain Relationships and Related Transactions

     The  information  required  by  Item  13  of  Form  10-K  is
incorporated  herein  by  reference  to  "Compensation  Committee
Interlocks and Insider Participation" appearing on page 14 of the
2004 Proxy Statement.

Item 14.  Principal Accounting Fees and Services

     The  information  required  by  Item  14  of  Form  10-K  is
incorporated  herein  by  reference  to  "Item  2   Selection  of
Independent  Auditors" appearing on pages 15 and 16 of  the  2004
Proxy Statement.



                             PART IV

Item 15.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K

     (a)  The following documents are filed as part of this report:

          1.   Consolidated financial statements.

<PAGE>  15

               See Index to Consolidated Financial Statements on
               page F-1.

          2.   Consolidated financial statement schedules.
               See Index to Consolidated Financial Statements on
               page F-1.

          3.   Exhibits.

               3.1   Seaboard's Certificate of Incorporation, as
                     amended.  Incorporated herein by reference to
                     Exhibit 3.1 of Seaboard's Annual Report on
                     Form 10-K for the fiscal year ended
                     December 31, 1992.

               3.2   Seaboard's By-laws, as amended.  Incorporated
                     herein by reference to Exhibit 3.2 of
                     Seaboard's Annual Report on Form 10-K for the
                     fiscal year ended December 31, 2001.

               4.1   Note Purchase Agreement dated
                     December 1, 1993 between Seaboard and various
                     purchasers as listed in the exhibit.
                     Incorporated herein by reference to Exhibit
                     4.1 of Seaboard's Annual Report on Form 10-K
                     for the fiscal year ended December 31, 1993.
                     The Annexes and Exhibits to the Note Purchase
                     Agreement have been omitted from the filing,
                     but will be provided supplementally upon
                     request of the Commission.

               4.2   Seaboard Corporation 6.49% Senior Note Due
                     December 1, 2005 issued pursuant to the Note
                     Purchase Agreement described above.
                     Incorporated herein by reference to Exhibit
                     4.2 of Seaboard's Annual Report on Form 10-K
                     for the fiscal year ended December 31, 1993.

               4.3   Note Purchase Agreement dated June 1, 1995
                     between Seaboard and various purchasers as
                     listed in the exhibit.  Incorporated herein
                     by reference to Exhibit 4.3 of Seaboard's
                     Form 10-Q for the quarter ended
                     September 9, 1995.  The Annexes and Exhibits
                     to the Note Purchase Agreement have been
                     omitted from the filing, but will be provided
                     supplementally upon request of the
                     Commission.

               4.4   Seaboard Corporation 7.88% Senior Note Due
                     June 1, 2007 issued pursuant to the Note
                     Purchase Agreement described above.
                     Incorporated herein by reference to Exhibit
                     4.4 of Seaboard's Form 10-Q for the quarter
                     ended September 9, 1995.

               4.5   Seaboard Corporation Note Agreement dated as
                     of December 1, 1993 ($100,000,000 Senior
                     Notes due December 1, 2005).  First Amendment
                     to Note Agreement.  Incorporated herein by
                     reference to Exhibit 4.7 of Seaboard's Form
                     10-Q for the quarter ended March 23, 1996.

               4.6   Seaboard Corporation Note Agreement dated as
                     of June 1, 1995 ($125,000,000 Senior Notes
                     due June 1, 2007).  First Amendment to Note
                     Agreement.  Incorporated herein by reference
                     to Exhibit 4.8 of Seaboard's Form 10-Q for
                     the quarter ended March 23, 1996.

               4.7   Second Amendment to the Note Purchase
                     Agreements dated as of December 1, 1993
                     ($100,000,000 Senior Notes due December 1,
                     2005).  Incorporated herein by reference to
                     Exhibit 4.1 of Seaboard's Form 10-Q for the
                     quarter ended September 28, 2002.

               4.8   Second Amendment to the Note Purchase
                     Agreements dated as of June 1, 1995
                     ($125,000,000 Senior Notes due June 1, 2007).
                     Incorporated herein by reference to Exhibit
                     4.2 of Seaboard's Form 10-Q for the quarter
                     ended September 28, 2002.

<PAGE>  16

               4.9   Seaboard Corporation Note Purchase Agreement
                     dated as of September 30, 2002 between
                     Seaboard and various purchasers as listed in
                     the exhibit.  Incorporated herein by
                     reference to Exhibit 4.3 of Seaboard's Form
                     10-Q for the quarter ended September 28,
                     2002.  The Annexes and Exhibits to the Note
                     Purchase Agreement have been omitted from the
                     filing, but will be provided supplementally
                     upon request of the Commission.

               4.10  Seaboard Corporation $32,500,000 5.8% Senior
                     Note, Series A, due September 30, 2009
                     issued pursuant to the Note Purchase
                     Agreement described above.  Incorporated
                     herein by reference to Exhibit 4.4 of
                     Seaboard's Form 10-Q for the quarter ended
                     September 28, 2002.

               4.11  Seaboard Corporation $38,000,000 6.21% Senior
                     Note, Series B, due September 30, 2009
                     issued pursuant to the Note Purchase
                     Agreement described above.  Incorporated
                     herein by reference to Exhibit 4.5 of
                     Seaboard's Form 10-Q for the quarter ended
                     September 28, 2002.

               4.12  Seaboard Corporation $7,500,000 6.21% Senior
                     Note, Series C, due September 30, 2012
                     issued pursuant to the Note Purchase
                     Agreement described above.  Incorporated
                     herein by reference to Exhibit 4.6 of
                     Seaboard's Form 10-Q for the quarter ended
                     September 28, 2002.

               4.13  Seaboard Corporation $31,000,000 6.92% Senior
                     Note, Series D, due September 30, 2012
                     issued pursuant to the Note Purchase
                     Agreement described above.  Incorporated
                     herein by reference to Exhibit 4.7 of
                     Seaboard's Form 10-Q for the quarter ended
                     September 28, 2002.

               *10.1 Seaboard's Executive Retirement Plan
                     dated January 1, 1997.  The addenda have been
                     omitted from the filing, but will be provided
                     supplementary upon request of the Commission.
                     Incorporated herein by reference to Exhibit
                     10.1 of Seaboard's Annual Report on Form 10-K
                     for the fiscal year ended December 31, 1997.

               *10.2 Seaboard's Supplemental Executive
                     Benefit Plan as Amended and Restated.
                     Incorporated herein by reference to Exhibit
                     10.2 of Seaboard's Form 10-K for fiscal year
                     ended December 31, 2000.

               *10.3 Seaboard's Supplemental Executive
                     Retirement Plan for H. Harry Bresky dated
                     March 21, 1995.  Incorporated herein by
                     reference to Exhibit 10.3 of Seaboard's
                     Annual Report on Form 10-K for the fiscal
                     year ended December 31, 1995.

               *10.4 Seaboard's Executive Deferred
                     Compensation Plan dated January 1, 1999.
                     Incorporated herein by reference to Exhibit
                     10.1 of Seaboard's Form 10-Q for the quarter
                     ended March 31, 1999.

               *10.5 First Amendment to Seaboard's Executive
                     Retirement Plan as Amended and Restated
                     January 1, 1997, dated February 28, 2001,
                     amending Seaboard's Executive Retirement Plan
                     dated January 1, 1997 referenced as Exhibit
                     10.1.  Incorporated herein by reference to
                     Exhibit 10.6 of Seaboard's Form 10-K for
                     fiscal year ended December 31, 2000.

               *10.6 Seaboard's Investment Option Plan dated
                     December 18, 2000.  Incorporated herein by
                     reference to Exhibit 10.7 of Seaboard's Form
                     10-K for fiscal year ended December 31, 2000.

               10.7  Reorganization Agreement by and between
                     Seaboard Corporation and Seaboard Flour
                     Corporation as of October 18, 2002.
                     Incorporated herein by reference to
                     Exhibit 10.1 of the Form 8-K dated
                     October 18, 2002.

<PAGE>  17

               10.8  Purchase and Sale Agreement dated October 18,
                     2002 by and between Flour Holdings LLC and
                     Seaboard Flour Corporation with respect to
                     which the "Earnout Payments" thereunder have
                     been assigned to Seaboard Corporation.
                     Incorporated herein by reference to Exhibit
                     10.2 of Seaboard's Form 10-Q for the quarter
                     ended September 28, 2002.

               10.9  Marketing Agreement dated February 2, 2004 by
                     and among Seaboard Corporation, Seaboard
                     Farms, Inc., Triumph Foods LLC, and for
                     certain limited purposes only, the members of
                     Triumph Foods LLC.  Incorporated herein by
                     reference to Exhibit 10.2 of Seaboard's Form
                     8-K dated February 3, 2004.

               13    Sections of Annual Report to security holders
                     specifically incorporated herein by reference
                     herein.

               14    Code of Ethics.

               21    List of subsidiaries.

               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.

               * Management contract or compensatory plan or arrangement.

     (b)  Reports on Form 8-K

          (i)   Form 8-K dated November 4, 2003, filed with the
                Commission on November 4, 2003 with respect to
                Items 7 and 12 to report Seaboard's issuance of a
                press release dated November 4, 2003 announcing
                earnings for the third quarter ended September 27,
                2003.

          (ii)  Form 8-K dated December 3, 2003, filed with the
                Commission on December 3, 2003 with respect to
                Item 5 to report that Seaboard had completed the
                sale of 100% of its equity interest in Fjord
                Seafood ASA.

          (iii) Form 8-K dated December 3, 2003, filed with
                the Commission on December 5, 2003 with respect to
                Items 2 and 7 to report that Seaboard had
                completed the sale of 100% of its equity interest
                in Fjord Seafood ASA through a private placement
                by an investment banker to unknown third parties,
                and to furnish pro forma financial information.

     (c)  Exhibits.

          See exhibits identified above under Item 15(a)3.

     (d)  Financial Statement Schedules.

          See financial statement schedules identified above
          under Item 15(a)2.

<PAGE>  18

                           SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, Seaboard has duly caused this
report to be signed on its behalf by the undersigned, thereunto
duly authorized.

                      SEABOARD CORPORATION

By /s/H. H. Bresky                   By /s/Robert L. Steer
   H. H. Bresky, President and Chief    Robert L. Steer, Senior Vice President,
   Executive Officer                    Treasurer and Chief Financial Officer
   (principal executive officer)        (principal financial officer)

Date:  February 27, 2004             Date:  February 27, 2004



By /s/John A. Virgo
   John A. Virgo, Vice President, Corporate
   Controller and Chief Accounting Officer
   (principal accounting officer)

Date:  February 27, 2004



     Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of Registrant and in the capacities and on the
dates indicated.

By /s/H. H. Bresky                   By  /s/Kevin M. Kennedy
   H. H. Bresky, Director and            Kevin M. Kennedy, Director
   Chairman of the Board

Date:  February 27, 2004             Date:  February 27, 2004



By /s/David A. Adamsen               By  /s/J.E. Rodrigues
   David A. Adamsen, Director            J.E. Rodrigues, Director

Date:  February 27, 2004             Date:  February 27, 2004



By /s/Douglas W. Baena
   Douglas W. Baena, Director

Date:  February 27, 2004

<PAGE>  19




              SEABOARD CORPORATION AND SUBSIDIARIES
     Index to Consolidated Financial Statements and Schedule
                      Financial Statements


                                                         Stockholders'
                                                       Annual Report Page
Independent Auditors' Report                                   24

Consolidated Balance Sheets as of December 31, 2003
 and December 31, 2002                                         25

Consolidated Statements of Earnings for the years
 ended December 31, 2003, December 31, 2002 and
 December 31, 2001                                             26

Consolidated Statements of Changes in Equity for the
 years ended December 31, 2003, December 31, 2002 and
 December 31, 2001                                             27

Consolidated Statements of Cash Flows for the years
 ended December 31, 2003, December 31, 2002 and
 December 31, 2001                                             28

Notes to Consolidated Financial Statements                     29

The foregoing are incorporated herein by reference.

The individual financial statements of the nonconsolidated
foreign affiliates, which would be required if each such foreign
affiliate were a Registrant, are omitted because (a) Seaboard's
and its other subsidiaries' investments in and advances to such
foreign affiliates do not exceed 20% of the total assets as shown
by the most recent consolidated balance sheet and (b) Seaboard's
and its other subsidiaries' equity in the earnings before income
taxes and extraordinary items of the foreign affiliates does not
exceed 20% of such income of Seaboard and consolidated
subsidiaries compared to the average income for the last five
fiscal years.

Combined condensed financial information as to assets,
liabilities and results of operations have been presented for
nonconsolidated foreign affiliates in Note 5 of "Notes to the
Consolidated Financial Statements."

II - Valuation and Qualifying Accounts for the years ended
     December 31, 2003, 2002 and 2001                          F-3

All other schedules are omitted as the required information is
inapplicable or the information is presented in the consolidated
financial statements or related consolidated notes.

<PAGE>  F-1

                  INDEPENDENT AUDITORS' REPORT

The Board of Directors and Stockholders
Seaboard Corporation:

Under  date of February 23, 2004, we reported on the consolidated
balance  sheets  of  Seaboard Corporation and  subsidiaries  (the
Company)  as  of  December 31, 2003 and  2002,  and  the  related
consolidated statements of earnings, changes in equity  and  cash
flows  for  each  of  the  years in the three-year  period  ended
December  31, 2003, as contained in the December 31, 2003  annual
report  to stockholders.  These consolidated financial statements
and  our  report  thereon are incorporated by  reference  in  the
annual report on Form 10-K for the year ended December 31,  2003.
Our  reported  dated  February 23, 2004 contains  an  explanatory
paragraph  that  states  that the Company  adopted  Statement  of
Financial  Standards  No. 143, "Accounting for  Asset  Retirement
Obligations,"  and FASB Interpretation No. 46, "Consolidation  of
Variable Interest Entities," and changed its method of accounting
for  costs  expected  to be incurred during  regularly  scheduled
drydocking  of  vessels from the accrual method  to  the  direct-
expense  method in 2003.  In connection with our  audits  of  the
aforementioned consolidated financial statements, we also audited
the  related consolidated financial statement schedule as  listed
in  the accompanying index.  This financial statement schedule is
the    responsibility   of   the   Company's   management.    Our
responsibility  is  to  express  an  opinion  on  this  financial
statement schedule based on our audits.

In   our   opinion,  such  financial  statement  schedule,   when
considered  in  relation  to  the  basic  consolidated  financial
statements  taken as a whole, presents fairly,  in  all  material
respects, the information set forth therein.

                                   KPMG LLP

Kansas City, Missouri
February 23, 2004

<PAGE>  F-2


<TABLE>
<CAPTION>
                                                      Schedule II
              SEABOARD CORPORATION AND SUBSIDIARIES
                Valuation and Qualifying Accounts
                         (In Thousands)



                                  Balance at      Provision    Write-offs net   Accounting   Balance at
                               beginning of year     (1)        of recoveries   Changes (2)  end of year
<S>                                <C>              <C>            <C>            <C>          <C>
Year ended December 31, 2003:

  Allowance for doubtful accounts  $16,178          8,473          (1,292)             -       $23,359

  Drydock accrual                  $ 6,393              -               -         (6,393)      $     -

Year ended December 31, 2002:

  Allowance for doubtful accounts  $20,571             62          (4,455)             -       $16,178

  Drydock accrual                  $ 6,052          3,709          (3,368)             -       $ 6,393

Year ended December 31, 2001:

  Allowance for doubtful accounts  $29,801            206          (9,436)             -       $20,571

  Drydock accrual                  $ 5,496          5,356          (4,800)             -       $ 6,052


<FN>
(1)  The allowance for doubtful accounts provision is charged  to
selling,  general and administrative expenses.  Through  December
31, 2002, the provision for drydock was charged to cost of sales.

(2)   Effective January 1, 2003, Seaboard changed its  method  of
accounting  for  drydock maintenance costs  from  the  accrue-in-
advance  method  to  the direct-expense  method.   As  a  result,
Seaboard  reversed  its  allowance  for  drydock  accrual  as   a
cumulative effect of a change in accounting principle.
</TABLE>

<PAGE>  F-3

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-13
<SEQUENCE>3
<FILENAME>ex13.txt
<DESCRIPTION>2003 ANNUAL REPORT
<TEXT>

                                                     Exhibit 13


                    SEABOARD CORPORATION
                     2003 Annual Report



 Description of Business

 Seaboard    Corporation   is   a   diversified   international
 agribusiness  and  transportation  company  primarily  engaged
 domestically  in  pork  production and processing,  and  cargo
 shipping.    Overseas,  Seaboard  is  primarily   engaged   in
 commodity   merchandising,  flour  and  feed  milling,   sugar
 production, and electric power generation.

 Table of Contents

    Letter to Stockholders                                2
    Division Summaries                                    4
    Principal Locations                                   6
    Summary of Selected Financial Data                    7
    Quarterly Financial Data (unaudited)                  8
    Management's Discussion & Analysis                    9
    Responsibility for Financial Statements              24
    Independent Auditors' Report                         24
    Consolidated Balance Sheets                          25
    Consolidated Statements of Earnings                  26
    Consolidated Statements of Changes in Equity         27
    Consolidated Statements of Cash Flows                28
    Notes to Consolidated Financial Statements           29
    Stockholder Information                              53

 This report, including information included or incorporated by
 reference  in  this  report, contains certain  forward-looking
 statements with respect to the financial condition, results of
 operations, plans, objectives, future performance and business
 of  Seaboard  Corporation  and  its  subsidiaries  (Seaboard).
 Forward-looking  statements generally may  be  identified  as:
 statements  that are not historical in nature; and  statements
 preceded by, followed by or that include the words "believes,"
 "expects,"  "may,"  "will," "should," "could,"  "anticipates,"
 "estimates,"  "intends,"  or  similar  expressions.   In  more
 specific  terms, forward-looking statements, include,  without
 limitation:  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 regarding the intent,
 belief  or current expectations of Seaboard and its management
 with respect to: (i) the cost and timing of the completion  of
 new  or expanded facilities, (ii) Seaboard's ability to obtain
 adequate  financing and liquidity, (iii)  the  price  of  feed
 stocks  and  other materials used by Seaboard, (iv)  the  sale
 price  for  pork products from such operations, (v) the  price
 for  other products and services, (vi)  the charter hire rates
 and  fuel  prices  for vessels, (vii) the  demand  for  power,
 related  spot market prices and collectibility of  receivables
 in   the   Dominican  Republic,  (viii)  the  effect  of   the
 devaluation  of  the Argentine and Dominican  Republic  pesos,
 (ix)  the  potential effect of the proposed  meat  packer  ban
 legislation  on  the  Pork Division, (x)  the  effect  of  the
 Venezuelan economy on the Marine Division, (xi) the  potential
 effect  of  Seaboard's investment in a wine  business  on  the
 consolidated financial statements, (xii) the potential  impact
 of various environmental actions pending or threatened against
 Seaboard,   or   (xiii)  other  trends  affecting   Seaboard's
 financial  condition or results of operations, and  statements
 of  the  assumptions  underlying or relating  to  any  of  the
 foregoing statements.

 Forward-looking  statements  are  not  guarantees  of   future
 performance or results.  They involve risks, uncertainties and
 assumptions.  Actual results may differ materially from  those
 contemplated  by  the  forward-looking  statements  due  to  a
 variety of factors.  The information contained in this report,
 including   without  limitation  the  information  under   the
 headings  "Management's Discussion and Analysis  of  Financial
 Condition   and   Results  of  Operations"  and   "Letter   to
 Stockholders", identifies important factors which could  cause
 such differences.

<PAGE>  1

                SEABOARD CORPORATION
               Letter to Stockholders


A strong fourth quarter resulted in record sales  and  one
of   the   highest  levels  of  operating  income  in  our
company's history.  I am  particularly  encouraged  by the
rebound in our pork business  and  the  continued  success
of  our  overseas  businesses. We continue  our efforts to
streamline  each  of   our  businesses.  We   are   taking
advantage  of  technological  advances   enabling  us   to
better  control costs,  track   products,  and   benchmark
our businesses against each other and competing companies.

Our  pork  business was able to capitalize on higher  pork
prices, which helped this business return to profitability
and  maintain margins in the face of relatively high  pork
supply.   During  the  year  we continued  to  expand  our
further-processing business.  Seaboard Farms  produces  an
increasing  variety  of seasoned and  marinated  products.
These  products are sold under our Prairie Fresh brand  as
well as private labels.

An  exciting  new  development  for  our  company  is  the
announcement we made in February 2004 that we had  entered
into  an agreement to market 100% of the pork products  to
be   produced   by  Triumph  Foods.   Triumph   Foods   is
constructing a state-of-the-art vertically integrated pork
processing   facility  in  St.  Joseph,  Missouri.    This
facility  will  be  based on the design for  our  proposed
Texas  plant and will have approximately the same capacity
and   product  capabilities  as  our  Guymon  plant.   The
arrangement will allow us to effectively double the amount
of  product we market to meet our customer demands without
the expense of a new plant.

In  previous  reports, I have talked about the possibility
of   constructing  a  second  vertically  integrated  pork
complex  in  Texas.  With the announcement of the  venture
with  Triumph  Foods, it is unlikely that this  new  plant
project will move forward until sometime after the Triumph
plant  reaches  full  capacity and  our  customers  demand
additional product.

Our  Commodity  Trading and Milling  Division  experienced
another  solid  year.  Favorable milling margins  together
with  record output improved the contribution to  earnings
from     our     milling    businesses.      Grain-trading
volumes were lower for the year because of improved  local
harvests   in  our  key  markets,  which  lowered   import
requirements.  We continue to leverage our grain supply to
affiliated  milling businesses with third-party  commodity
trade  in order to better serve our customers, lower  unit
costs,  and  generate  incremental income.   Although  the
markets  in  which  we operate continue  at  times  to  be
volatile   politically  and  economically,  the   division
continues  to  pursue  strategic  investments  and   joint
ventures that will increase our base of milling assets and
grain customers while further diversifying our base.

Our  Miami-based container shipping business began to show
improvement  in late 2003.  The business had record  sales
because  of  increased shipping volumes in  both  new  and
existing  markets.   Operating  income  was  significantly
lower in 2003 because of continuing economic disruption in
Venezuela.   In  addition, higher fuel  and  charter  hire
costs  affected earnings.  We are encouraged by the growth
of  the  business  outside of Venezuela  and  are  seeking
opportunities  to  lessen  the  impact  of  the  continued
disruptions on our business.

<PAGE>  2

                SEABOARD CORPORATION
               Letter to Stockholders


The  Sugar  and  Citrus Division posted  record  operating
income  in  2003.   The  turnaround and  success  of  this
division  in  recent  years can be  traced  to  production
efficiencies,  increasing  sugar  prices,  and  the   peso
devaluation,  all  of which contributed to  a  substantial
lowering  of  costs.  The improved results  of  all  sugar
producers as well as a more stable Argentine economy  have
resulted  in  a  potential  oversupply  of  sugar  in  the
domestic  economy.  Consequently, we do not expect  to  be
able  to  maintain this level of performance in 2004.   We
anticipate,  however, that the division will  continue  to
produce positive results.

During  2003,  the  Power Division  began  to  suffer  the
effects  of  the  declining economic  environment  in  the
Dominican   Republic.    The   Dominican   peso   devalued
substantially   during  the  year,   and   the   country's
government  is  currently not able to meet  its  financial
obligations,  including  payments  to  independent   power
producers, such as Seaboard. The majority of our sales are
to  the  ailing  government-controlled power  distribution
companies  and  payments are not being made  on  a  timely
basis.   We are aggressively pursuing additional  private-
contract  customers  that will allow us  to  increase  the
level of power generation and generate more reliable  cash
flow.   We are optimistic that our current plan of  action
will  help us successfully confront this challenge  during
2004.

Overall  I am pleased by the improved performance  of  our
company  this  year.  In  the face of  volatile  commodity
markets    and    worldwide   political    and    economic
uncertainties,  our  ability to maintain  flexibility  and
customer focus is to be applauded. We are prepared for the
challenges  we will face in 2004 and look forward  to  the
opportunities  created.   As  always,  we  appreciate  the
continued  dedication and commitment  of  our  9,000  plus
employees who serve to make this Company a leader  in  its
respective industries.



                                /s/ H.H. Bresky
                                H.H. Bresky
                                Chairman of the Board, President
                                and Chief Executive Officer

<PAGE>  3

                SEABOARD CORPORATION
                 Division Summaries

Pork Division

Seaboard's  Pork  Division  is  one  of  the  largest  vertically
integrated  pork  processors in the United States.   Seaboard  is
able  to  control animal production and processing from  research
and  development in nutrition and genetics, to the production  of
high quality meat products at our processing facility.

Seaboard's  processing  facility in Guymon,  Oklahoma  opened  in
1995.   The  facility  operates  at  double  shift  capacity  and
processes  approximately four and one-half million hogs annually.
Seaboard  produces  and sells fresh and frozen  pork  to  further
processors, foodservice outlets, grocery stores and other  retail
customers, and distributors primarily in the western half of  the
United  States and foreign markets.  Hogs processed at our  plant
include  company  raised hogs as well as  hogs  raised  by  third
parties purchased under contract.

Seaboard's  hog  production facilities  consist  of  genetic  and
commercial  breeding, farrowing, nursery and finishing  buildings
located  in  Oklahoma,  Kansas, Texas  and  Colorado  to  produce
approximately three million hogs annually.  In addition, Seaboard
recently  completed  expansion of the facilities  to  produce  an
additional  500,000  hogs annually.  Seaboard currently  operates
six  centrally located feed mills to provide formulated  feed  to
these facilities and has additional feed mill capacity to support
future growth.

Seaboard's  vertically integrated system  provides  a  number  of
strategic advantages relative to other companies in the industry.
These  advantages, which result largely from significant  control
of the production and processing chain, allow Seaboard to produce
high  quality,  safe products.  The consistency  and  quality  of
Seaboard pork have allowed Seaboard to become one of the  leading
exporters  of pork products from the United States to  Japan  and
other foreign markets.


Commodity Trading & Milling Division

Seaboard's  Commodity Trading & Milling Division  markets  wheat,
corn,  soybean meal and other commodities in bulk to  third-party
customers   internationally  and  affiliated  companies.    These
commodities are purchased worldwide with primary destinations  in
Africa,   South   America,  the  Caribbean,   and   the   Eastern
Mediterranean.

The  division  originates, transports and  markets  approximately
four million tons annually of wheat, corn, soybean meal and other
commodities.   The  focus  remains on  the  efficient  supply  of
quality products and services to the wheat and maize milling  and
animal  feed  industries.   Seaboard integrates  the  service  of
delivering  commodities to its customers through the use  of  its
seven  owned  bulk carriers and other chartered bulk  vessels  as
required.

Seaboard's  Commodity  Trading and Milling Division  operates  in
seventeen   countries,  including  five  trading  locations   and
thirteen  grain  processing  businesses.   The  grain  processing
businesses  are  operated  through  four  owned  and  nine   non-
consolidated  affiliates  in  Africa,  South  America,  and   the
Caribbean with flour, feed and maize milling businesses producing
approximately  one and one-half million metric tons  of  finished
product per year.

<PAGE>  4

                SEABOARD CORPORATION
                 Division Summaries


Marine Division

Seaboard's   Marine   Division,   formed   in   1983,    provides
containerized  shipping service between the  United  States,  the
Caribbean  Basin,  and  Central and  South  America.   Seaboard's
primary  operations, located in Miami, include a 135,000  square-
foot  warehouse for cargo consolidation and temporary storage  in
addition to a 70 acre terminal at the Port of Miami.  At the Port
of  Houston, Seaboard operates a 62 acre cargo terminal  facility
that includes over 690,000 square feet of on-dock warehouse space
for temporary storage of bagged grains, resins and other cargoes.
Seaboard  also  makes  scheduled vessel  calls  in  New  Orleans,
Louisiana   and  Fernandina  Beach,  Florida,  and  Philadelphia,
Pennsylvania.

Seaboard's fleet consists of approximately 28 owned or  chartered
vessels,   thousands   of  dry,  refrigerated   and   specialized
containers  and  related equipment.  Within  its  service  lanes,
Seaboard is one of the largest shippers in terms of cargo  volume
to and from the Port of Miami and provides direct service to over
20  countries.  Seaboard also provides extended service from  our
domestic  ports of call to and from multiple foreign destinations
through  connecting  carrier agreements with major  regional  and
global carriers.

To maximize fleet utilization, Seaboard uses a network of offices
and  agents throughout the United States, Canada, Latin American,
and  the  Caribbean Basin to book both northbound and  southbound
cargo.  Seaboard's full service intermodal capabilities allow the
transport  by  either truck or rail, of both  import  and  export
cargo  to  and  from  various  U.S. ports.   Seaboard's  frequent
sailings and fixed-day schedules make it convenient for customers
to coordinate manufacturing schedules and maintain inventories at
cost-efficient  levels.   Seaboard's  approach  is  to  work   in
partnership  with  its customers and provide the  most  effective
level  of service throughout the United States to and from  Latin
America and the Caribbean Basin.


Other Divisions

Seaboard's  other  businesses  consist  largely  of  food-related
businesses and electric power generation.

Seaboard is involved in the production and refining of sugar, and
the  production and processing of citrus products  in  Argentina.
These  products are primarily marketed locally with some  exports
to the United States, South America and Europe.  Seaboard's mill,
one  of  the  largest in Argentina, has a processing capacity  of
approximately 180,000 metric tons of sugar per year.  The mill is
located  on  a  large  tract  of  land  in  the  Salta  Province.
Approximately  40,000 acres of this land is  planted  with  sugar
cane which supplies the majority of the raw product processed  by
the  mill.   Seaboard  also  has an orange  grove  consisting  of
approximately 3,000 acres.

Seaboard  owns two floating electric power generating  facilities
consisting of a series of diesel engines mounted on barges with a
combined rated capacity of approximately 112 megawatts.  Seaboard
operates   as  an  independent  power  producer  that   generates
electricity into the local power grid but is not involved in  the
transmission or distribution of electricity.  Electricity is sold
under  contract to another local generation company  and  certain
commercial large users, and on the spot market which is  accessed
primarily   by   three   wholly  or  partially   government-owned
distribution companies, and limited others.

Seaboard  processes  jalapeno peppers at its plant  in  Honduras.
These  products  are  shipped to the United  States  on  Seaboard
Marine vessels and distributed from Seaboard's Port of Miami cold
storage warehouse.

Seaboard sources and sells truck freight to third parties via its
brokerage  business.  This business also provides  logistics  and
transportation  service  to other Seaboard  companies  using  its
owner-operator program and extensive carrier network.

Seaboard  also  has an equity investment in a wine business  that
produces  wine in Bulgaria for distribution primarily  throughout
Europe.

<PAGE>  5

                SEABOARD CORPORATION
                 Principal Locations


Pork                  Seaboard Overseas          Seaboard Marine Ltd.
                         Limited                 Miami, Florida
Seaboard Farms, Inc.  Bermuda, Ecuador and
Shawnee Mission,      Kenya                      Seaboard Marine
  Kansas                                           (Trinidad) Ltd.
  (Pork Division      Seaboard Overseas          Trinidad
  Office)                Peru SRL
Guymon, Oklahoma      Peru                       Seaboard Marine of
  (Processing                                      Haiti, S.E.
  Plant)              Seaboard Overseas          Haiti
Julesburg, Colorado     Trading and
Hugoton, Kansas         Shipping (PTY) Ltd.      SEADOM, S.A.
Leoti, Kansas         South Africa               Dominican Republic
Liberal, Kansas
Rolla, Kansas         Seaboard West              Seamaritima S.A.
Guymon, Oklahoma        Africa Limited             de C.V.
Hennessey, Oklahoma   Sierra Leone               Mexico
Optima, Oklahoma
  (Live Production    Unga Holdings
  Operation             Limited*                 Sugar and Citrus
  Offices)            Kenya and Uganda
                                                 Ingenio y Refineria
                                                   San Martin del
Commodity Trading &   Marine                       Tabacal SRL
Milling                                          Argentina
                      Agencias Generales
KWABA - Sociedade       Conaven, C.A.
  Industrial e        Venezuela                  Power
  Commercial, SARL*
Angola                Agencia Maritima           Transcontinental
                        del Istmo, S.A.            Capital Corp.
Les Moulins d'Haiti   Costa Rica                   (Bermuda) Ltd.
  S.E.M.*                                        Dominican Republic
Haiti                 Cayman Freight and
                        Shipping Services, Ltd.
Lesotho Flour Mills   Cayman Islands             Other
  Limited*
Lesotho               JacintoPort                Boyar Estates S.A.*
                        International LP         Bulgaria
Life Flour Mill       Houston, Texas
  Ltd.*                                          Chestnut Hill Farms
Top Feeds Limited*    Representaciones             Honduras S. de
Nigeria                 Maritima y                 R.L. de C.V.
                        Aereas, S.A.             Honduras
Minoterie de          Guatemala
  Matadi, S.A.R.L.*                              Mount Dora Farms Inc.
Democratic Republic   Sea Cargo, S.A.            Miami, Florida
  of Congo            Panama
                                                 Seaboard Transport, Inc.
Minoterie du Congo,   Seaboard de                Shawnee Mission, Kansas
Republic of Congo       Colombia, S.A.
                      Colombia
Mobeira, SARL*                                   Corporate Office
Mozambique            Seaboard Honduras,
                        S. de R.L. de C.V.       Seaboard Corporation
Molinos Champion,     Honduras                   Shawnee Mission, Kansas
S.A.*
Molinos del           Seaboard del
  Ecuador, C.A.*        Peru, S.A.
Ecuador               Peru

National Milling      Seaboard Freight &
   Company of           Shipping Jamaica
   Guyana Limited       Limited
Guyana                Jamaica

National Milling      Seaboard Marine
   Corporation          Bahamas Ltd.
   Limited            Bahamas
Zambia

*Represents a non-controlled, non-consolidated affiliate

<PAGE>  6

                SEABOARD CORPORATION
         Summary of Selected Financial Data



(Thousands of dollars
 except per share amounts)              Years ended December 31,
                            2003       2002       2001       2000       1999

Net sales               $1,981,340 $1,829,307 $1,804,610 $1,583,696 $1,284,262
Operating income        $   68,786 $   47,125 $  114,352 $   48,065 $   12,368
Earnings (loss) from
 continuing operations  $   31,842 $   13,507 $   51,989 $    8,872 $  (13,587)
Net earnings            $   31,842 $   13,507 $   51,989 $   98,909 $       47
Earnings (loss) per
 common share from
 continuing operations  $    25.37 $     9.38 $    34.95 $     5.96 $    (9.13)
Net earnings per common
 share                  $    25.37 $     9.38 $    34.95 $    66.49 $     0.03
Total assets            $1,325,691 $1,281,141 $1,234,757 $1,274,234 $1,249,022
Long-term debt, less
 current maturities     $  321,555 $  318,746 $  255,819 $  312,418 $  318,017
Stockholders' equity    $  520,565 $  486,731 $  528,420 $  540,685 $  443,168
Dividends per common
 share                  $     3.00 $     2.50 $     1.00 $     1.00 $     1.00

During  the  fourth  quarter of 2003, Seaboard  sold  its  equity
investment  in  Fjord Seafood ASA (Fjord), an  integrated  salmon
producer  and  processor headquartered in Norway,  recognizing  a
gain  of $18,036,000.  The gain was not subject to tax.  See Note
3   to  the  Consolidated  Financial  Statements  for  additional
discussion.  During 2003, Seaboard recorded its share  of  losses
related   to   its  investment  in  Fjord  totaling  $15,546,000,
including  $12,421,000 for asset impairment charges.   Seaboard's
share   of  losses  from  Fjord  during  2002  and  2001  totaled
$10,158,000  and $1,316,000, respectively.  See Note  13  to  the
Consolidated Financial Statements for additional discussion.

Also   during  2003,  Seaboard  adopted  Statement  of  Financial
Accounting  Standard  No. 143, "Accounting for  Asset  Retirement
Obligations," Financial Accounting Standards Board Interpretation
No.   46,  revised  December  2003,  "Consolidation  of  Variable
Interest  Entities,"  and changed its method  of  accounting  for
costs  associated  with  the regularly  scheduled  drydocking  of
vessels  from  the accrue-in-advance method to the direct-expense
method.   As a result of these changes, Seaboard recorded  a  net
cumulative   effect  of  changes  in  accounting  principles   of
$2,868,000,  or $2.29 per share.  See Note 1 to the  Consolidated
Financial Statements for additional information.

During  2002, Seaboard completed a series of transactions related
to  its  Argentine sugar business, resulting in  a  one-time  tax
benefit of $14,303,000.  See Note 7 to the Consolidated Financial
Statements for further discussion.

During  2002, Seaboard effectively repurchased 232,414.85  shares
of  common  stock from its parent company.  See Note  12  to  the
Consolidated Financial Statements for further discussion.

Seaboard's  2002  and  2001 financial  position  and  results  of
operations  were  negatively impacted by the devaluation  of  the
Argentine  peso.   See  Note  12 to  the  Consolidated  Financial
Statements for further discussion.

Seaboard   completed  the  sale  of  its  Poultry   Division   on
January  3,  2000, recognizing an after-tax gain on  disposal  of
discontinued  operations  of $90,037,000  or  $60.53  per  common
share.

<PAGE>  7

                SEABOARD CORPORATION
          Quarterly Financial Data (unaudited)


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

2003

Net sales                   $  461,867   485,883  485,417  548,173  $1,981,340
Operating income            $    7,974    10,289   17,845   32,678  $   68,786
Net earnings (loss)         $    2,715    (2,916)   1,838   30,205  $   31,842
Earnings (loss) per common
 share                      $     2.16     (2.32)    1.46    24.07  $    25.37
Dividends per common share  $     0.75      0.75     0.75     0.75  $     3.00
Market price range per
 common share:

                  High      $   263.00    225.75   268.00   284.95
                  Low       $   195.00    195.00   203.00   215.00
2002

Net sales                   $  442,923   477,104  429,800  479,480  $1,829,307
Operating income            $   16,754    15,192    9,311    5,868  $   47,125
Net earnings (loss)         $    1,723    15,098   (5,673)   2,359  $   13,507
Earnings (loss) per common
 share                      $     1.16     10.15    (3.81)    1.81  $     9.38
Dividends per common share  $     0.25      0.75     0.75     0.75  $     2.50
Market price range per
 common share:

                  High      $   335.00    305.00   301.00   259.00
                  Low       $   260.00    202.00   220.00   195.00

In  the  first  quarter  of 2003, Seaboard adopted  Statement  of
Financial  Accounting  Standard No. 143,  "Accounting  for  Asset
Retirement Obligations" and changed its method of accounting  for
costs  associated  with  the regularly  scheduled  drydocking  of
vessels  from  the accrue-in-advance method to the direct-expense
method.   As  result of these changes, Seaboard  recorded  a  net
cumulative   effect  of  changes  in  accounting  principles   of
$3,648,000,  or $2.90 per share.  See Note 1 to the  Consolidated
Financial Statements for further discussion.

During  the  fourth  quarter of 2003, Seaboard adopted  Financial
Accounting   Standards  Board  Interpretation  No.  46,   revised
December 2003, "Consolidation of Variable Interest Entities," and
recorded a cumulative effect of a change in accounting principles
of  $(780,000), or $(0.62) per common share.  See Note 1  to  the
Consolidated Financial Statements for further discussion.

During  the  fourth  quarter of 2003, Seaboard  sold  its  equity
investment in Fjord, recognizing a gain of $18,036,000.  The gain
was not subject to tax.  See Note 3 to the Consolidated Financial
Statements for further discussion.

During the third quarter of 2003, Seaboard recorded a $12,421,000
charge to earnings for its share of asset impairments related  to
its  investment  in  Fjord.   See Note  13  to  the  Consolidated
Financial Statements for further discussion.

During the second quarter of 2002, Seaboard completed a series of
transactions  related to its Argentine sugar business,  resulting
in  a  one-time tax benefit of $14,303,000.  See Note  7  to  the
Consolidated Financial Statements for further discussion.

<PAGE>  8

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

OVERVIEW

Seaboard  is  a  diverse agribusiness and transportation  company
with  global operations in several industries.  Most of the sales
and costs of Seaboard's segments are significantly influenced  by
worldwide fluctuations in commodity prices or changes in  foreign
political and economic conditions.  Accordingly, sales, operating
income  and cash flows can fluctuate significantly from  year  to
year.  As  each  segment  operates in  unrelated  industries  and
different  geographical  locations,  management  evaluates  their
operations separately.

Pork Segment

Seaboard's  most significant operation is the Pork segment  which
is  primarily a domestic business with some export sales to Japan
and  other  foreign  markets.  All sales  of  pork  products  are
generated from a single hog processing plant in Guymon, Oklahoma,
which  operates  at  double shift capacity.   In  2003,  Seaboard
raised  over  60%  of the hogs processed at the  plant  with  the
remaining  hog  requirements purchased primarily under  contracts
from  independent producers.  This segment has the largest dollar
amount  of  sales and is the most capital intensive segment  with
over  50%  of  consolidated assets, including 75%  of  Seaboard's
fixed   assets,  and  material  dollar  amounts  for   live   hog
inventories.   Of all Seaboards' businesses, management  believes
the  Pork  segment  possesses the ability to  generate  the  most
material  amount  of operating income and cash flow  in  any  one
year.

Of  Seaboard's businesses, the Pork segment also has the greatest
exposure  to  commodity price fluctuations.  As  a  result,  this
segment's   operating  income  and  cash  flows  can   materially
fluctuate  from year to year, significantly affecting  Seaboard's
consolidated operating income and cash flows.  Sales  prices  are
directly  affected  by  both domestic and world-wide  supply  and
demand for pork products and other proteins.  Feed costs are  the
most significant single component of the cost of raising hogs and
can  be  materially affected by commodity price fluctuations  for
corn  and  soybean  meal.  In addition, costs can  be  materially
affected by fluctuations in market prices for hogs purchased from
third parties for processing at the plant.

During 2003, this segment completed populating its existing  live
production  facilities and management currently has no  immediate
plans  for  further  expansion to support the  Guymon  processing
plant.   Accordingly,  future working  capital  needs  and  other
financing requirements related to incremental expansion should be
minimal,  as  Seaboard  has  put on  hold  any  future  plans  to
construct a second processing plant as discussed below.   As  the
Guymon  plant  operates  at  double shift  capacity,  to  improve
operating income Seaboard is constantly working towards improving
the efficiencies of the Pork operations while considering ways to
expand product offerings.

In  early 2004, Seaboard entered into a marketing agreement  with
Triumph  Foods  LLC (Triumph) to market all of the pork  products
produced  at  Triumph's  new pork processing  plant  planned  for
construction in St. Joseph, Missouri.  The plant is scheduled  to
begin  operations  in  mid to late 2005.  This  plant  will  have
similar  capacity to Seaboard's Guymon plant.  The Triumph  plant
is  not expected to reach operating capacity until late 2006  and
Seaboard  does  not intend to make any final decisions  regarding
construction of its potential second plant prior to that time.

Commodity Trading and Milling Segment

The  Commodity  Trading and Milling segment is Seaboard's  second
largest  segment  in  terms of sales and  assets,  which  consist
primarily  of  working  capital assets.   This  segment  operates
principally  overseas  with locations in Africa,  Bermuda,  South
America  and  the  Caribbean.  These foreign  operations  can  be
significantly  impacted  by local crop production,  political  or
economic situations.  This segment's sales are also significantly
affected  by fluctuating commodity prices fueled by the  dynamics
of  world-wide supply and demand for various commodities, such as
wheat,  corn and soybean meal.  Although this segment owns  seven
ships, most of the third-party trading business is transacted  by
chartering  ships.  Charter hire rates, influenced  by  available
charter capacity for worldwide trade in bulk cargoes, and related
fuel  costs  can also impact business volumes and  margins.   The
milling  businesses, both owned and non-consolidated  affiliates,
operate  in  many  foreign and, in most cases,  lesser  developed
countries.    Local   and  worldwide  crop   harvests,   economic
conditions,  periodic political instability and subsidized  flour
imports can create fluctuating market conditions that can have  a
significant  impact  on both the trading and milling  businesses'
sales and operating income.

<PAGE>  9

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


The majority of the Commodity Trading and Milling segment's sales
pertain  to  the commodity trading business which has experienced
significant  volume  growth over the  past  few  years,  although
growth  slowed  somewhat in 2003.  This growth has increased  the
amount  of working capital required to fund increases in accounts
receivable and inventories while shipping requirements have  been
satisfied  by  the charter hiring of bulk cargo  ships.   As  the
commodity trading portion of the business sources grain worldwide
with  international destinations, timing of completion of voyages
and  fluctuations in the availability of and rates for bulk cargo
shipping can significantly affect sales volumes, operating income
and  cash  flows from quarter-to-quarter.  Seaboard continues  to
look  for  opportunities for additional  markets  to  expand  the
commodity trading and milling operations.

Marine Segment

The  Marine  segment is the third largest in terms of  sales  and
assets.   This  segment  provides  containerized  cargo  shipping
services  primarily  from  the  United  States  to  over   twenty
different countries in the Caribbean basin, and Central and South
America.   Fluctuations in economic conditions and the  potential
unstable  local  political situations in the countries  in  which
Seaboard  operates  can affect import/export trade  volumes.   In
addition,  containerized cargo rates can fluctuate  depending  on
local supply and demand for shipping services.  This division  is
also  affected  by  fluctuations in fuel costs and  charter  hire
rates.

For  the  past  couple  of years, Seaboard  has  experienced  the
negative  effects  of  the  political instability  in  Venezuela,
previously  Seaboard's  largest foreign destination,  which  also
affected  other related South American markets.  This has  had  a
significant impact on operating income while reducing the related
cash  flows.   Seaboard's marine business is fairly  mature  and,
excluding the effects of the Venezuelan situation, has had fairly
stable  cash flows and minimal financing requirements.   Seaboard
has  successfully replaced the volume lost as  a  result  of  the
Venezuelan  situation by adding new routes and expanding  volumes
on  existing  routes  although margins have decreased.   Seaboard
continues to look for ways to increase volumes on existing routes
while looking to provide additional new services for the region.

Sugar and Citrus Segment

Seaboard's  Sugar and Citrus segment operates  a  sugar  mill  in
Argentina.   In  addition, Seaboard grows locally  a  substantial
portion  of the sugar cane processed at the mill.  This segment's
sales   and  operating  income  are  significantly  impacted   by
fluctuating  prices  for sugar.  Fluctuations  in  the  Argentine
sugar  harvest  can have an impact on the local price  of  sugar.
Also,  but  to a lesser degree, price fluctuations on  the  world
market can affect local sugar prices and can also result in lower
export  sale  volumes.   Depending on local  harvest  and  market
conditions,  from  time to time, this business  purchases  third-
party  sugar  for resale.  Over the past several years,  Seaboard
made   several   modifications  to  this  business   to   improve
efficiencies of its operations.

As the functional currency of the Sugar and Citrus segment is the
Argentine peso, currency fluctuations can also have an impact  on
reported U.S. dollar sales, operating income and cash flows.   As
discussed in Note 12 to the Consolidated Financial Statements, in
2001  and  early 2002, Argentina's peso experienced a significant
devaluation  to  the  U.S. dollar resulting in  material  foreign
currency  losses  and  write-downs  in  Seaboard's  asset  values
related  to  this operation.  Although initially the  economy  of
Argentina  was  severely, negatively impacted by the  devaluation
and  ensuing  recession, the situation in Argentina has  steadily
improved  in 2003 and the peso has been relatively stable.   This
devaluation,  in  addition to efficiency improvements,  caused  a
significant  increase  in  local sugar prices  and  decreases  in
inventory  and  production costs resulting in an  improvement  in
operating  income and cash flows for the past two years.   Future
financing  needs  are  not expected to be  significant  for  this
operation.   Seaboard continues to explore ways  to  improve  and
expand   its   existing   operations  while   considering   other
alternatives to expand this segment.

Power Segment

Seaboard's  Power segment operates as an unregulated  independent
power  producer  in the Dominican Republic (DR) generating  power
from  a  series  of  diesel engines mounted on  two  barges.  The
engines  have  historically  operated  at  capacity.   After  the
addition  of  the  second  barge in  late  2000,  this  segment's
financing  needs have been minimal.  For the past several  years,
this  segment  has  produced some of Seaboard's  best  return  on
investment  while  operating  cash  flows  have  fluctuated  from
inconsistent  customer collections.  Seaboard  has  contracts  to
sell  approximately one half of its power to certain  government-
approved    commercial    large   users   and    another    local

<PAGE>  10

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


generation  company,  with  the  remaining production sold on the
spot  market, primarily   to   three   wholly   or     partially-
government-owned distribution companies. Fuel is the largest cost
component  but increases in fuel prices usually have been  passed
through to  the contract customers.

The   economic  environment  in  the  DR  weakened  significantly
throughout  2003.   During  2003,  the  Dominican  peso  devalued
approximately 68%.  In addition, during the last half of 2003 the
power  industry  in the DR suffered from a cash  flow  imbalance.
This  occurred as a result of the government not allowing  retail
electricity  rates,  charged  by the distribution  companies,  to
increase  sufficiently to cover the significant peso  devaluation
and  increases in dollar-denominated fuel costs.  The  government
has been unable to fully fund this cash shortfall.

As  a  result  of the weakened economic environment  in  the  DR,
during   the   second  half  of  2003,  trade  receivables   grew
substantially from the government-owned distribution companies or
other  companies  that must also collect from the  government  in
order  to  make  payments on their accounts.  While  multilateral
credit  agencies may eventually provide funding support  to  this
country  to  improve  liquidity, management can  not  predict  if
adequate  funding  will  occur to fully  resolve  this  situation
during  the next year.  As a result, similar to other independent
power  producers, Seaboard began to fluctuate its level of  power
generation  in  mid-December  2003  between  full  capacity   and
approximately  50% capacity, based on management's  belief  about
collectibility.   With  the  exception  of  those  government  or
government-reliant   customers,  all  other  contract   customers
continue  to  pay their accounts timely.  Seaboard  continues  to
pursue other contract customers which would allow this segment to
increase  generation of power in the future and reduce dependency
on the government-owned distribution companies.

LIQUIDITY AND CAPITAL RESOURCES

Summary of Sources and Uses of Cash

Cash and short-term investments as of December 31, 2003 increased
$41.8  million  over December 31, 2002 primarily  reflecting  the
proceeds  of  $37.4 million from the sale of 100%  of  Seaboard's
equity  investment in Fjord Seafood, ASA (Fjord)  in  the  fourth
quarter of 2003.  Uncertainties about the future profitability of
this  business, led to management's decision to divest its equity
investment in the salmon industry.  Cash generated from operating
activities totaled $91.7 million for 2003 and was used  primarily
for   scheduled   principal  payments  of   long-term   debt   of
$52.9 million and capital expenditures of $31.5 million.

Cash  from operating activities for 2003 increased $64.2  million
compared to 2002 primarily related to improved operating  results
of  the  Pork  segment and a lower level of funding  for  working
capital  requirements.  The reduced funding for  working  capital
requirements  primarily  reflects  the  substantial  prior   year
increase in working capital requirements for the expansion of the
commodity  trading business, while in 2003 such  working  capital
needs  remained  fairly  constant for  this  business.   However,
working  capital requirements increased for the Pork segment,  as
live  hog  inventory levels were increased during 2003 reflecting
new   hog  production  facilities  being  fully  populated.    In
addition, the Power segment's receivables increased due to recent
collection problems.

Cash and short-term investments as of December 31, 2002 decreased
$96.2  million from December 31, 2001 as a result of payments  of
$47.2 million made to effectively repurchase shares of Seaboard's
common  stock  from its parent, Seaboard Flour  Corporation  (see
Note   12   to   the   Consolidated  Financial   Statements),   a
$26.9  million additional investment in Fjord, and $51.4  million
of  scheduled payments made on the long-term debt.  The  outflows
were  partially offset by an increase of $38.4 million in  short-
term  borrowings and cash generated from operating activities  of
$27.5  million.  Capital expenditures of $149.9 million  in  2002
were  primarily financed with $109.0 million of proceeds  from  a
private placement of senior notes as discussed below.

Cash  from operating activities for 2002 decreased $131.7 million
compared  to 2001.  The decrease was primarily due to  lower  net
earnings,  principally  related  to  the  Pork  segment,  and  an
increase  in  working  capital  requirements.   Working   capital
requirements  increased in 2002 primarily  as  a  result  of  the
increase  in  the commodity trading business and  the  timing  of
related   normal  transactions  for  voyage  settlements,   trade
payables and receivables.

Capital Expenditures

During  2003 Seaboard invested $15.8 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 potential second processing  plant.
These  capital  expenditures exclude an  increase  in  net  fixed
assets  in   2003  for  hog  production

<PAGE>  11

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


facilities previously  leased under a master lease agreement that
were acquired for a total  of $25.0  million  primarily  from the
assumption of debt as discussed below,  and  also  exclude  $31.7
million of net fixed assets  from the  consolidation of  variable
interest entities  (VIEs).   See Note  1  to   the   Consolidated
Financial Statements  for  further discussion  of   consolidation
of VIEs.   During  2004,  Seaboard expects to invest $7.4 million
for  improvements  to  existing   hog  production  facilities and
upgrades to the pork processing plant.

Seaboard invested $7.7 million in the Marine segment primarily to
expand  and  replace cargo transportation and loading  equipment,
and  make  facility  improvements.   Instead  of  purchasing  two
previously  chartered vessels during 2003, Seaboard entered  into
new  leasing  arrangements.   During 2004,  management  plans  to
invest $8.6 million to purchase additional equipment.

Seaboard  invested $4.4 million in the Sugar and  Citrus  segment
primarily  for machinery and equipment, and improvements  to  the
mill  and  sugarcane fields.  During 2004, management anticipates
spending  $5.1  million  for  additional  improvements   to   the
plantation, mill and harvesting equipment.

During  2003, capital expenditures for all other segments totaled
$3.6  million  for  general modernization,  mill  expansion,  and
efficiency  upgrades  of  plant  and  equipment.   During   2004,
Seaboard  expects  to  spend a total of $5.5  million,  of  which
$4.9 million is for mill expansion and equipment in the Commodity
Trading and Milling division.

Total  planned  capital expenditures for 2004 are $26.6  million.
As these capital expenditures are primarily of a normal recurring
operating   amount,   management   anticipates   financing   from
internally  generated  cash,  the  use  of  available  short-term
investments  or  from  existing  available  short-term  borrowing
capacity.   As  of  December 31, 2003,  there  were  no  material
commitments  for  planned  2004  capital  expenditures  as  these
amounts primarily represent capital budget plans only.

During 2002, Seaboard invested $149.9 million in property,  plant
and  equipment.   Seaboard invested $135.1 million  in  the  Pork
segment   primarily   to   purchase  hog  production   facilities
previously  leased,  expand the hog production  facilities,  make
improvements to the pork processing plant, and purchase land  and
obtain  operating  permits  for  the  potential  Texas  expansion
project.   The hog production facilities, previously leased  from
Shawnee  Funding,  Limited  Partnership  under  a  master   lease
arrangement,   were   purchased  in   2002   for   a   total   of
$117.5 million, including the assumption of a $10.0 million  bond
payable and offsetting $2.2 million cash in a construction  fund.
This  was  financed primarily with the proceeds  from  a  private
placement of $109.0 million of Senior Notes, as discussed  below.
Seaboard  also  invested  $9.7  million  in  the  Marine  segment
primarily for the purchase of additional machinery and equipment,
$2.5  million  in  the  Sugar and Citrus  segment  primarily  for
improvements  to  existing facilities and sugarcane  fields,  and
$2.6 million in all other segments for general modernization  and
efficiency upgrades of plant and equipment.

In  early  2002,  Seaboard  announced plans  to  build  a  second
processing  plant in northern Texas along with related  plans  to
expand  its  vertically  integrated  hog  production  facilities.
However,  with  the  planned construction  of  the  Triumph  pork
processing  plant discussed above, Seaboard does  not  intend  to
make  any final decisions regarding construction until late  2006
when  the  Triumph  plant  is expected  to  reach  its  operating
capacity.   As  a result, management does not intend  to  proceed
with  the  expansion project at this time beyond the expenditures
required  to  allow  future land development  possibilities.   If
Seaboard  ultimately decides to pursue this project, it would  be
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
December  31, 2003, $7.4 million of land, development costs,  and
land  purchase options were included in fixed assets  related  to
this project.

Financing Activities, Debt and Related Covenants

During  2003,  Seaboard extended two committed  revolving  credit
facilities  totaling  $45.0 million, 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  as  a
result  of  the increased working capital needs in the  commodity
trading business.  The new subsidiary credit lines are secured by
certain  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.  See Note 8 to the Consolidated Financial

<PAGE>   12

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Statements  for a  summary of the material  terms  of  Seaboard's
credit  facilities,  including  financial  ratios and  covenants.
Management   believes  there  are   currently  no  covenants that
materially  restrict  our ability to  undertake  additional  debt
financings.    As of December 31, 2003, Seaboard is in compliance
with all restrictive covenants relating to these arrangements.

In   conjunction  with  the  2003  purchase  of  hog   production
facilities  previously  leased, Seaboard  assumed  bank  debt  of
$24.4  million  as  discussed  in  Note  8  to  the  Consolidated
Financial    Statements.    In   addition,    Seaboard    assumed
$29.9   million   of   bank   debt   from   one   VIE.    As   of
December  31, 2003, the consolidation of VIEs in accordance  with
FIN  46, including the assumed debt, increased long-term debt  by
$31.5 million.

In   2002,   Seaboard   completed  the   private   placement   of
$109.0  million of Senior Notes due 2009 and 2012 with a weighted
average interest rate of 6.29%.  Seaboard used $107.3 million  of
the   proceeds  from  this  private  placement  to  purchase  the
indebtedness  related  to  hog production  facilities  previously
leased under a master lease program, effectively reducing the net
lease   payments.   On  December  31,  2002,  Seaboard  paid   an
additional $4.1 million and assumed a $10.0 million bond  payable
to   complete   the  acquisition  of  Shawnee  Funding,   Limited
Partnership   effectively  acquiring  all  of  the  related   hog
production facilities previously leased and $2.2 million of  cash
held in a construction fund which was used to repay a portion  of
the bonds payable.

The  following table represents a summary of Seaboard's available
borrowing   capacity  as  of  December  31,   2003.    Borrowings
outstanding   under  committed  and  uncommitted  lines   as   of
December  31,  2003  totaled  $55.0 million  and  $20.6  million,
respectively.   Letters of credit (LCs) of $11.5  million  reduce
Seaboard's borrowing capacity under its committed credit lines.


                                                       Total amount
(Thousands of dollars)                                  available

Short-term credit facilities - committed                $125,000
Short-term uncommitted demand notes                       51,921
Total borrowing capacity                                 176,921
Amounts drawn against lines                              (75,564)
Letters of credit reducing borrowing availability        (11,537)
Available borrowing capacity at December 31, 2003       $ 89,820

During the first quarter of 2004, Seaboard entered into two  new,
one-year  committed  credit  lines totaling  $45.0  million.   In
addition,  Seaboard's committed subsidiary credit lines  totaling
$80.0  million  were extended to April 30, 2004,  at  which  time
management  expects  to  extend them  for  one  additional  year.
During  2004,  Seaboard intends to extend its $20.0 million  non-
subsidiary committed credit facility expiring in May for  another
year,  and plans to evaluate the renewal of its remaining  credit
facilities.

Scheduled   long-term  debt  maturities  range  from   $42.0   to
$64.9  million per year over the next four years.  As  Seaboard's
existing   operations   currently  have   no   material   capital
expenditure  needs,  based on current expenditure  levels  it  is
anticipated  that  such  annual capital expenditures  will  range
between   $25-40   million.   Accordingly,  management   believes
Seaboard's  current  combination of  internally  generated  cash,
liquidity, capital resources and borrowing capabilities  will  be
adequate  for its existing operations.  Management does, however,
periodically review various alternatives for future financings to
provide  additional  liquidity for future  operating  plans.   As
management  intends to continue seeking future opportunities  for
expansion in the industries in which Seaboard operates,  such  as
the  potential second processing plant discussed above, depending
on the timing of such opportunities it may have to pursue various
financing alternatives at that time.

<PAGE>  13

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Contractual Obligations and Off-Balance-Sheet Arrangements

A  summary of the Seaboard's contractual cash obligations  as  of
December 31, 2003 is as follows:

(Thousands of dollars)         2004    2005    2006    2007    2008  Thereafter

Contract grower finishing
 agreements                  $  8,489 $ 7,789 $ 7,599 $ 7,505 $ 7,582  $ 65,533
Other  operating lease
 payments                      26,379   8,850   8,360   6,976   4,705     8,226
Total  lease obligations       34,868  16,639  15,959  14,481  12,287    73,759
Long-term  debt                56,983  60,258  41,975  64,880  13,845   140,597
Short-term notes payable       75,564       -       -       -       -         -
Other   purchase   commitments 98,312   1,814     288     288       -         -
Total cash obligations
 and commitments             $265,727 $78,711 $58,222 $79,649 $26,132  $214,356

To  support  the  operations of the Pork Division,  Seaboard  has
agreements in place with farmers to raise a portion of Seaboard's
hogs  according  to  specifications.   Under  the  terms  of  the
agreements, additional payments would be required if  the  grower
achieves  certain  performance standards.   The  contract  grower
finishing  obligations shown above do not include these incentive
payments which, given current operating performance, could  range
from  about  $1.0  to $1.5 million per year.  In  the  event  the
farmer is unable to perform at an acceptable level, Seaboard  has
the right to terminate the agreement.

The  Marine  segment  enters into short-term contracts  to  time-
charter vessels for use in its operations.  These commitments  of
$16.5  million  for  2004 are included above in  other  operating
lease payments.

The  Commodity Trading and Milling segment enters into  commodity
purchase  contracts,  primarily  to  support  sales  commitments.
These  purchase  commitments are not included in  the  commitment
table above as they are cancelable and may be settled net.  Using
December  31, 2003 spot prices to calculate commitments based  on
spot prices, the value of purchase contracts in place at December
31,  2003  totals $136.6 million.  See Note 11 to the Consolidated
Financial  Statements for a further discussion  and  for  a  more
detailed listing of other purchase commitments.

Seaboard  has also issued $3.3 million of guarantees  to  support
certain  activities  of  non-consolidated  affiliates  or   third
parties  who provide services for Seaboard.  See Note 11  to  the
Consolidated Financial Statements for a detailed discussion.

In  connection with Seaboard's December 31, 2001 sale  of  a  ten
percent  minority  interest in one of its  power  barges  in  the
Dominican  Republic, the buyer was given the option to  sell  its
interest back to Seaboard at any time until December 31, 2004 for
the  book  value at the time of the sale, pending  collection  of
outstanding  receivables.   During January  of  2004,  the  buyer
provided  notice to exercise the put option.  The book  value  of
this minority interest as of December 31, 2003 of $5.7 million is
included in minority and other non-controlling interests  on  the
Consolidated Balance Sheets.

In  early 2004, in conjunction with the Marketing Agreement  with
Triumph,  as  discussed  above,  Seaboard  committed  to  provide
Triumph with future financing of up to $1.75 million in the event
of   certain  specified  cost  over-runs  incurred  during  plant
development and construction.

RESULTS OF OPERATIONS

Net  sales  increased to a record $1,981.3 million for  the  year
ended    December   31,   2003   from   $1,829.3   million    and
$1,804.6 million for the years ended December 31, 2002 and  2001,
respectively.   The increase in net sales in 2003  was  primarily
the result of higher domestic market prices for pork products for
the  Pork  segment  and  higher  sales  for  the  Marine  segment
attributable to higher cargo volumes.  The increase in net  sales
in  2002  was  primarily the result of increased trading  volumes
from  expanding in certain existing and new trading  markets  for
the  Commodity Trading and Milling segment, partially  offset  by
lower  sales in the Pork segment as a result of lower sale prices
for pork products from increases in domestic meat supplies.

<PAGE>  14

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Operating  income improved to $68.8 million for 2003 compared  to
$47.1  million  in  2002 and $114.4 million in  2001.   The  main
component  of  this  improvement in 2003  compared  to  2002  was
increased  pork  prices.   Operating  income  for  the  Commodity
Trading and Milling segment declined slightly in 2003 as a result
of  changing crop conditions in southern Africa.  The  Sugar  and
Citrus  segment had record operating income in 2003  from  higher
sugar  prices.  The Marine and Power segment incurred significant
declines  in  their  operating income in 2003 reflecting  various
difficulties experienced in certain countries where they  conduct
business.   Operating income declined in 2002  compared  to  2001
primarily from lower sale prices for pork products.

Pork Segment

(Dollars in millions)                  2003      2002      2001

Net sales                           $ 735.7   $ 645.8   $ 772.4
Operating income (loss)             $  22.4   $ (13.9)  $  68.7

Net sales for the Pork segment increased in 2003 compared to 2002
primarily as a result of higher domestic market prices  for  pork
products.   The excess domestic meat supplies experienced  during
2002  resulted  in lower sales prices throughout  2002  and  into
early  2003, although prices have generally improved during  2003
compared  with  2002, especially in the fourth quarter  of  2003.
However,  prices have not returned to the levels achieved  during
2001 when world-wide supplies of meat products were lower.  Sales
volumes remained relatively unchanged for 2003 compared to 2002.

Operating income for the Pork segment increased in 2003  compared
to operating losses incurred during 2002.  The increase primarily
reflects  improved  market prices as discussed  above,  partially
offset  by higher costs of hogs purchased from third parties  for
processing  and  higher feed costs for hogs raised  by  Seaboard.
For  2003,  operating income also includes a  $3.8  million  LIFO
benefit (including a $7.5 million benefit in the fourth quarter),
reflecting increases in the number of Seaboard-raised  hogs  over
prior  year,  as  compared with a $6.2  million  LIFO  charge  to
earnings  in 2002 (including a $6.5 million charge in the  fourth
quarter).    Operating  income  for  2003  was   reduced   by   a
$2.5  million  charge  for  land development  costs  for  several
potential hog production sites that Seaboard determined it  would
no longer pursue.

Currently, management is unable to determine what, if any, effect
the discovery of mad cow disease in the United States in December
2003  will  have  on pork prices, although prices  have  remained
favorable  in  the  first two months of 2004.   While  unable  to
predict  future market prices for pork products, feed  costs  and
third  party  hogs, management currently expects  overall  market
conditions  to  continue  to be favorable  during  2004.   Future
results may also be adversely affected by the proposed packer ban
legislation as discussed in Note 11 to the Consolidated Financial
Statements.

Net sales for the Pork segment decreased in 2002 compared to 2001
as the result of lower 2002 pork prices.  Reduced world-wide meat
supplies during 2001 contributed to higher sales prices for  that
year.   During  2002,  domestic meat  supplies  increased,  which
resulted  in significantly lower sales prices compared  with  the
prior year.  Operating income for this segment decreased in  2002
compared to 2001 primarily as the result of the lower 2002  sales
prices,  as  discussed  above and higher  feed  costs,  partially
offset by a decrease in cost of third party hogs.

Commodity Trading and Milling Segment

(Dollars in millions)                  2003      2002      2001

Net sales                           $ 667.9   $ 652.1   $ 476.2
Operating income                    $  16.0   $  18.4   $  13.2
Loss from foreign affiliates        $  (0.4)  $  (3.8)  $  (4.5)

Net sales for the Commodity Trading and Milling segment increased
in  2003 compared to 2002.  The increase was primarily attributed
to  higher selling prices and increased commodity trading volumes
to  affiliates.  This revenue increase was partially offset by  a
decrease  in volume for third party customers during  2003  as  a
result of lower grain import demands in southern Africa primarily
from changed crop conditions.

<PAGE>  15

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Operating  income for this segment decreased in 2003 compared  to
2002.   Operating income decreased primarily from lower commodity
trading  activity  with third parties, as noted above,  increased
selling expenses and reserves for bad debts.  In addition, during
the latter half of 2003, increased demand for bulk cargo-carrying
vessels has caused a significant increase in charter hire  costs.
While  management believes its commodity futures and options  are
economic hedges of its firm purchase and sales contracts,  we  do
not  perform the extensive record-keeping required to account for
commodity transactions as hedges for accounting purposes.   As  a
result, operating income for 2003 includes a gain of $2.6 million
compared  to losses of $1.5 million for 2002 related to  mark-to-
market  adjustments.   See Note 9 to the  Consolidated  Financial
Statements  for  further discussion on accounting  for  commodity
derivatives.   Management is unable to predict future  sales  and
operating  results due to the challenging political and  economic
climates  under  which it operates, however, it  does  anticipate
remaining profitable in 2004.

Loss  from foreign affiliates decreased in 2003 compared to  2002
primarily  as  a  result  of improved operating  performance  for
several milling operations.  As a result of improved local market
conditions,  these operations were able to obtain  higher  prices
generally  for their products.  Due to the fluctuating  political
and  economic  climate  in  the  countries  in  which  the  grain
processing affiliates operate, management cannot predict  whether
results from these foreign affiliates will continue to improve in
2004.

Net  sales for this segment increased in 2002 compared  to  2001.
This  increase  is  primarily the result of  increased  commodity
trading  volumes of corn and wheat to third party customers  and,
to  a  lesser  extent,  increased  milling  revenues.   Commodity
trading  volumes  to  third  party customers  increased  in  2002
compared to 2001 as Seaboard focused its efforts on expanding  in
certain  existing  and  new  trading markets.   Milling  revenues
increased   primarily   as  a  result  of   favorable   operating
environments in certain foreign locations, which allowed  certain
mills  to increase production levels.  The Commodity Trading  and
Milling segment's operating income increased in 2002 compared  to
2001.   This  increase was primarily a result of increased  third
party trading volumes and increased production at certain foreign
milling operations as discussed above.

Loss  from foreign affiliates decreased in 2002 compared to 2001.
This decrease was primarily a result of a $1.0 million charge  in
2001  for  the other than temporary decline in value of a  shrimp
business  in  Ecuador due to recurring losses  in  that  business
partially  offset  by  lower 2002 operating  results  at  certain
African milling operations.

Marine Segment

(Dollars in millions)                  2003      2002      2001

Net sales                           $ 409.0   $ 383.4   $ 384.9
Operating income                    $   5.8   $  16.6   $  24.0

Net  sales  for the Marine segment increased in 2003 compared  to
2002 exceeding $400 million for the first time in this division's
twenty-year  history.  The increase primarily reflects  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
in  the  first  quarter.  The 2003 fourth  quarter  volumes  were
especially  strong  compared  to  2002.   These  increases   were
partially  offset  by a decrease in average  cargo  rates  and  a
significant  decline  in  volumes in the Venezuelan  and  related
markets.   Since March 2002, this segment's operations  began  to
experience  significant  declines in cargo  volumes  for  certain
South  American routes due primarily to the political instability
in  Venezuela.   Commercial activity in  Venezuela  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  in  2003
compared  2002, primarily reflecting the impact of the  political
instability  in  Venezuela, discussed above, higher  fuel  costs,
increased  charter hire costs and, to a lesser extent,  increased
selling  expenses as a result of new routes.  The Marine  segment
did  have higher operating income in the fourth quarter  of  2003
compared  to 2002 from increased volumes noted above, potentially
indicating   better  future  operating  results.   However,   the
duration and extent of reduced shipping demand attributed to  the
economic  contraction from the political instability in Venezuela
will continue to affect future results while shipping demand  for
affected  South American routes remains depressed.  In  addition,
charter  hire  rates  in  the fourth quarter  of  2003  increased
significantly  indicating  future  higher  operating  costs.   As
management    is   not   able   to   predict   to   what   extent

<PAGE>  16

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


economic conditions  will improve for the Venezuelan  and related
markets,  management   cannot   currently  predict  whether  this
segment  will  achieve  increased  operating  income during 2004.

Net sales for the Marine segment remained relatively constant  in
2002  compared to 2001.  Overall, cargo volumes increased in most
existing  markets  and certain new routes were added  during  the
fourth quarter of 2002.  These increases were partially offset by
significant declines in certain South American routes as a result
of  political  instability  in  Venezuela  throughout  2002.   In
addition,  in  December  2002  a  general  strike  commenced   in
Venezuela  resulting in the discontinuance of all port  calls  to
that  country.   The overall increase in cargo volumes  was  also
partially offset by generally lower cargo rates in 2002  compared
to  2001.   Operating income for the Marine segment decreased  in
2002  compared  to  2001,  as a direct result  of  the  political
instability in Venezuela throughout 2002 as discussed above.

Sugar and Citrus Segment

(Dollars in millions)                  2003      2002      2001

Net sales                           $  70.7   $  57.7   $  77.7
Operating income (loss)             $  18.8   $  16.3   $   6.6
Loss from foreign affiliates        $  (0.3)  $     -   $     -

Sales increased in 2003 compared to 2002 primarily as a result of
higher  sales  prices for sugar.  The peso  price  of  sugar  has
increased over 2002 prices to offset the effects of the  devalued
peso.   Partially  offsetting the increase in  sales  price  were
lower  sales  volumes  as a result of lower quantities  of  sugar
purchased  from  third  parties for resale.  While  not  able  to
predict sugar prices, management does not expect sales prices  to
continue to increase and believes prices may decline in  2004  as
the  sugar  harvest in Argentina during the second half  of  2003
yielded an abundant sugar supply.

Operating income for 2003 increased compared to 2002 primarily as
a  result  of the higher sugar prices partially offset by  higher
operating expenses as the local economy recovers.  While expenses
have  not  increased at the same rate as sugar prices, management
expects  production costs will continue to increase during  2004.
As future cost of sales will reflect the higher costs of the 2003
sugar harvest and production now in inventory, combined with  the
potential  for  lower  sugar  prices  in  2004  discussed  above,
management  expects  this  to result in  lower  operating  income
during  2004.   However, management expects operating  income  to
remain positive for 2004.  Operating income does not include  the
effects   of   the  material  currency  translation   losses   on
shareholders' equity and net earnings that were incurred in  2002
and  2001.   See Note 12 to the Consolidated Financial Statements
for further discussion.

In  2002,  net  sales for the Sugar and Citrus segment  decreased
compared  to  2001, primarily reflecting the devaluation  of  the
Argentine  peso  at  year-end  2001,  as  discussed  above.   The
reduction  was partially offset by increasing peso  sales  prices
for   sugar  and  increased  sales  volumes  from  export  sales.
Operating  income increased in 2002 compared to 2001,  reflecting
the  reduction  in  cost  of  goods  sold  as  a  result  of  the
devaluation  discussed  above and, to a lesser  extent,  improved
peso sales prices.

Power Segment

(Dollars in millions)                  2003      2002      2001

Net sales                           $  69.6   $  63.1   $  63.6
Operating income                    $   7.0   $  14.3   $  14.6

Net  sales  for the Power segment increased for 2003 compared  to
2002,   despite   curtailed  production  which  began   in   mid-
December 2003, primarily reflecting an increase in rates.  During
2003, spot prices increased primarily as a result of higher  fuel
costs,  a  component of pricing.  The contracts with large  power
users  reduce Seaboard's 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.

<PAGE>  17

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Operating  income decreased for 2003 compared to  2002  primarily
reflecting  an  increase in the allowance  of  doubtful  accounts
related  to  those government-related receivables, and  increased
transmission access tolls and fees.  For 2003, Seaboard  recorded
a  $4.5  million charge to earnings ($4.3 million in  the  fourth
quarter)  for an increase in the allowance for doubtful  accounts
compared  to a credit of $2.9 million in 2002 (all in the  fourth
quarter)   as  a  result  of  recovery  of  previously   reserved
receivables.    As  trade  receivables  for  this  segment   have
increased  significantly,  management continues  to  monitor  the
situation closely.   Pending resolution of the crisis within  the
country, management cannot predict at what level it will generate
electricity or whether this segment will be profitable for 2004.

Foreign  exchange losses included in other income  (expense)  for
this  segment  totaled  $6.7  million  during  2003  compared  to
$2.0  million  in  2002  and a stable  exchange  rate  for  2001.
Although  the  Company cannot predict foreign  currency  exchange
rates,  given  the  current economic condition in  the  Dominican
Republic, without funding support it is reasonable to assume that
there  is  the  potential for additional foreign currency  losses
during 2004.

Net  sales for the Power segment remained fairly constant in 2002
compared to 2001.  Operating income also remained fairly constant
in  2002  compared to 2001.  During 2002, increased  transmission
fees   incurred  in  conjunction  with  spot  market  sales  were
primarily offset by recovery of previously reserved receivables.

All Other Segments

(Dollars in millions)                  2003      2002      2001

Net sales                           $  28.5   $  27.1   $  29.8
Operating income (loss)             $   2.0   $  (0.8)  $  (8.8)
Loss from foreign affiliates        $ (20.6)  $ (13.0)  $  (5.0)

Net sales and operating income for all other businesses increased
for  the  year ended December 31, 2003 compared to 2002 primarily
from  improvements  in  the  Produce Division  and  discontinuing
certain  businesses during 2002 as discussed  below.   For  2004,
management  expects operating income for All  Other  Segments  to
remain positive.

The  loss from foreign affiliates represents Seaboard's share  of
losses  from  equity method investments in Fjord and a  Bulgarian
wine business.  Operating results for these investments have been
recorded  on a three-month lag.  Seaboard's share of losses  from
Fjord totaled $15.5 million for 2003, including $12.4 million for
Seaboard's share of asset impairment charges incurred  by  Fjord,
compared to losses of $10.2 million in 2002.  See Note 13 to  the
Consolidated Financial Statements for further discussion.  During
the  fourth  quarter of 2003, Seaboard sold its equity investment
in  Fjord  and  recognized a gain on the sale of  $18.0  million,
recorded in Other Investment Income.

The  Bulgarian  wine business (the Business), in  which  Seaboard
owns   approximately   37%,   went  through   a   troubled   debt
restructuring during 2003.  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 Seaboard  recorded  its  share,
$1.5  million,  during  2003.  See Note 13  to  the  Consolidated
Financial  Statements for further discussion.  In  addition,  the
Business  has  evaluated  the recoverability  of  its  long-lived
assets  based  on  projected future cash flows  and  accordingly,
management  believes  that there is not an other  than  temporary
decline  in value for this investment.  As of December 31,  2003,
Seaboard's book value of the investments in and advances  to  the
Business totaled $17.0 million.  Seaboard's share of losses  from
this Business totaled $5.0 million, $2.9 million and $3.7 million
for   the   years  ended  December  31,  2003,  2002  and   2001,
respectively.

Net  Sales  for All Other segments decreased in 2002 compared  to
2001  and  operating  loss improved for 2002  compared  to  2001.
These  fluctuations  are  primarily the  result  of  the  Produce
division's  decision to cease shrimp, pickle and  pepper  farming
operations  in  Honduras in late 2001 and, to  a  lesser  extent,
discontinuing  two  non-produce related small  businesses  during
early 2002.

The loss from foreign affiliates in 2002 includes a full year  of
Seaboard's share of losses from Fjord which totaled $10.2 million
compared to $1.3 million for two quarters of losses in 2001,  and
losses  from the Bulgarian wine business.  Fjord losses increased
in  2002  as a result of low worldwide salmon prices and  include
$3.8  million for Seaboard's share of charges incurred  to  close
and combine certain of Fjord's operations.

<PAGE>  18

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Selling, General and Administrative Expenses

Selling,  general  and administrative (SG&A)  expenses  increased
$15.1   million   to   $118.0  million   for   the   year   ended
December  31,  2003  compared to 2002.   The  increase  primarily
reflects  increased bad debt expense in the Power  and  Commodity
Trading  and Milling divisions as discussed above.  To  a  lesser
extent,  selling expenses also increased in the  Marine  and  the
Commodity  Trading and Milling divisions related to the expansion
of these businesses.  As a percentage of revenues, SG&A increased
to 6.0% in 2003 from 5.6% in 2002.

Selling,  general  and administrative (SG&A)  expenses  decreased
$12.3  million to $102.9 million in 2002 compared to 2001.   This
decrease is primarily a result of lower operating costs  for  the
Sugar  and Citrus segment reflecting the effects of the Argentine
peso  devaluation  on  peso  denominated  expenses,  recovery  of
previously  written-off  receivables in  the  Power  segment  and
discontinuing operations of certain other small businesses.  As a
percentage of revenues, SG&A decreased to 5.6% for 2002 from 6.4%
in 2001.

Interest Expense

Interest  expense  totaled  $26.8  million,  $22.7  million   and
$27.7  million  for the years ended December 31, 2003,  2002  and
2001,  respectively.   The  increase  in  2003  interest  expense
primarily reflects a higher average level of long-term borrowings
outstanding  during the year.  The decrease  in  2002  from  2001
primarily reflects lower average interest rates and, to a  lesser
extent,   a   lower   average  level  of  short-term   borrowings
outstanding during 2002.

Interest Income

Interest   income   totaled  $2.5  million,  $5.9   million   and
$8.5  million  for the years ended December 31,  2003,  2002  and
2001, respectively.  The decreasing trend since 2001 is primarily
due  to  a  decreasing  average level  of  invested  funds.   The
decrease for 2002 also reflects lower interest rates.

Other Investment Income, Net

Other  investment income, net totaled $21.4 million, $0.8 million
and  $4.8 million for the years ended December 31, 2003, 2002 and
2001, respectively.  In the fourth quarter of 2003, Seaboard sold
its equity investment in Fjord, recognizing a nontaxable gain  of
$18.0  million  on  the  sale.  See Note 3  to  the  Consolidated
Financial  Statements  for  further  discussion.   During   2001,
Seaboard  sold its shares of a long-term investment in a  foreign
company recognizing a gain of $3.7 million.

Foreign Currency Losses

Foreign  currency losses totaled $8.0 million, $17.1 million  and
$8.8  million  for the years ended December 31,  2003,  2002  and
2001,  respectively.  The weakening economy and liquidity  crisis
in  the  Dominican  Republic  during  2003  has  resulted  in   a
significant devaluation of the Dominican peso.  Foreign  currency
losses  in 2003 in the Power segment totaled $6.7 million related
to peso-denominated net assets compared to losses of $2.0 million
for  2002  and  a stable exchange rate in 2001.  Conversely,  the
Argentine  peso has remained fairly stable during 2003 after  two
years  of  significant  devaluation. The 2002  and  2001  foreign
currency  losses primarily reflect the Argentine peso devaluation
effect on the dollar denominated net liabilities of the Sugar and
Citrus  segment for those years which totaled $12.5  million  and
$7.8  million,  respectively.  See Note 12  to  the  Consolidated
Financial Statements for further discussion.  In addition, during
2003  and  2002, Seaboard experienced increased foreign  currency
losses  in its Commodity Trading and Milling division.   Seaboard
operates in many developing countries throughout the world.   The
political   and  economic  conditions  of  these  markets   cause
volatility in currency exchange rates and expose Seaboard to  the
risk of exchange loss.

<PAGE>  19

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


Miscellaneous, Net

Miscellaneous,  net  totaled  $7.4 million,  $(5.7)  million  and
$5.6  million  for the years ended December 31,  2003,  2002  and
2001,  respectively.  Included in 2003 and 2002 is  $7.0  million
and  $18.3  million  of  proceeds from settlements  of  antitrust
litigation  primarily arising out of purchases  of  vitamins  and
methionine, feed additives used by Seaboard.  Miscellaneous,  net
also  includes the impact of changing interest rates on  interest
rate  swap  agreements  which mature in 2011.   Seaboard  pays  a
weighted  average fixed rate of 5.52% on the notional  amount  of
$150.0  million and receives a variable interest rate in  return.
These  contracts  are marked-to-market.  During  2003  and  2002,
Seaboard  recorded  losses  of $2.3  million  and  $25.0  million
respectively,  related  to  these  swaps  reflecting  the  higher
contracted  fixed  rate compared to variable rates  during  those
years.   During 2001, Seaboard recognized a gain of $2.8  million
on these contracts as variable rates were higher than the average
fixed  rate.  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.  See Note 9 to
the Consolidated Financial Statements for additional discussion.

Income Tax Expense

During  2003,  Seaboard generated income from foreign  operations
which  it  plans to permanently invest overseas, free  from  U.S.
tax,  and  domestic source income.  In addition, while  the  2003
sale  of  Seaboard's equity interest in Fjord  generated  a  book
gain,  it  generated a capital loss for U.S. income tax purposes.
Because  of  the  uncertainty surrounding Seaboard's  ability  to
utilize this loss, the tax benefit of this loss was offset  by  a
valuation  allowance.  In the event Seaboard generates sufficient
capital  gains to utilize the capital losses, a tax benefit  will
be  recognized.  During 2002, Seaboard generated domestic  source
losses   and   also  recognized  a  one-time   tax   benefit   of
$14.3  million related to the cumulative basis difference in  the
Argentine  Sugar  and  Citrus subsidiary.   See  Note  7  to  the
Consolidated Financial Statements for further discussion.

OTHER FINANCIAL INFORMATION

Seaboard  is  subject  to various federal and  state  regulations
regarding environmental protection and land and water use.  Among
other  things, these regulations affect the disposal of livestock
waste  and  corporate  farming  matters  in  general.  Management
believes it is in compliance, in all material respects, with  all
such  regulations.   Laws and regulations  in  the  states  where
Seaboard  currently conducts its pork operations are restrictive.
Future  changes in environmental or corporate farming laws  could
affect the manner in which Seaboard operates its business and its
cost structure.

On  February 12, 2003, the Environmental Protection Agency  (EPA)
published  its  final regulations related to concentrated  animal
feeding operations (CAFOs) which are applicable to Seaboard's hog
confinement  operations.   The regulations  require  Seaboard  to
obtain  federal  National Pollutant Discharge Elimination  System
(NPDES)  Permits and to implement nutrient management plans  with
respect   to   virtually  all  of  Seaboard's   hog   confinement
operations.  Management believes that it will be able  to  obtain
the  requisite  permits  and  implement  the  requisite  nutrient
management plans without incurring expenditures which would  have
any material adverse effect on the financial condition or results
of operations.

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

CRITICAL ACCOUNTING ESTIMATES

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

Allowance for doubtful receivables - Management uses various data
and  historical  information to evaluate  the  adequacy  of  this
reserve for receivables estimated to be uncollectible as  of  the
consolidated   balance   sheet  date.   Changes   in   estimates,
developing  trends and other new information can have a  material
effect on future evaluations.  Seaboard's receivables are heavily
weighted  towards foreign receivables ($155.8 million or  73%  at

<PAGE>  20

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


December 31, 2003), including receivables from foreign affiliates
as  discussed  below  and  the  Power  segment,  which  generally
represent   more   of  a  collection  risk  than   its   domestic
receivables.   For  receivables  in  the  Power  segment,   which
operates  in the Dominican Republic (DR), Seaboard evaluates  the
adequacy  on a specific customer basis.  Historically, collection
patterns  in  the  DR have been sporadic and are sometimes  based
upon negotiated settlements for past due receivables resulting in
material  revisions to the allowance for doubtful  accounts  from
year-to-year.    See  Note  13  to  the  Consolidated   Financial
Statements  for  further discussion of 2003  events  in  the  DR.
Future  collections or lack thereof could result  in  a  material
charge or credit to earnings depending on the ultimate resolution
of each individual customer past due receivable.

Investments  in and advances to foreign affiliates  -  Management
uses  the equity method of accounting for these investments.   At
the   balance   sheet  date,  management  will  evaluate   equity
investments and related advances for a potential decline in value
deemed  other than temporary when management believes  conditions
warrant  such  an assessment.  If management believes  conditions
warrant  an  assessment,  such  assessment  is  based  on  future
projected  net cash flows expected to be generated by the  asset.
These projected cash flows are subjective in nature and are based
on  management's  best estimates and judgment.  In  addition,  in
most  cases  there is very little industry market data  available
for  the  countries  in  which  these  operations  conduct  their
business.   Since  these investments mostly involve  entities  in
foreign countries considered underdeveloped, changes in the local
economy  or  political  environment may occur  suddenly  and  can
materially  alter the evaluation and estimates  used  to  project
cash  flows.   In  most cases, Seaboard has an  ongoing  business
relationship through sales of grain to these entities  that  also
includes  receivables from these foreign affiliates.   Management
considers  the  long-term business prospects of such  investments
when  making  its  assessment.  At December 31, 2003,  the  total
investment   in   and   advances  to   foreign   affiliates   was
$46.7   million.   See  Note  5  to  the  Consolidated  Financial
Statements for further discussion.

Income Taxes - Income taxes are determined by management based on
current   tax   regulations  in  the  various  worldwide   taxing
jurisdictions  in  which  Seaboard  conducts  its  business.   In
various situations, accruals have been made for estimates of  the
tax  effects  for certain transactions, business structures,  the
estimated  reversal  of timing differences and  future  projected
profitability  of  Seaboard's various  business  units  based  on
management's interpretation of existing facts, circumstances  and
tax  regulations.   Should  new  evidence  come  to  management's
attention  which could alter previous conclusions  or  if  taxing
authorities  disagree with the positions taken by  Seaboard,  the
change  in estimate could result in a material adverse impact  on
the  financial statements.  As of December 31, 2003, Seaboard has
net  deferred  tax assets of $73.2 million, net of the  valuation
allowance  of $23.9 million, and net deferred tax liabilities  of
$140.6 million.  For the years ended December 31, 2003, 2002  and
2001,  income tax expense included $11.9 million, $(26.2 million)
and  $26.2 million for deferred taxes to federal, foreign,  state
and local taxing jurisdictions.

Contingent  liabilities - Management has  evaluated  the  various
exposures,   including  environmental  exposures  of   its   Pork
division,  as described in Note 11 to the Consolidated  Financial
Statements.    Based  on  currently  available  information   and
analysis,  management has analyzed the potential  probability  of
the  various exposures and believes that all such items have been
adequately accrued for and reflected in the consolidated  balance
sheet  as  of  December 31, 2003.  Changes in information,  legal
statutes  or events could result in management making changes  in
estimates  that  could  have a material  adverse  impact  on  the
financial statements.

DERIVATIVE INFORMATION

Seaboard is exposed to various types of market risks from its day-
to-day  operations.   Primary market risk exposures  result  from
changing  commodity prices, foreign currency exchange  rates  and
interest rates.  Changes in commodity prices impact the  cost  of
necessary  raw materials, finished product sales and  firm  sales
commitments.   Seaboard uses various grain and meal  futures  and
options  purchase contracts to manage certain risks of increasing
prices of raw materials and firm sales commitments.  Short  sales
contracts  are then used to offset the open purchase  derivatives
when  the related commodity inventory is purchased in advance  of
the   derivative  maturity,  effectively  canceling  the  initial
futures  or  option purchase contract.  From time  to  time,  hog
futures  are  used to manage risks of increasing prices  of  live
hogs   acquired  for  processing.   Because  changes  in  foreign
currency  exchange  rates impact the cash  paid  or  received  on
foreign  currency denominated receivables and payables,  Seaboard
manages  certain  of  these  risks through  the  use  of  foreign
currency forward exchange agreements.  Changes in interest  rates
impact the

<PAGE>  21

                SEABOARD CORPORATION
         Managements's Discussion & Analysis


cash  required to service variable rate debt. From time to  time,
Seaboard uses interest rate swaps to manage  risks  of increasing
interest rates.

Inventories  that  are sensitive to changes in commodity  prices,
including  carrying amounts at December 31, 2003  and  2002,  are
presented  in  Note  4 to the Consolidated Financial  Statements.
Raw material requirements, finished product sales, and firm sales
commitments  are  also sensitive to changes in commodity  prices.
The  tables below provide information about Seaboard's derivative
contracts  that  are  sensitive to changes in  commodity  prices.
Although  used to manage overall market risks, Seaboard does  not
perform  the  extensive record-keeping required  to  account  for
commodity  transactions  as  hedges.   Management  continues   to
believe its commodity futures and options are economic hedges and
not  speculative  transactions although they do  not  qualify  as
hedges for accounting purposes.  Since these derivatives are  not
accounted  for  as hedges, fluctuations in the related  commodity
prices  could  have a material impact on earnings  in  any  given
year.    The  following  tables  present  the  notional  quantity
amounts,  the  weighted  average contract  prices,  the  contract
maturities, and the fair values of the open commodity  derivative
positions at December 31, 2003.

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

Corn purchases - long   7,148,509  bushels  $  2.78       2004   $   662
Corn sales - short      3,167,605  bushels     3.00       2004      (150)
Wheat purchases - long  9,794,144  bushels     4.02       2004      (728)
Wheat sales - short     5,194,316  bushels     4.05       2004       597
Soybean meal purchases
 - long                   249,400  tons      220.16       2004     5,083
Soybean meal sales
 - short                  152,800  tons      231.43       2004    (1,764)

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

Soybean meal puts
 written - long             6,000  bushels  $  3.00       2004   $    12
Soybean meal puts
 purchased - short          6,000  bushels     3.50       2004       (12)
Corn puts written
 - long                 2,411,356  bushels     0.11       2004        (5)
Corn puts purchased
 - long                   500,000  bushels     0.04       2004        14
Corn calls purchased
 - long collars         1,000,000  bushels     0.05       2004        51

At  December  31,  2002, Seaboard had net  trading  contracts  to
purchase 11,454,000 bushels of grain (fair value of ($1,607,000))
and 98,400 tons of meal (fair value of $(10,000)).

The  table below provides information about the forward  currency
exchange agreements entered into by Seaboard's commodity  trading
business  and the related firm commitments and trade  receivables
and  financial instruments sensitive to foreign currency exchange
rates  at  December 31, 2003.  Information is presented  in  U.S.
dollar  equivalents and all contracts mature in 2004.  The  table
presents the notional amounts and weighted average exchange rate.
The   notional   amount  is  generally  used  to  calculate   the
contractual payments to be exchanged under the contract.

<PAGE>  22

                SEABOARD CORPORATION
         Managements's Discussion & Analysis



                                               Contract/       Change in
(Dollars in thousands)                      Historical Cost   Fair Values
Trading:
  Forward  exchange agreements
   (receive $U.S./pay  South  African
    rand (ZAR))                                $10,288           $   (89)

Nontrading:
 Accounts receivables and firmly committed
  sales contracts (denominated in ZAR)         $68,877           $ 2,764
 Accounts receivables and firmly committed
  sales contracts (denominated in Euro)        $   773           $    (2)
 Firmly committed purchase contracts
  (denominated in ZAR)                         $   196           $     5

 Related derivatives:
  Forward exchange agreements
   (receive $U.S./pay ZAR)                     $68,877           $(2,809)
  Forward exchange agreements
   (receive $U.S./pay Euro)                    $   773           $     2
  Forward Exchange agreements
   (receive ZAR/pay $U.S.)                     $   196           $    (5)

Average contractual exchange rates:
 Forward exchange agreements
  (receive $U.S./pay ZAR)                         7.06
 Forward exchange agreements
  (receive $U.S./pay Euro)                        0.83
 Forward exchange agreements
  (receive ZAR/pay $U.S.)                         6.58

At December 31, 2002, Seaboard had net agreements to exchange the
equivalent  of $105,447,000 of South African rand at  an  average
contractual  exchange rate of 10.01 ZAR to one  U.S.  dollar  and
$892,000  of  euros at an average rate of 0.99 euro to  one  U.S.
dollar.

The table below provides information about Seaboard's non-trading
financial instruments sensitive to changes in interest  rates  at
December  31,  2003.   For debt obligations, the  table  presents
principal cash flows and related weighted average interest  rates
by expected maturity dates.  At December 31, 2003, long-term debt
included  foreign subsidiary obligations of $2.5 million  payable
in  Argentine  pesos, $2.4 million denominated in CFA  francs  (a
currency   used  in  several  central  African  countries),   and
$2.0  million denominated in U.S. dollars.  At December 31, 2002,
long-term   debt  included  foreign  subsidiary  obligations   of
$2.6 million payable in Argentine pesos, $2.1 million denominated
in  CFA  francs,  and $2.0 million denominated in  U.S.  dollars.
Weighted  average variable rates are based on rates in  place  at
the  reporting date.  Short-term instruments including short-term
investments, non-trade receivables and current notes payable have
carrying  values that approximate market and are not included  in
this table due to their short-term nature.

(Dollars in thousands)   2004    2005    2006    2007    2008 Thereafter  Total

Long-term debt:
 Fixed rate            $55,474 $60,258 $41,975 $64,880 $13,845 $98,808 $335,240
 Average interest rate   7.02%   6.78%   6.87%   4.39%   5.70%   5.75%    6.02%
 Variable rate         $ 1,509 $     - $     - $     - $     - $41,789 $ 43,298
 Average interest rate   2.43%       -       -       -       -    1.3%    1.34%

Non-trading  financial  instruments  sensitive  to   changes   in
interest rates at December 31, 2002 consisted of fixed rate long-
term  debt totaling $328.7 million with an average interest  rate
of 7.21%, and variable rate long-term debt totaling $45.9 million
with an average interest rate of 1.69%.

Seaboard  entered  into  five, ten-year  interest  rate  exchange
agreements during 2001 in which Seaboard pays a stated fixed rate
and  receives  a  variable rate of interest on a  total  notional
amount  of $150.0 million.  As of December 31, 2003, the weighted
average fixed rate payable was 5.52% and the aggregate fair value
of  the  contracts  at December 31, 2003 of $(14.2)  million  was
recorded  in  accrued financial derivative  liabilities.   As  of
December  31,  2002, these agreements had a  net  fair  value  of
$(18.0) million.

<PAGE>  23

                SEABOARD CORPORATION


Responsibility for Financial Statements

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

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

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

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


Independent Auditors' Report

We  have audited the accompanying consolidated balance sheets  of
Seaboard  Corporation  and  subsidiaries  (the  Company)  as   of
December   31,  2003  and  2002,  and  the  related  consolidated
statements of earnings, changes in equity and cash flows for each
of  the  years in the three-year period ended December 31,  2003.
These consolidated financial statements are the responsibility of
the  Company's  management. Our responsibility is to  express  an
opinion on these consolidated financial statements based  on  our
audits.

We  conducted  our  audits in accordance with auditing  standards
generally  accepted  in  the  United  States  of  America.  Those
standards  require that we plan and perform the audit  to  obtain
reasonable  assurance about whether the financial statements  are
free of material misstatement. An audit includes examining, on  a
test  basis,  evidence supporting the amounts and disclosures  in
the  financial  statements. An audit also includes assessing  the
accounting  principles  used and significant  estimates  made  by
management, as well as evaluating the overall financial statement
presentation.  We  believe that our audits provide  a  reasonable
basis for our opinion.

In our opinion, the consolidated financial statements referred to
above  present  fairly, in all material respects,  the  financial
position   of  Seaboard  Corporation  and  subsidiaries   as   of
December  31, 2003 and 2002, and the results of their  operations
and  their  cash  flows for each of the years in  the  three-year
period  ended  December 31, 2003, in conformity  with  accounting
principles generally accepted in the United States of America.

As  discussed in Note 1 to the Consolidated Financial Statements,
the  Company adopted Statement of Financial Accounting  Standards
No.  143, "Accounting for Asset Retirement Obligations", and FASB
Interpretation  No.  46,  "Consolidation  of  Variable   Interest
Entities",  and  changed  its  method  of  accounting  for  costs
expected to be incurred during regularly scheduled drydocking  of
vessels  from the accrual method to the direct-expense method  in
2003.


                                    /s/ KPMG LLP


Kansas City, Missouri
February 23, 2004

<PAGE>  24

                SEABOARD CORPORATION
             Consolidated Balance Sheets


                                                            December 31,
(Thousands of dollars except per share amounts)         2003            2002

                               Assets
Current assets:
   Cash and cash equivalents                        $   37,377      $   23,242
   Short-term investments                               58,022          30,337
   Receivables:
      Trade                                            152,136         150,563
      Due from foreign affiliates                       47,979          41,360
      Other                                             13,257          26,047
                                                       213,372         217,970
      Allowance for doubtful receivables               (23,359)        (16,178)
        Net receivables                                190,013         201,792
   Inventories                                         276,033         243,949
   Deferred income taxes                                17,972          15,481
   Other current assets                                 35,419          42,896
        Total current assets                           614,836         557,697
Investments in and advances to foreign affiliates       46,680          83,855
Net property, plant and equipment                      643,968         621,593
Other assets                                            20,207          17,996
Total Assets                                        $1,325,691      $1,281,141

                       Liabilities and Stockholders' Equity
Current liabilities:
   Notes payable to banks                           $   75,564      $   76,112
   Current maturities of long-term debt                 56,983          55,869
   Accounts payable                                     61,817          67,464
   Accrued compensation and benefits                    42,509          35,633
   Accrued financial derivative liabilities             20,109          33,630
   Income taxes payable                                 19,692          17,583
   Other accrued liabilities                            67,416          70,071
      Total current liabilities                        344,090         356,362
Long-term debt, less current maturities                321,555         318,746
Deferred income taxes                                   85,295          71,509
Other liabilities                                       46,720          40,639
      Total non-current and deferred liabilities       453,570         430,894
Minority and other noncontrolling interests              7,466           7,154
Commitments and contingent liabilities
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                (61,527)        (67,284)
   Retained earnings                                   580,837         552,760
      Total stockholders' equity                       520,565         486,731
Total Liabilities and Stockholders' Equity          $1,325,691      $1,281,141

                See accompanying notes to consolidated financial statements.

<PAGE>  25

                SEABOARD CORPORATION
         CONSOLIDATED STATEMENTS OF EARNINGS


                                                  Years ended December 31,
(Thousands of dollars except per share amounts) 2003        2002        2001
Net sales:
 Products                                    $1,474,101  $1,365,314 $1,342,889
 Service revenues                               437,617     400,887    398,149
 Other                                           69,622      63,106     63,572
   Total net sales                            1,981,340   1,829,307  1,804,610
Cost of sales and operating expenses:
 Products                                     1,362,904   1,296,370  1,202,752
 Services                                       379,681     337,177    329,773
 Other                                           51,934      45,717     42,545
   Total cost of sales and operating expenses 1,794,519   1,679,264  1,575,070
Gross income                                    186,821     150,043    229,540
Selling, general and administrative expenses    118,035     102,918    115,188
   Operating income                              68,786      47,125    114,352
Other income (expense):
   Interest expense                             (26,847)    (22,659)   (27,732)
   Interest income                                2,520       5,887      8,500
   Other investment income, net                  21,440         757      4,823
   Loss from foreign affiliates                 (21,274)    (16,826)    (9,508)
   Minority and other noncontrolling interests     (332)     (1,087)         -
   Foreign currency loss, net                    (7,965)    (17,143)    (8,776)
   Miscellaneous, net                             7,393      (5,696)     5,564
     Total other income (expense), net          (25,065)    (56,767)   (27,129)
Earnings (loss) before income taxes and
 cumulative effect of changes in accounting
 principles                                      43,721      (9,642)    87,223
Income tax benefit (expense)                    (14,747)     23,149    (35,234)
Earnings before cumulative effect of changes
 in accounting principles                        28,974      13,507     51,989
Cumulative effect of changes in accounting for
 asset retirement obligations, drydock accruals,
 and variable interest entities, net of income
 tax expense of $52                               2,868           -          -
Net earnings                                 $   31,842  $   13,507 $   51,989
Net earnings per common share:
Net earnings before cumulative effect of
 changes in accounting principles            $    23.08  $     9.38 $    34.95
Cumulative effect of changes in accounting for
 asset retirement obligations, drydock accruals,
 and variable interest entities                    2.29           -          -
Net earnings per common share                $    25.37  $     9.38 $    34.95
Dividends declared per common share          $     3.00  $     2.50 $     1.00
Average number of shares outstanding          1,255,054   1,439,753  1,487,520
Pro forma amounts assuming changes in
 accounting for asset retirement obligations,
 drydock accruals, and variable interest
 entities were applied retroactively:
   Net earnings                              $   28,800  $   13,373 $   51,890
   Net earnings per common share             $    22.95  $     9.29 $    34.88

               See accompanying notes to consolidated financial statements.
<PAGE>  26

<TABLE>
                SEABOARD CORPORATION
     Consolidated Statements of Changes in Equity
<CAPTION>
                                                                       Accumulated
                                                                          Other
(Thousands of dollars                 Common   Treasury   Additional  Comprehensive   Retained
 except per share amounts)             Stock    Stock      Capital        Loss        Earnings    Total
<S>                                   <C>      <C>         <C>         <C>            <C>        <C>
Balances, January 1, 2001             $1,790   $(302)      $ 13,214    $   (106)      $526,089   $540,685
Comprehensive loss
   Net earnings                                                                         51,989     51,989
   Other comprehensive loss net
     of income tax benefit of $115:
       Foreign currency translation
        adjustment                                                      (62,433)                  (62,433)
       Unrealized loss on investments                                      (213)                     (213)
       Unrecognized pension cost                                         (1,273)                   (1,273)
       Cumulative effect of SFAS 133
         adoption related to deferred
         gains on interest rate swaps                                     1,352                     1,352
       Amortization of deferred
         gains on interest rate swaps                                      (200)                     (200)
Comprehensive loss                                                                                (10,778)
Dividends on common stock                                                               (1,487)    (1,487)
Balances, December 31, 2001            1,790    (302)        13,214     (62,873)       576,591    528,420
Comprehensive income
   Net earnings                                                                         13,507     13,507
   Other comprehensive income net
     of income tax benefit of $37,557:
       Foreign currency translation
        adjustment                                                           33                        33
       Unrealized gain on investments                                       282                       282
       Unrecognized pension cost                                         (4,526)                   (4,526)
       Amortization of deferred
         gains on interest rate swaps                                      (200)                     (200)
Comprehensive income                                                                                9,096
Repurchase of common stock and
  cancellation of treasury stock        (535)    302        (13,214)                   (33,794)   (47,241)
Dividends on common stock                                                               (3,544)    (3,544)
Balances, December 31, 2002            1,255       -              -     (67,284)       552,760    486,731
Comprehensive income
   Net earnings                                                                         31,842     31,842
   Other comprehensive income net
     of income tax benefit of $3,470:
       Foreign currency translation
        adjustment                                                        6,065                     6,065
       Unrealized loss on investments                                      (104)                     (104)
       Unrecognized pension cost                                             27                        27
       Unrealized loss on cash flow
        hedges                                                              (30)                      (30)
       Amortization of deferred
         gains on interest rate swaps                                      (201)                     (201)
Comprehensive income                                                                               37,599
Dividends on common stock                                                               (3,765)    (3,765)
Balances, December 31, 2003           $1,255   $   -       $      -    $(61,527)      $580,837   $520,565

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

<PAGE>  27


                SEABOARD CORPORATION
        Consolidated Statements of Cash Flows

                                                     Years ended December 31,
(Thousands of dollars)                               2003      2002      2001
   Cash flows from operating activities:
   Net earnings                                   $ 31,842 $  13,507 $  51,989
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                64,203    52,636    55,800
       Loss from foreign affiliates                 21,274    16,826     9,508
       Other investment income, net                (21,440)     (757)   (4,823)
       Foreign currency exchange (gains) losses     (3,775)   15,552     7,830
       Cumulative effect of accounting changes,
        net                                         (2,868)        -         -
       Deferred income taxes                         7,773   (26,244)   26,086
       Loss (gain) from sale of fixed assets         1,280    (1,452)   (1,958)
   Changes in current assets and liabilities:
        Receivables, net of allowance               14,067   (28,408)    7,085
        Inventories                                (28,983)  (50,917)   (8,831)
        Other current assets                        12,039    (3,292)  (21,725)
        Current liabilities exclusive of debt       (7,634)   41,693    31,202
   Other, net                                        3,913    (1,658)    7,065
Net cash from operating activities                  91,691    27,486   159,228
   Cash flows from investing activities:
   Purchase of short-term investments              (88,453) (129,806) (388,786)
   Proceeds from the sale of short-term
    investments                                     51,246   223,643   270,204
   Proceeds from the maturity of short-term
    investments                                        165     2,725    84,016
   Proceeds from disposition of investment in
    foreign affiliate                               37,390         -         -
   Investments in and advances to foreign
    affiliates, net                                 (1,388)  (27,674)   (5,048)
   Capital expenditures                            (31,472) (149,879)  (54,962)
   Other, net                                       10,490     9,487     7,101
Net cash from investing activities                 (22,022)  (71,504)  (87,475)
   Cash flows from financing activities:
   Notes payable to banks, net                        (548)   38,409   (42,777)
   Proceeds from issuance of long-term debt              -   109,000         -
   Principal payments of long-term debt            (52,922)  (51,352)  (31,773)
   Purchase of common stock                              -   (47,241)        -
   Sale of minority interest in a controlled
    subsidiary                                           -         -     5,000
   Dividends paid                                   (3,765)   (3,544)   (1,487)
   Bond construction fund                              654       563     3,116
   Other, net                                       (1,588)        -         -
Net cash from financing activities                 (58,169)   45,835   (67,921)
Effect of exchange rate change on cash               2,635    (1,572)     (595)
Net change in cash and cash equivalents             14,135       245     3,237
Cash and cash equivalents at beginning of year      23,242    22,997    19,760
Cash and cash equivalents at end of year          $ 37,377 $  23,242 $  22,997

            See accompanying notes to consolidated financial statements.

<PAGE>  28

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 1

Summary of Significant Accounting Policies

Operations of Seaboard Corporation and its Subsidiaries

Seaboard  Corporation  and  its  subsidiaries  (Seaboard)  is   a
diversified international agribusiness and transportation company
primarily engaged domestically in pork production and processing,
and  cargo shipping.  Overseas, Seaboard is primarily engaged  in
commodity   merchandising,  flour   and   feed   milling,   sugar
production, and electric power generation.  Seaboard  Flour,  LLC
(the  Parent  Company)  is  the  owner  of  70.7%  of  Seaboard's
outstanding common stock.

Principles of Consolidation and Investments in Affiliates

The  consolidated financial statements include  the  accounts  of
Seaboard  Corporation and its domestic and foreign  subsidiaries.
All  significant intercompany balances and transactions have been
eliminated  in  consolidation.  The investments in non-controlled
affiliates  are  accounted for by the equity  method.   Financial
information  from certain foreign subsidiaries and affiliates  is
reported  on a one- to three-month lag depending on the  specific
entity.

Short-term Investments

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

Accounts Receivable

Accounts  receivable  are  recorded at the  invoiced  amount  and
primarily  do  not  bear  interest.  The allowance  for  doubtful
accounts  is  Seaboard's best estimate of the amount of  probable
credit  losses  in Seaboard's existing accounts receivable.   For
most  operating segments, Seaboard uses a specific identification
approach  to  determine,  in  management's  best  judgment,   the
collection  value of certain past due accounts.  For the  Marine,
and  Sugar  and  Citrus  segments,  the  allowance  for  doubtful
accounts  is  based on an aging percentage methodology  primarily
based  on historical write-off experience.  Seaboard reviews  its
allowance  for doubtful accounts monthly.  Account  balances  are
charged  off against the allowance after all means of  collection
have  been exhausted and the potential for recovery is considered
remote.

Inventories

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

Property, Plant and Equipment

Property,  plant and equipment are carried at cost and are  being
depreciated  generally on the straight-line  method  over  useful
lives  ranging from 3 to 30 years.  Property, plant and equipment
leases  which  are deemed to be installment purchase  obligations
have  been  capitalized and included in the property,  plant  and
equipment  accounts.   Routine maintenance,  repairs,  and  minor
renewals  are  charged  to operations while  major  renewals  and
improvements are capitalized.

Deferred Grant Revenue

Included  in other liabilities at December 31, 2003 and  2002  is
$9,010,000  and  $9,434,000,  respectively,  of  deferred   grant
revenue.   Deferred grant revenue represents economic development
funds  contributed by government entities that  were  limited  to
construction  of  a hog processing facility in Guymon,  Oklahoma.
Deferred  grants are being amortized to income over the  life  of
the assets acquired with the funds.

Income Taxes

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

<PAGE>  29

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Revenue Recognition

Revenue  of the containerized cargo service is recognized ratably
over  the transit time for each voyage.  Revenue of the commodity
trading business is recognized when the commodity is delivered to
the  customer.  Revenues from all other commercial exchanges  are
recognized at the time title to the goods transfers to the buyer.

Use of Estimates

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

Impairment of Long-lived Assets

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

Earnings Per Common Share

Earnings  per  common  share are based upon  the  average  shares
outstanding  during the period.  Average shares outstanding  were
1,255,054,  1,439,753 and 1,487,520 for the years ended  December
31,  2003,  2002  and  2001,  respectively.   Basic  and  diluted
earnings per share are the same for all periods presented.

Cash and Cash Equivalents

For  purposes  of  the  consolidated statements  of  cash  flows,
management   considers   all  demand   deposits   and   overnight
investments  as  cash equivalents.  Included in accounts  payable
are  outstanding checks in excess of cash balances of $16,935,000
and $23,782,000 at December 31, 2003 and 2002, respectively.  The
amounts paid for interest and income taxes are as follows:

                                       Years ended December 31,
(Thousands of dollars)                  2003     2002     2001

Interest (net of amounts capitalized) $26,891  $21,310  $29,182
Income taxes                            3,039    2,856    2,557

Supplemental Noncash Transactions

As of December 31, 2003, Seaboard consolidated the balance sheets
of  certain  variable interest entities as required by  Financial
Accounting Standards Board (FASB) Interpretation No. 46,  revised
December  2003  (FIN 46) resulting in an increase  in  net  fixed
assets,  related  debt  and  other non-controlling  interests  of
$31,717,000, $31,492,000 and $1,619,000, respectively.  See below
for  further discussion under the caption Accounting Changes  and
New Accounting Standards.

During  2003,  in  connection with the purchase  of  certain  hog
production  facilities  previously  leased  under  master   lease
agreements,  Seaboard recorded fixed assets  of  $25,042,000  and
assumed debt and a related interest payable totaling $24,507,000.
See Note 6 for additional information.

During  2002,  Seaboard  also  acquired  previously  leased   hog
production   facilities   valued  at  $117,535,000   assuming   a
$10,000,000 bond payable and $2.2 million of related  funds  held
in trust which were used to repay a portion of the bonds assumed.
This purchase was financed primarily with proceeds from a private
placement of senior notes as discussed in Note 8.

As  more  fully  described  in Note 12,  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 2003, this segment recorded non-cash net  gains
of  $3,775,000  related  to the revaluation  of  certain  dollar-
denominated  net liabilities compared to non-cash net  losses  of
$15,552,000 and $7,830,000 for 2002 and 2001, respectively.   The
following  table  shows  the non-cash

<PAGE>  30

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


impact  of   the   change   in  exchange   rates on various peso-
denominated balance  sheet  items caused  by  the Argentine  peso
devaluation during 2002 and 2001, and its subsequent strengthening
during 2003.

                                                 Years ended December 31,
Increase (Decrease) (Thousands of dollars)       2003      2002      2001

Working capital                               $  7,545  $(17,177) $(22,355)
Fixed assets                                     6,545   (35,302)  (47,244)
Other long-term net assets or liabilities          (62)   (2,107)      625

As  more  fully  described in Note 2, during 2001  $1,007,000  in
previously   recorded   payables  was  contributed   as   partial
consideration received for the sale of a minority interest  in  a
power barge.

Foreign Currency Transactions and Translation

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

Seaboard's Sugar and Citrus segment and two foreign affiliates (a
Bulgarian wine business and a flour and feed milling operation in
Kenya), use local currency as their functional currency.   Assets
and  liabilities  of  these subsidiaries are translated  to  U.S.
dollars at year-end exchange rates, and income and expense  items
are  translated  at  average rates during the year.   Translation
gains   and   losses   are  recorded  as  components   of   other
comprehensive  loss.   U.S.  dollar  denominated  net  asset   or
liability conversions to the local currency are recorded  through
income.

Derivative Instruments and Hedging Activities

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

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

Adoption  of  SFAS  133  resulted  in  adjustments  during   2001
primarily  to Seaboard's balance sheet as derivative  instruments
and  related  agreements and deferred amounts  were  recorded  as
assets  and liabilities with corresponding adjustments  to  other
comprehensive  loss  or  earnings.  The adoption  resulted  in  a
cumulative-effect-type adjustment increasing other  comprehensive
income  by  $1,352,000, net of related income taxes, as  deferred
proceeds   from   previously  terminated  swap  agreements   were
reclassified  from  liabilities.  The adoption  did  not  have  a
material impact on net earnings or cash flows.

<PAGE>  31

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Transactions with Parent Company

As of December 31, 2003 and 2002, Seaboard had a liability to the
Parent Company of $15,000 and $51,000, respectively for a deposit
to  pay  for  any  miscellaneous operating expenses  incurred  by
Seaboard on behalf of the Parent Company.  At December 31,  2001,
Seaboard  had  a  long-term receivable balance  from  the  Parent
Company  of $8,576,000.  Interest on this receivable was  charged
at  the prime rate.  In the first quarter of 2002, the receivable
was  formalized  into Promissory Notes payable upon  demand,  was
collateralized by 100,000 shares of Seaboard stock, and  Seaboard
advanced  an  additional  $1,553,000 to the  Parent  Company  and
changed the interest rate to be the greater of the prime rate  or
7.88%   per   annum.   In  October  2002,  Seaboard   effectively
repurchased common stock from its Parent Company and  the  Parent
Company  repaid  the Promissory Note in full.   Related  interest
income for the years ended December 31, 2002 and 2001 amounted to
$634,000  and  $580,000, respectively.  See Note 12  for  further
discussions.

Accounting Changes and New Accounting Standards

Effective   January  1,  2003,  Seaboard  adopted  Statement   of
Financial Accounting Standard No. 143 (SFAS 143), "Accounting for
Asset  Retirement Obligations," which required Seaboard 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.  Management  has  performed
detailed assessments and obtained the appraisals to estimate  the
future retirement costs and, accordingly, on January 1, 2003, the
cumulative  effect  of  the  change in accounting  principle  was
recorded with a charge to earnings of $2,195,000 ($1,339,000  net
of  tax, or $1.07 per common share), 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
depreciated  over  the economic life of the related  asset.   The
annual accretion of the liability of $420,000 and depreciation of
the  assets  of $124,000 during 2003 decreased operating  income,
net  earnings  and  net earnings per common  share  by  $544,000,
$332,000 and $0.26 per share, respectively.  The accrued  closure
obligation  of  $6,086,000 as of December 31, 2003 also  reflects
$250,000  related to sites added during 2003.   If  Seaboard  had
adopted  SFAS  143  retroactively to January 1,  2001,  operating
income, net earnings and net earnings per common share would have
decreased   by   $526,000,  $321,000   and   $0.22   per   share,
respectively,  for  2002  and $441,000, $269,000  and  $0.18  per
share, respectively, for 2001.

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, Seaboard
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.   Management  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 balance of the accrued liability for drydock
maintenance  as  of  December 31, 2002 for its Marine,  Commodity
Trading  and Milling, and Power segments was reversed,  resulting
in  an  increase  in  earnings of $6,393,000 ($4,987,000  net  of
related  tax expense, or $3.97 per common share) as a  cumulative
effect  of  a  change in accounting principle.  The  change  from
accruing  in advance to expensing as incurred increased operating
income,  net  earnings  and  net earnings  per  common  share  by
$1,420,000, $1,076,000 and $0.86 per share, respectively,  during
2003.    If   the  change  in  accounting  principle   was   made
retroactively to January 1, 2001, operating income, net  earnings
and  net  earnings  per  common share  would  have  increased  by
$341,000, $413,000, and $0.29 per share, respectively, for  2002,
and $556,000, $431,000, and $0.29 per common share, respectively,
for 2001.

In  2003,  the  FASB  issued FIN 46, "Consolidation  of  Variable
Interest  Entities" (VIEs).  FIN 46 applies to  entities  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.    As   of
December  31,  2003, Seaboard adopted FIN 46  and  performed  the
required  analysis  to  determine  whether  its  non-consolidated
affiliates  or other arrangements qualified as VIEs  pursuant  to
the requirements.  Based on these evaluations, the VIEs for which
Seaboard  was  determined  to  be  the  primary  beneficiary  are
discussed  in the following paragraph.  In the event  of  certain
changes  in  structure as defined in FIN 46,  Seaboard  will  re-
evaluate those relationships as needed.

<PAGE>  32

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Seaboard  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
Pork  segment's  vertically integrated hog  production.   Through
December  31,  2003  these arrangements  were  accounted  for  as
operating  leases.   These  facilities  are  owned  by  companies
considered  to  be  VIEs in accordance with  FIN  46,  for  which
Seaboard  is  deemed to be the primary beneficiary.  Accordingly,
Seaboard consolidated these entities as of December 31, 2003.  In
December 2003, Seaboard assumed the bank debt (with a balance  of
$29,895,000  at  December  31, 2003)  of  one  VIE.   Under  that
Facility  Agreement,  which supplies  approximately  14%  of  the
Seaboard-owned  hogs  processed at the plant,  Seaboard  has  the
right  to  acquire any or all of the properties at  the  adjusted
production  cost,  as defined.  In the event  Seaboard  does  not
acquire  any property which it has ceased to lease, Seaboard  has
the obligation for any deficiency between the adjusted production
cost  of the property and the price for which it is sold.  As  of
December  31, 2003, the adjusted production cost of  these  fixed
assets  was $30,699,000.  Consolidation of these VIEs on December
31,  2003, including the debt assumption, increased fixed assets,
debt and non-controlling interest by $31,717,000, $31,492,000 and
$1,619,000,  respectively,  and  decreased  net  liabilities   by
$116,000,  with  a  cumulative effect of a change  in  accounting
principle  for  the  excess  of  fixed  asset  depreciation  over
mortgage loan amortization of $1,278,000, ($780,000 net  of  tax,
or  $0.62  per  common share).  If the consolidation requirements
would  have  been  applied  retroactively  to  January  1,  2001,
operating income, net earnings, and net earnings per common share
would   have   decreased  by  $252,000,   $174,000   and   $0.14,
respectively for 2003, $370,000, $226,000 and $0.16, respectively
for 2002, and $428,000, $261,000 and $0.18 respectively for 2001.


Note 2

Dispositions of Businesses

Effective December 31, 2001, Seaboard sold a ten percent minority
interest  in its power barge placed in service during the  fourth
quarter  of  2000  in  the  Dominican  Republic  for  $6,007,000,
consisting  of  $5,000,000  cash and  $1,007,000  in  contributed
payables  previously recorded by Seaboard.  No gain or  loss  was
recognized on the sale.  As part of the sale agreement, the buyer
has  the option to sell its interest back to Seaboard at any time
until  December 31, 2004 for the recorded book value at the  time
of  the  sale,  pending  collections of outstanding  receivables.
During  January 2004, the buyer provided notice to  exercise  his
option.   As  of  December 31, 2003, the recorded book  value  of
$5,740,000  is  included  in minority and  other  non-controlling
interests on the Consolidated Balance Sheets.


Note 3

Investments

Seaboard's  short-term marketable debt securities are treated  as
available-for-sale securities and are stated at their fair market
values,    which   approximates   amortized    cost.     As    of
December 31, 2003, no investment is valued at less than its cost.
All  available for sale securities are readily available to  meet
current  operating  needs.  The following is  a  summary  of  the
estimated  fair value of available-for-sale securities classified
as short-term investments at December 31, 2003 and 2002.

                                                     December 31,
(Thousands of dollars)                              2003      2002

Obligations of states and political subdivisions  $24,520   $10,765
Money market funds                                 33,502    19,572
Total short-term investments                      $58,022   $30,337

<PAGE>  33

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Other investment income for each year is as follows:

                                        Years ended December 31,
(Thousands of dollars)                  2003     2002       2001
Realized gain on sale/exchange of
 non-controlled affiliates            $18,036  $     -   $ 18,745
Loss from other-than-temporary
 decline in investment value                -        -    (18,635)
Realized gain on sale of securities     1,081      383      1,192
Other                                   2,323      374      3,521
Other investment income, net          $21,440  $   757   $  4,823

Through May 2001, Seaboard owned a 42.5% non-controlling interest
in  a  joint venture in Maine primarily engaged in the production
and  processing  of  salmon  and other  seafood  products.   This
investment  was  accounted for using the equity method.   In  May
2001,  this  joint venture completed a merger with Fjord  Seafood
ASA   (Fjord),  an  integrated  salmon  producer  and   processor
headquartered  in  Norway.   The  merger  resulted  in   Seaboard
exchanging  its interest for 5,950,000 shares, or 7%,  of  common
stock of Fjord.  Based on the fair market value of Fjord stock on
May  2,  2001,  as  quoted on the Oslo Stock  Exchange,  Seaboard
recognized  a  gain in the second quarter of 2001 of  $18,745,000
($11,434,000 after taxes) related to this transaction.

In  mid-August  2001, Fjord's management announced  significantly
lower  operating results primarily caused by sustained low market
prices  for salmon resulting in a decline of Fjord's stock price.
On  September 28, 2001, Fjord's management announced plans for  a
Norwegian  Kroner  (NOK) 700 million private placement  to  raise
needed  capital.  As a result of the events discussed  above  and
the  amount of the per share price decline, management determined
the  decline in value of its total investment in Fjord was  other
than  temporary.  As a result, a charge to earnings was  recorded
in  the third quarter of 2001 for $18,635,000 ($11,367,000  after
taxes).  In November 2001, Fjord completed the private placement.
As part of this plan, Seaboard invested an additional $10,779,000
for  15,800,000  shares  at  NOK  6  per  share,  increasing  its
ownership  to  approximately 11%.  During the  third  quarter  of
2002,  Seaboard increased its ownership in Fjord to approximately
21%  (see  Note 5).  During the fourth quarter of 2003,  Seaboard
sold  its equity investment for $37,273,000, resulting in a  gain
on   the   sale  of  $18,036,000,  which  includes  approximately
$3,537,000  of  foreign  currency  translation  gains  previously
recorded  through other comprehensive income.  The gain  was  not
subject  to  tax.  See Note 7 for further discussion of  the  tax
treatment.


Note 4

Inventories

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

                                                               December 31,
(Thousands of dollars)                                        2003      2002
At lower of LIFO cost or market:
      Live hogs & materials                                 $142,396  $129,386
      Dressed pork & materials                                22,220    21,198
                                                             164,616   150,584
      LIFO allowance                                          (7,608)  (11,422)
              Total inventories at lower of LIFO cost or
               market                                        157,008   139,162
At lower of FIFO cost or market:
      Grain, flour and feed                                   87,831    80,618
      Sugar produced & in process                             14,807     9,929
      Other                                                   16,387    14,240
              Total inventories at lower of FIFO cost or
               market                                        119,025   104,787
               Total inventories                            $276,033  $243,949

<PAGE>  34

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements

The  use  of  the  LIFO  method increased 2003  net  earnings  by
$2,327,000 ($1.85 per common share) and decreased net earnings in
2002  and  2001  by  $3,777,000  ($2.62  per  common  share)  and
$2,992,000 ($2.01 per common share), respectively.  If  the  FIFO
method  had  been  used  for  certain  inventories  of  the  Pork
Division,  inventories would have been $7,608,000 and $11,422,000
higher  than  those  reported  at December  31,  2003  and  2002,
respectively.


Note 5

Investments in and Advances to Foreign Affiliates

Seaboard's  investments in and advances to  non-controlled,  non-
consolidated  foreign  affiliates are primarily  with  businesses
conducting  flour,  maize  and feed milling.   The  location  and
percentage ownership of these foreign affiliates are as  follows:
Angola  (45%),  the Democratic Republic of Congo  (50%),  Lesotho
(50%),  Kenya  (35%),  Mozambique (50%) and Nigeria  (45-48%)  in
Africa;  Ecuador (50%) in South America; and Haiti (33%)  in  the
Caribbean.  In addition, Seaboard owns a 37% investment  in,  and
has  made  advances to a wine business in Bulgaria.   The  equity
method is used to account for these investments.

The  investments in foreign affiliates are primarily  carried  at
Seaboard's share of equity in the underlying net assets  of  each
subsidiary.   Certain of these foreign affiliates  operate  under
restrictions   imposed   by   local   governments   which   limit
management's  ability  to  have significant  influence  on  their
operations.  These restrictions have resulted in a loss in  value
of  these investments and advances that are other than temporary.
Use  of the equity method was suspended for these investments and
the impairment charge to earnings was recorded in years prior  to
2001.

As  discussed  in  Note  3, during the fourth  quarter  of  2003,
Seaboard   sold  its  equity  investment  in  Fjord,   previously
accounted for as a non-controlled foreign affiliate.  During  the
third  quarter  of  2002, Seaboard purchased for  $26,908,000  an
additional 66,666,667 shares of Fjord increasing its ownership to
21%.

During  2003,  the  Bulgarian wine business (the  Business)  went
through  a troubled debt restructuring.  See Note 13 for  further
discussion.   In addition, as of December 31, 2003, the  Business
evaluated  the recoverability of its long-lived assets  based  on
projected   future   cash  flows.   Based  on  this   evaluation,
management  does  not  believe there is  an  other-than-temporary
decline  in value for this investment.  As of December 31,  2003,
the  book value of Seaboard's investments in and advances to  the
Business totaled $17,027,000.

Seaboard  generally is the primary provider of choice for  grains
and  supplies purchased by the non-controlled foreign  affiliates
primarily  conducting  grain  processing.   Sales  of  grain  and
supplies to these non-consolidated foreign affiliates included in
consolidated  net  sales for the years ended December  31,  2003,
2002   and  2001  amounted  to  $148,318,000,  $124,151,000   and
$113,191,000,  respectively.   At December  31,  2003  and  2002,
Seaboard  had  $28,040,000  and  $27,151,000,  respectively,   of
investments  in and advances to, and $46,434,000 and $41,308,000,
respectively, of receivables due from, these foreign affiliates.

Combined  condensed financial information of the  non-controlled,
non-consolidated  foreign  affiliates for  their  fiscal  periods
ended  within each of Seaboard's years ended, including  the  new
acquisitions  since their respective investment  dates,  and  the
operations  of  affiliates  through  disposition  dates,  are  as
follows:

Commodity Trading and Milling Segment       December 31,
(Thousands of dollars)                 2003     2002      2001

Net sales                           $329,506  296,261   280,792
Net loss                            $ (1,408)  (9,407)  (12,447)
Total assets                        $178,458  160,658   150,085
Total liabilities                   $120,986  107,103    87,181
Total equity                        $ 57,472   53,555    62,904

<PAGE>  35

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Other Businesses                            December 31,
(Thousands of dollars)                 2003     2002      2001

Net sales                           $614,626  438,263   174,549
Net loss                            $(90,497) (74,281)  (24,792)
Total assets                        $ 64,106  708,096   617,373
Total liabilities                   $ 49,000  476,356   497,169
Total equity                        $ 15,106  231,740   120,204

Although the balance sheet data for the Other Businesses in  2003
excludes  amounts related to Fjord, net sales and  net  loss  for
2003 reflect $571,978,000 and $(77,030,000) respectively, related
to Fjord's operations through the date of disposition.


Note 6

Property, Plant and Equipment

A  summary  of property, plant and equipment at the end  of  each
year is as follows:
                                                  December 31,
(Thousands of dollars)                           2003       2002

Land and improvements                       $  106,864  $  84,879
Buildings and improvements                     272,269    238,638
Machinery and equipment                        544,098    502,800
Transportation equipment                       108,194    106,909
Office furniture and fixtures                   12,881     12,355
Construction in progress                        11,658     20,426
                                             1,055,964    966,007
Accumulated depreciation and amortization     (411,996)  (344,414)
  Net property, plant and equipment         $  643,968  $ 621,593

During 2003, Seaboard purchased certain hog production facilities
previously  leased under a master lease agreement for $25,042,000
consisting of $535,000 net cash and the assumption of $24,358,000
in bank debt, and a related interest payable.  In addition, as of
December 31, 2003, Seaboard adopted FIN 46 as discussed  in  Note
1,  which required the consolidation of certain limited liability
companies  for  which Seaboard was determined to be  the  primary
beneficiary.   Consolidation of these  entities  increased  fixed
assets  and accumulated depreciation as of December 31,  2003  by
$38,059,000 and $6,342,000, respectively.

During 2003, Seaboard sold certain hog production facilities  for
approximately $6,400,000 and entered into a grow finish agreement
with  the  purchaser of the facilities, with a term  expiring  in
2018.   The  deferred  gain  on the  sale  of  $432,000  will  be
amortized over the term of that agreement.

During 2002, Seaboard purchased certain hog production facilities
previously  leased  under a master lease agreement  with  Shawnee
Funding,  Limited  Partnership for  $117,535,000,  consisting  of
$107,535,000  net  cash and the assumption of a $10,000,000  bond
payable.   This purchase was primarily financed with the proceeds
from  a  private placement of notes for $109,000,000 as discussed
in Note 8.

<PAGE>  36

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 7

Income Taxes

Income taxes attributable to continuing operations for the  years
ended  December 31, 2003, 2002 and 2001 differ from  the  amounts
computed  by applying the statutory U.S. Federal income tax  rate
to earnings (loss) from continuing operations before income taxes
for the following reasons:

                                                     Years ended December 31,
(Thousands of dollars)                                2003     2002      2001

Computed "expected" tax expense (benefit)          $ 15,302 $ (3,375) $ 30,988
Adjustments to tax expense (benefit) attributable
 to:
  Foreign tax differences                            (9,195) (19,083)   (3,175)
  Tax-exempt investment income                          (55)     (87)     (497)
  State income taxes, net of Federal benefit            407      313       582
  Change in valuation allowance                       4,638   10,352     6,794
  Other                                               3,650  (11,269)      542
  Income tax (benefit) expense before cumulative
   effect                                            14,747  (23,149)   35,234
  Income tax expense - cumulative effect
     of changes in accounting principles                 52        -         -
  Total income tax (benefit) expense               $ 14,799 $(23,149) $ 35,234

The components of total income taxes are as follows:
                                                     Years ended December 31,
(Thousands of dollars)                                2003     2002      2001

Current:
  Federal                                          $    517 $      -  $  5,635
  Foreign                                             2,239    2,989     1,357
  State and local                                       136      107     1,994
Deferred:
  Federal                                            10,930  (27,193)   27,565
  Foreign                                               531      573      (113)
  State and local                                       394      375    (1,204)
Income tax (benefit) expense                         14,747  (23,149)   35,234
Unrealized changes in other comprehensive income      3,470  (37,557)     (115)
Income tax expense - cumulative effect
 of changes in accounting principles                     52        -         -
  Total income taxes                                $18,269 $(60,706) $ 35,119

<PAGE>  37

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements

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

                                                                December 31,
(Thousands of dollars)                                         2003      2002

Deferred income tax liabilities:
  Cash basis farming adjustment                             $ 13,253  $ 14,061
  Deferred earnings of foreign subsidiaries                   11,373    13,894
  Depreciation                                                86,721    90,738
  LIFO                                                        29,218    14,582
                                                             140,565   133,275
Deferred income tax assets:
  Reserves/accruals                                           37,823    45,786
  Tax credit carryforwards                                    16,877    13,443
  Net operating and capital loss carryforwards                38,848    33,591
  Other                                                        3,628     3,723
                                                              97,176    96,543
Valuation allowance                                           23,934    19,296
  Net deferred income tax liability                         $ 67,323  $ 56,028

While  the  2003  sale of Seaboard's equity investment  in  Fjord
generated  a gain for book purposes, a capital loss was generated
for   tax  purposes.   Because  of  the  uncertainty  surrounding
Seaboard's ability to utilize this loss, the tax benefit of  this
loss  was offset by a valuation allowance.  In the event Seaboard
generates sufficient capital gains to utilize the capital losses,
a tax benefit will be recognized.

Seaboard  had  not  previously recognized any tax  benefits  from
losses  generated  by  Tabacal for financial  reporting  purposes
since it was not a controlled entity for tax purposes and it  was
not apparent that the permanent basis difference would reverse in
the   foreseeable  future.   In  the  second  quarter  of   2002,
management  completed the purchase of the outstanding  shares  of
Tabacal  not  owned  by Seaboard, and converted  Tabacal  from  a
Sociedad Anonima (S.A.) to a Sociedad de Responsabilidad Limitada
(S.R.L.) organizational entity.  This conversion resulted in  the
recognition  of a one-time tax benefit of $48,944,000,  of  which
$34,641,000 reduced the currency translation adjustment  recorded
as accumulated other comprehensive income.  The remaining benefit
of  $14,303,000  was recognized as a current tax benefit  in  the
Consolidated Statement of Earnings for 2002.

Management  believes  Seaboard's future taxable  income  will  be
sufficient for full realization of the deferred tax assets.   The
valuation  allowance relates to the tax benefits from  losses  on
investments that would be recognized as capital losses, and  from
net operating losses.  Management does not believe these benefits
are  more  likely  than  not to be realized  due  to  limitations
imposed on the deduction of these losses.  At December 31,  2003,
Seaboard   had   tax   credit  carryforwards   of   approximately
$16,877,000.   Approximately $7,833,000  of  these  carryforwards
expire  in  varying  amounts  in  2007  through  2022  while  the
remaining  balance  may  be  carried  forward  indefinitely.   At
December  31,  2003,  Seaboard had  federal  net  operating  loss
carryforwards  of approximately $42,000,000 expiring  in  varying
amounts in 2004 through 2024.

At  December 31, 2003 and 2002, no provision has been made in the
accounts for Federal income taxes which would be payable  if  the
undistributed  earnings  of  certain  foreign  subsidiaries  were
distributed   to   Seaboard  Corporation  since  management   has
determined  that the earnings are permanently invested  in  these
foreign   operations.   Should  such  accumulated   earnings   be
distributed, the resulting Federal income taxes would  amount  to
approximately $58,000,000.

<PAGE>  38

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 8

Notes Payable and Long-term Debt

Notes  payable  amounting  to  $75,564,000  and  $76,112,000   at
December   31,   2003  and  2002,  respectively,   consisted   of
obligations  due  banks  on  demand  or  within  one  year.    At
December  31,  2003,  Seaboard  had  committed  short-term  lines
totaling    $125,000,000   and   uncommitted    lines    totaling
approximately   $51,921,000.    Borrowings   outstanding    under
committed  and uncommitted lines as of December 31, 2003  totaled
$55,000,000 and $20,564,000, respectively.  The committed  amount
includes $80,000,000 of subsidiary credit lines for the Commodity
Trading   and  Milling  segment  which  are  secured  by  certain
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,  limitations
on  debt to net worth, and liabilities to net worth ratios.   The
committed borrowings were under the subsidiary credit line.   The
committed   subsidiary  lines  include  a   $5,000,000   facility
denominated in South African Rand, of which $4,750,000 was  drawn
as  of  December  31,  2003.  At December  31,  2003,  Seaboard's
borrowing  capacity  under its committed  lines  was  reduced  by
letters  of  credit totaling $11,537,000.  The  weighted  average
interest  rates  for all notes payable were 3.59%  and  3.69%  at
December 31, 2003 and 2002, respectively.

During the first quarter of 2004, Seaboard entered into two  new,
one-year  committed credit lines for a total of $45,000,000.   In
addition,  the  subsidiary committed credit lines  were  extended
though April 30, 2004, at which time management expects to extend
such credit lines for one additional year.

With  the  exception  of the notes payable  under  the  Commodity
Trading  and Milling credit lines, the notes payable  from  banks
under the credit lines are unsecured.  The lines of credit do not
require compensating balances.  Facility fees on these agreements
are not material.

As  discussed  in  Note  6, in connection with  the  purchase  of
certain previously-leased hog production facilities during  2003,
Seaboard assumed bank debt of $24,358,000 with a weighted average
interest rate of 7.45% due in 2014.  As discussed in Note  1,  in
accordance   with   FIN  46,  on  December  31,   2003   Seaboard
consolidated certain limited liability companies.  As  a  result,
bank  debt  totaling $31,492,000 is included in notes payable  to
banks in the table below.  In connection with this consolidation,
during  December 2003, Seaboard assumed the bank debt of one  VIE
(with  a  balance  of  $29,895,000 as of  December  31,  2003,  a
weighted average interest rate of 7.53%, and a maturity  date  in
2007).

During   2002,   Seaboard  completed  a  private   placement   of
$109,000,000  of Senior Notes due 2009 and 2012 with  a  weighted
average  interest rate of 6.29%.  Seaboard used  $107,267,000  of
the  proceeds  from  this  private  placement  to  refinance  the
indebtedness  related  to  hog production  facilities  previously
leased   under  a  master  lease  program,  effectively  reducing
Seaboard's  net  lease payments.  On December 31, 2002,  Seaboard
paid  an  additional  $4,077,000 to complete the  acquisition  of
Shawnee  Funding, Limited Partnership, effectively acquiring  all
of  the related hog production facilities previously leased.   As
part of the purchase, Seaboard also assumed a variable rate (1.3%
at  December  31, 2003) $10,000,000 bond payable  due  2014,  and
$2,210,000 of related cash in a construction fund which was  used
to repay a portion of bond during 2003.

<PAGE>  39

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements

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

                                                                December 31,
(Thousands of dollars)                                         2003      2002

Private placements:
 6.49% senior notes, due 2004 through 2005                  $ 40,000  $ 60,000
 7.88% senior notes, due 2004 through 2007                   100,000   125,000
 5.80% senior notes, due 2005 through 2009                    32,500    32,500
 6.21% senior notes, due 2009                                 38,000    38,000
 6.21% senior notes, due 2006 through 2012                     7,500     7,500
 6.92% senior notes, due 2012                                 31,000    31,000
Industrial Development Revenue Bonds, floating rates
 (1.25% at December 31, 2003) due 2014 through 2027           42,989    45,600
Notes payable to banks, 5.79 - 8.58%, due 2004 through 2014   76,424    24,654
Foreign subsidiary obligations, 10.00% - 17.50%, due 2004
 through 2010                                                  6,582     6,432
Foreign subsidiary obligation, floating rate due 2004            309       307
Capital lease obligations and other                            3,234     3,622
                                                             378,538   374,615
Current maturities of long-term debt                         (56,983)  (55,869)
 Long-term debt, less current maturities                    $321,555  $318,746

Of the 2003 foreign subsidiary obligations, $2,490,000 is payable
in  Argentine pesos, $2,401,000 is denominated in CFA francs  and
the  remaining $2,000,000 is denominated in U.S. dollars.  Of the
2002  foreign  subsidiary obligations, $2,601,000 is  payable  in
Argentine pesos, $2,138,000 is denominated in CFA francs and  the
remaining   $2,000,000  is  denominated  in  U.S.  dollars.    At
December  31,  2003, Argentine land, sugar production  facilities
and  equipment  with  a  depreciated cost of  $4,768,000  secured
certain bond issues and foreign subsidiary debt.

Included  in other current assets at December 31, 2003  and  2002
are  $1,289,000 and  $4,152,000 respectively, of unexpended  bond
proceeds  held in trust that are invested in accordance with  the
bond  issuance agreements.  During 2004, Seaboard expects to  use
remaining  construction  funds  to  redeem  portions  of  or  pay
interest  on  the  related industrial development  revenue  bonds
(IDRBs).   As  a  result, as of December 31, 2003, $1,200,000  of
related  debt  was  included in current maturities  of  long-term
debt.

The  terms  of the note agreements pursuant to which  the  senior
notes,  IDRBs,  notes  payable  to  banks  and  revolving  credit
facilities   were   issued  require,  among  other   terms,   the
maintenance  of  certain ratios and minimum net worth,  the  most
restrictive  of  which requires the ratio of consolidated  funded
debt  to  consolidated shareholders' equity, as defined,  not  to
exceed .90 to 1; an interest charge coverage ratio of 2.0 to 1.0;
requires  the maintenance of consolidated tangible net worth,  as
defined,  of  not less than $350,000,000 plus 25%  of  cumulative
consolidated  net  income  beginning  January  1,  2003;   limits
aggregate  dividend  payments  to  $10.0  million  plus  50%   of
consolidated  net  income  less 100% of consolidated  net  losses
beginning January 1, 2002 ($29,181,000 as of December 31,  2003);
limits the sum of subsidiary funded debt and basket-secured debt,
as defined, to 20% of consolidated tangible net worth; and limits
Seaboard's  ability  to sell assets under certain  circumstances.
Seaboard  is  in  compliance with all restrictive debt  covenants
relating to these agreements as of December 31, 2003.

Annual  maturities of long-term debt at December 31, 2003 are  as
follows:   $56,983,000 in 2004, $60,258,000 in 2005,  $41,975,000
in   2006,   $64,880,000  in  2007,  $13,845,000  in   2008   and
$140,597,000 thereafter.

<PAGE>  40

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 9

Derivatives and Fair Value of Financial Instruments

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

The  cost  and fair values of investments and long-term  debt  at
December 31, 2003 and 2002 are presented below.

December 31                               2003                  2002
(Thousands of dollars)              Cost   Fair Value     Cost   Fair Value

Short-term investments           $ 58,022   $ 58,022   $ 30,337   $ 30,337
Long-term debt                    378,538    386,814    374,615    386,732

The  fair value of the short-term investments is based on  quoted
market  prices  at  the  reporting  date  for  these  or  similar
investments.   The fair value of long-term debt is determined  by
comparing  interest  rates  for  debt  with  similar  terms   and
maturities.

Commodity Instruments

Seaboard  uses  various  grain and meal futures  and  options  to
manage  its  exposure to price fluctuations  for  raw  materials,
finished product sales and firm sales commitments.  However,  due
to   the  extensive  record-keeping  required  to  designate  the
commodity   derivative  transactions  as  hedges  for  accounting
purposes,  Seaboard  marks to market its  commodity  futures  and
options  primarily  as a component of cost of sales.   Management
continues  to  believe  its commodity  futures  and  options  are
economic  hedges  although  they do not  qualify  as  hedges  for
accounting  purposes.  Since these derivatives are not  accounted
for as hedges, fluctuations in the related commodity prices could
have a material impact on earnings in any given year.

At December 31, 2003 and 2002, Seaboard had open net contracts to
purchase  409,000  and 410,000 metric tons  of  grain  with  fair
values of $3,760,000 and $(1,617,000) respectively, included with
other  current assets or accrued financial derivative liabilities
on the Consolidated Balance Sheets.  For the years ended December
31,  2003, 2002 and 2001 Seaboard realized net gains (losses)  of
$4,882,000,  $5,304,000, and $(2,681,000)  related  to  commodity
contracts,   primarily  included  in  cost  of   sales   on   the
Consolidated Statements of Earnings.

Foreign currency exchange agreements

Seaboard  enters  into  foreign currency exchange  agreements  to
manage  the  foreign currency exchange rate risk with respect  to
certain transactions denominated in foreign currencies, primarily
related to its commodity trading business.  Seaboard accounts for
its  currency  exchange  hedges of  firm  commitments  and  trade
receivables  from  third parties as fair value hedges.   Exchange
agreements  related  to  firm commitments  and  receivables  from
foreign  affiliates are accounted for as cash flow  hedges.   For
foreign  currency exchange agreements designated  as  fair  value
hedges,  the  derivative  gains  and  losses  are  recognized  in
operating  income  along with the change in  fair  value  of  the
related  contract.   For  foreign  currency  exchange  agreements
designated  as cash flow hedges, the derivative gains and  losses
are  included as a component of other comprehensive income  until
the   underlying  contract  is  recorded  and  revalued   through
earnings.   The  change in value of third party firm  commitments
and  all  foreign  exchange derivatives  are  included  in  other
current assets or accrued financial derivative liabilities on the
Consolidated  Balance  Sheets.  The firm  sales  commitments  and
related derivatives mature during 2004.  The net gains and losses
from  the  exchange agreements were not material  for  the  years
ended December 31, 2003, 2002 and 2001.

At  December 31, 2003 and 2002, Seaboard had hedged South African
Rand (ZAR) denominated firm sales contracts and trade receivables
from  third  parties with historical values totaling  $64,353,000
and  $98,242,000  with changes in fair values of  $2,734,000  and
$15,864,000, respectively.  To hedge the change in value of these
firm  contracts  and  trade receivables,  Seaboard  entered  into
agreements  to exchange $64,353,000 and $93,396,000 of  contracts
denominated  in ZAR, with derivative fair values of  $(2,779,000)
and  $(14,043,000),  respectively.   As  of  December  31,  2003,
Seaboard  also  had ZAR denominated firm purchase contracts  with
historical  values totaling $196,000 and changes  in  fair  value
totaling   $5,000.   Hedging  the  change  in  value   of   these
agreements, Seaboard entered into agreements to exchange $196,000
for  ZAR  with  derivative  fair  values  totaling  $(5,000)   at
December 31, 2003.

<PAGE>  41

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


At   December  31,  2003  and  2002,  Seaboard  had  hedged  Euro
denominated  sales  contracts and trade  receivables  from  third
parties totaling $773,000 and $890,000 with changes in fair value
of  $(2,000) and $32,000, respectively.  To hedge the changes  in
values    of    the   firm   contracts   and   receivables,    at
December  31,  2003  and  2002 Seaboard had  open  agreements  to
exchange $773,000 and $892,000 of contracts denominated in  Euros
with   derivative   fair   values  of   $2,000   and   $(33,000),
respectively.

At  December  31, 2003, Seaboard had ZAR denominated  firm  sales
contracts  with  a  foreign  affiliate  with  historical   values
totaling  $4,524,000 and changes in fair values of  $30,000.   To
hedge  the  change in value of these contracts, Seaboard  entered
into  agreements to exchange $4,524,000 of contracts  denominated
in  ZAR  with  derivative  fair values of  $(30,000),  which  are
included  as  a  component  of  other  comprehensive  income   at
December 31, 2003.

At  December 31, 2003 and 2002, Seaboard also had trading foreign
exchange  contracts  (receive $U.S./pay  ZAR)  to  cover  various
foreign  currency working capital needs for notional  amounts  of
$10,288,000  and $12,051,000, respectively, with fair  values  of
$(89,000) and $(241,000).

Interest Rate Exchange Agreements

Seaboard,  from time-to-time, enters into interest rate  exchange
agreements which involve the exchange of fixed-rate and variable-
rate  interest  payments over the life of the agreements  without
the  exchange of the underlying notional amounts to mitigate  the
effects of fluctuations in interest rates on variable rate  debt.
At  December  31, 2003 and 2002, deferred gains on  prior  year's
terminated interest rate exchange agreements (net of tax) totaled
$751,000  and  $952,000,  respectively, relating  to  swaps  that
hedged   variable  rate  debt.   This  amount  is   included   in
accumulated other comprehensive loss on the Consolidated  Balance
Sheet.   For  the years ended December 31, 2003, 2002  and  2001,
interest  rate  exchange  agreements  accounted  for  as  hedges,
including  any  amortization  of terminated  proceeds,  decreased
interest    expense   by   $329,000,   $329,000   and   $326,000,
respectively.

At  December  31,  2003  and  2002 Seaboard  had  five,  ten-year
interest rate exchange agreements outstanding that are not paired
with  specific variable rate contracts, whereby Seaboard  pays  a
stated fixed rate and receives a variable rate of interest  on  a
total  notional  amount  of  $150,000,000.   While  Seaboard  has
certain   variable  rate  debt,  these  interest  rate   exchange
agreements do not qualify as hedges for accounting purposes.   At
December  31,  2003 and 2002, the fair values of these  contracts
totaled  $(14,160,000) and $(18,019,000), respectively,  and  are
included  in  accrued  financial derivative  liabilities  on  the
Consolidated    Balance   Sheets.    For    the    years    ended
December  31,  2003,  2002, and 2001  the  net  gain  (loss)  for
interest  rate  exchange agreements not accounted for  as  hedges
were  $(2,296,000),  $(25,030,000) and $2,808,000,  respectively,
and  are  included  in  miscellaneous, net  in  the  Consolidated
Statements of Earnings.  Included in the losses for 2003 and 2002
are  net payments of $6,155,000 and $4,970,000 for the difference
between  the fixed rate paid and variable rate received on  these
contracts.


Note 10

Employee Benefits

Seaboard maintains a defined benefit pension plan (the Plan)  for
its  domestic  salaried  and clerical employees.   Seaboard  also
sponsors  non-qualified, unfunded supplemental  executive  plans.
The  plans generally provide for normal retirement at age 65  and
eligibility  for  participation after  one  year's  service  upon
attaining the age of 21.  Seaboard bases pension contributions on
minimum  funding standards to avoid the Pension Benefit  Guaranty
Corporation  variable rate premiums established by  the  Employee
Retirement  Income Security Act of 1974.  During 2004, management
expects  to  contribute approximately $7,000,000 to the  Plan  to
meet  the  minimum funding requirements.  Benefits are  generally
based  upon  the number of years of service and a  percentage  of
final average pay.

Plan  assets  are  invested  to  achieve  a  diversified  overall
portfolio of various mutual funds.  Seaboard is willing to accept
a moderate level of risk to potentially achieve higher investment
returns.    The  overall  portfolio  is  evaluated  relative   to
customized  benchmarks, and is expected to exceed the  customized
benchmark  over  five  year  rolling  periods  and  longer.   The
investment  strategy  is  periodically  reviewed  for   continued
appropriateness.   Derivatives,  real  estate  investments,  non-
marketable  and  private equity or placement securities  are  not
allowed  investments under the Plan.  Seaboard's asset allocation
targets and actual investment composition within the Plan are  as
follows:

<PAGE>  42

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements

                                                     Actual Plan Composition
                         Target Percentage               at December 31,
                            of Portfolio                2003         2002

Domestic Large Cap Equity      35%                       36%          37%
Domestic Small Cap Equity      15%                       16%          15%
International Equity           15%                       14%          12%
Domestic Fixed Income          35%                       34%          36%

Assumptions used in determining pension information for the plans
were:

                                                  Years ended December 31,
                                                 2003       2002        2001

Weighted-average assumptions
 Discount rate                                   6.25%      6.75%       7.25%
 Expected return on plan assets                  8.25%      8.45%       8.75%
 Long-term rate of increase in compensation
  levels                                     4.00-5.00% 4.00-5.00%  4.00-5.00%

Management  selects the discount rate based on  Moody's  year-end
published  Aa  corporate  bond yield plus  25  basis  points  (to
reflect the long-term nature of the pension liability compared to
the  average  duration  of the corporate bond),  rounded  to  the
nearest  quarter percentage point.  The expected return  on  Plan
assets assumption is based on the weighted average of asset class
expected  returns  that are consistent with  historical  returns.
The  assumed rate is selected to fall between the 50th  and  75th
percentiles of model-based results that reflect the plan's  asset
allocation.  The measurement date for the Plan is December 31.

The  changes in the plans' benefit obligations and fair value  of
assets  for  the years ended December 31, 2003 and  2002,  and  a
statement of the funded status as of December 31, 2003  and  2002
are as follows:

                                                              December 31,
(Thousands of dollars)                                      2003        2002

Reconciliation of benefit obligation:
 Benefit obligation at beginning of year                 $ 49,167    $ 41,126
 Service cost                                               2,892       2,242
 Interest cost                                              3,407       2,978
 Actuarial losses                                           6,454       4,466
 Benefits paid                                             (1,886)     (1,645)
 Benefit obligation at end of year                         60,034      49,167
Reconciliation of fair value of plan assets:
 Fair value of plan assets at beginning of year            23,987      25,661
 Actual return on plan assets                               6,004      (2,391)
 Employer contributions                                     5,089       2,362
 Benefits paid                                             (1,886)     (1,645)
 Fair value of plan assets at end of year                  33,194      23,987
Funded status                                             (26,840)    (25,180)
Unrecognized transition obligation                            301         407
Unamortized prior service cost                               (664)       (802)
Unrecognized net actuarial losses                          17,029      15,396
 Accrued benefit cost                                    $(10,174)   $(10,179)

<PAGE>  43

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Amounts  recognized  in the Consolidated  Balance  Sheets  as  of
December 31, 2003 and 2002 consist of:

                                                              December 31,
(Thousands of dollars)                                      2003        2002

Accrued benefit liability                                $(19,221)   $(19,610)
Accumulated other comprehensive loss                        9,047       9,431
 Accrued benefit cost                                    $(10,174)   $(10,179)

As  of  December  31, 2003, the projected benefit obligation  and
accumulated  benefit obligation for unfunded pension  plans  were
$12,633,000    and    $9,161,000,    respectively.      As     of
December   31,   2002,  the  projected  benefit  obligation   and
accumulated  benefit obligation for unfunded pension  plans  were
$8,918,000 and $6,618,000, respectively.

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

                                                  Years ended December 31,
(Thousands of dollars)                          2003        2002        2001

Components of net periodic benefit cost:
 Service cost                                $  2,892    $  2,242    $  1,886
 Interest cost                                  3,407       2,978       2,751
 Expected return on plan assets                (2,128)     (2,209)     (2,404)
 Amortization and other                           913         232          21
 Net periodic benefit cost                   $  5,084    $  3,243    $  2,254

Seaboard  also  has  certain individual, non-qualified,  unfunded
supplemental   retirement  agreements   for   certain   executive
employees.   Pension  expense  for  these  plans  was   $697,000,
$726,000 and $936,000 for the years ended December 31, 2003, 2002
and  2001,  respectively.   Included  in  other  liabilities   at
December  31,  2003  and  2002  is  $10,260,000  and  $9,975,000,
respectively,  representing the accrued  benefit  obligation  for
these  plans.   As of December 31, 2003, an unrecognized  pension
cost related to this plan of $415,000 was included in accumulated
other comprehensive loss, net of related tax.

Seaboard maintains a defined contribution plan covering  most  of
its   domestic   salaried  and  clerical   employees.    Seaboard
contributes  to  the  plan an amount equal to  100%  of  employee
contributions  up  to  a maximum of 3% of employee  compensation.
Employee  vesting is based upon years of service with 20%  vested
after one year of service and an additional 20% vesting with each
additional  complete year of service.  Contribution  expense  was
$1,471,000,  $1,428,000  and  $1,301,000  for  the  years   ended
December 31, 2003, 2002 and 2001, respectively.

Seaboard  has  an  Investment Option Plan  which  allows  certain
employees to reduce their compensation in exchange for options to
buy  shares  of  certain  mutual  funds  and/or  pooled  separate
accounts.   The  exercise  price for each  investment  option  is
established  based upon the fair market value of  the  underlying
investment  on  the date of grant.  Seaboard contributes  to  the
plan   based   on  3%  of  the  employees  reduced  compensation.
Seaboard's  expense  for  this  plan,  which  primarily  includes
amounts  related  to the change in fair value of  the  underlying
investment  accounts, was $2,127,000, $(1,360,000), and  $303,000
for   the   years  ended  December  31,  2003,  2002  and   2001,
respectively.  Included in other liabilities at December 31, 2003
and  2002  is $8,275,000 and $3,942,000 representing  the  market
value  of  the  payable  to  the  employees  upon  exercise.   In
conjunction with this plan, Seaboard has purchased the  specified
number  of units of the employee-designated investment  plus  the
option   price.   These  investments  are  treated   as   trading
securities   and   are  stated  at  their  fair  market   values.
Accordingly,  as  of December 31, 2003 and 2002, $10,742,000  and
$5,673,000  were  included  in  other  current  assets   on   the
Consolidated  Balance Sheets.  Investment income related  to  the
mark-to-market  of  these investments for 2003,  2002,  and  2001
totaled $2,061,000, $(1,430,000) and $244,000, respectively.

<PAGE>  44

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 11

Commitments and Contingencies

In  early  2003,  individual legislative bills (the  Bills)  were
introduced   in   the   United  States  Senate   and   House   of
Representatives  which  include  a  provision  to  prohibit  meat
packers,  such as Seaboard, 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 becomes law,
it  could  have  a  material  adverse  effect  on  Seaboard,  its
operations and its strategy of vertical integration in  the  pork
business.   Currently, Seaboard has the capacity to produce  over
three  and one-half million hogs per year at facilities it either
owns  or  leases  or  at facilities owned and operated  by  third
parties  with whom it has grower contracts.  If passed  in  their
current  form, the Bills would prohibit Seaboard from  owning  or
controlling  hogs,  and  thus would require  divestiture  of  our
operations, possibly at prices which are below the carrying value
of  such  assets as recorded on the balance sheet,  or  otherwise
restructure  its ownership and operation. At December  31,  2003,
Seaboard has $403,322,000 in hog production facilities classified
as  net  fixed  assets  on the Consolidated  Balance  Sheet.   In
addition,  Seaboard has $142,396,000 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
Seaboard  from engaging in various contractual arrangements  with
third party hog producers, such as traditional contract finishing
arrangements.    At   December  31,  2003,  Seaboard   has   firm
commitments  of  $104,497,000  through  2018  for  various   grow
finishing   agreements.   Accordingly,  Seaboard's   ability   to
contract for the supply of hogs to its processing facility  could
be significantly, negatively impacted.

Seaboard, 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.

Seaboard  reached  an  agreement in  2002  to  settle  litigation
brought  by  the Sierra Club.  Under the terms of the settlement,
Seaboard  is  conducting  an investigation  at  three  farms  and
potentially  will  be required to take remedial  actions  at  the
farms if conditions so warrant.

Seaboard 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 Seaboard's consolidated financial statements.

Seaboard 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.

Seaboard   was   a   plaintiff   in  lawsuits   against   several
manufacturers of vitamins and methionine, feed additives used  by
Seaboard,  which  pleaded  guilty  in  the  context  of  criminal
proceedings to price fixing.  The manufacturers admitted  to  the
price  fixing  in the criminal context, and were liable  for  the
overcharges  made.   During  2003  and  2002,  Seaboard  recorded
miscellaneous income of $6,960,000 and $18,315,000, respectively,
representing   amounts   received   as   settlement   from    the
manufacturers.

Contingent Obligations

Certain  of  the  non-consolidated  affiliates  and  third  party
contractors  who  perform services for Seaboard  have  bank  debt
supporting  their  underlying operations.   From  time  to  time,
Seaboard  will provide guarantees of that debt allowing  a  lower
borrowing rate or facilitating third party financing in order  to
further  business objectives.  Seaboard does not issue guarantees
of  third  parties  for compensation.  The following  table  sets
forth the terms of guarantees as of December 31, 2003.

<PAGE>  45

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Guarantee beneficiary                    Maximum exposure         Maturity

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

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

Various hog contract growers                $ 1,585,000             2004

Seaboard  guaranteed  a  bank borrowing for  a  subsidiary  of  a
foreign affiliate grain processor in Kenya, Unga Holdings Limited
(Unga), a non-consolidated milling affiliate, to facilitate  bank
financing used for the rehabilitation and expansion of a  milling
facility  in  Uganda.  This guarantee was a part of the  original
purchase agreement with Unga when Seaboard first invested in this
company in 2000.  The guarantee can be drawn upon in the event of
non-payment of a bank borrowing by Unga.  While the guarantee may
be cancelled by Seaboard annually, the bank has the right to draw
on  the  guarantee in the event it is advised that the  guarantee
will  be cancelled.  The guarantee renews annually until the debt
expires  in  2007.   Unga  Holdings  has  provided  a  reciprocal
guarantee  to  Seaboard.  As of December 31, 2003, $1,121,000  of
borrowings was outstanding related to this guarantee.

The  non-consolidated  affiliate  food  product  distributor   in
Ecuador  purchases certain products from a U.S. domiciled vendor.
Seaboard  has  guaranteed the payments in order to secure  normal
credit terms for this affiliate.

Seaboard  has guaranteed a portion of the bank debt  for  certain
farmers, which debt proceeds were used to construct facilities to
raise  hogs for Seaboard's Pork division.  The guarantees enabled
the  farmers  to  obtain favorable financing terms.   These  bank
guarantees  renew  annually until the underlying  debt  is  fully
repaid in 2013-2014.  The maximum exposure to Seaboard from these
guarantees is $1,585,000.

Seaboard  has not accrued a liability for any of the third  party
or  affiliate guarantees as management considered the  likelihood
of loss to be remote.

As  of December 31, 2003, Seaboard had outstanding $11,537,000 of
letters   of  credit  (LCs)  with  various  banks  that   reduced
Seaboard's   borrowing  capacity  under  its   committed   credit
facilities as discussed in Note 8.  The largest letter of  credit
of  $7,200,000  is  for  workers  compensation  insurance.   Also
included is an LC for $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.

Commitments

As  of  December  31,  2003  Seaboard had  various  noncancelable
purchase  commitments and commitments under operating  leases  as
described in the table below.

Purchase commitments                     Years ended December 31,
(Thousands of dollars)       2004     2005     2006     2007    2008 Thereafter

Grain and feed ingredients $ 42,287  $   450  $     -  $     -  $     - $     -
Fuel purchase contract       32,472        -        -        -        -       -
Charter hire contracts       16,321        -        -        -        -       -
Equipment purchases and
   facility improvements      3,998        -        -        -        -       -
Other purchase commitments    1,870        -        -        -        -       -
Hog procurement contracts     1,364    1,364      288      288        -       -
Total firm purchase
 commitments                 98,312    1,814      288      288        -       -
Contract grower finishing
 agreements                   8,489    7,789    7,599    7,505    7,582  65,533
Other operating lease
 payments                    26,379    8,850    8,360    6,976    4,705   8,226
Total unrecognized firm
 commitments               $133,180  $18,453  $16,247  $14,769  $12,287 $73,759

<PAGE>  46

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Seaboard  has  entered  into grain and feed  ingredient  purchase
contracts to support the live hog operations of the Pork segment.
The  commitment amount  included in the table are based on market
prices as of December 31, 2003.

The  Power segment has entered into a contract for the supply  of
substantially all fuel required for 2004 at market-based  prices.
The  fuel  vendor  is  affiliated  with  the  Dominican  Republic
government.  The fuel commitment shown above reflects the average
price  per barrel at December 31, 2003 for the number of  barrels
specified  in the agreement.  The Power division has reduced  its
production  resulting  in reduced fuel requirements.   While  the
quantity  to be delivered is stated in the contract,  the  vendor
has allowed Seaboard to reduce the amount of fuel purchases.

The  Commodity  Trading and Milling segment has short-term  time-
charter and voyage-charger contracts in place to provide delivery
of  future  grain sales.  This segment also enters into commodity
purchase  contracts,  primarily  to  support  sales  commitments.
These  purchase  commitments are not included in  the  commitment
table above as they are cancelable and may be settled net.  Using
December  31, 2003 spot prices to calculate commitments based  on
spot prices, the value of purchase contracts in place at December
31, 2003 totals $136,645,000.

To  support  the  operations of the Pork division,  Seaboard  has
agreements in place with farmers to raise a portion of Seaboard's
hogs  according  to  Seaboard's  specifications  under  long-term
purchase   contracts.   Under  the  terms  of   the   agreements,
additional  payments  would be required if  the  grower  achieves
certain  performance  standards.  The contract  grower  finishing
obligations  shown above do not reflect these incentive  payments
which,  given  current operating performance,  could  range  from
about  $1,000,000 to $1,500,000 per year. In the event the farmer
is  unable  to perform at an acceptable level, Seaboard  has  the
right to terminate the contract.

The  Marine  segment  enters into short-term contracts  to  time-
charter vessels for use in its operations.  These commitments  of
$16,541,000 for 2004 are included above in other operating  lease
payments.

Seaboard  leases  various ships, facilities and  equipment  under
noncancelable  operating lease agreements.   Rental  expense  for
operating  leases,  including payments made  under  the  Facility
Agreements  prior to adoption of FIN 46, amounted to $60,751,000,
$71,124,000 and $64,484,000 in 2003, 2002 and 2001, respectively.

Seaboard's Sugar and Citrus segment has agreed to market  certain
sugar  products  for a third party under a contract  expiring  in
2008.  In the event Seaboard does not perform under the contract,
it would be responsible to make payments to the third party of  a
maximum  of  $800,000 for 2004, decreasing annually  to  $200,000
through 2008.

In  early  2004,  in conjunction with a marketing agreement  with
Triumph  Foods  LLC  (Triumph),  Seaboard  committed  to  provide
Triumph with up to $1,750,000 of future financing in the event of
specified  costs  over-runs  incurred  in  the  development   and
construction of the plant.


Note 12

Stockholders' Equity and Accumulated Other Comprehensive Loss

In  October  2002,  Seaboard consummated a transaction  with  the
Parent   Company,   pursuant   to  which   Seaboard   effectively
repurchased  232,414.85 shares of its common stock owned  by  the
Parent Company for $203.26 per share.  Of the total consideration
of  $47,241,000, the Parent Company was required under the  terms
of  the transaction immediately to pay $11,260,000 to Seaboard to
repay  in  full  all indebtedness owed by the Parent  Company  to
Seaboard, and to use the balance of the consideration to pay bank
indebtedness of the Parent Company and transaction expenses.

The  transaction  was approved by Seaboard's Board  of  Directors
after receiving the recommendation in favor of the transaction by
a  special  committee  of  independent  directors.   The  special
committee  was  advised  by  independent  legal  counsel  and  an
independent  investment  banking  firm.   As  a  result  of   the
transaction, the Parent Company's ownership interest dropped from
approximately 75 percent to approximately 71 percent.

<PAGE>  47

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


As a part of the transaction, the Parent Company also transferred
to  Seaboard rights to receive possible future cash payments from
a subsidiary of the Parent Company, based primarily on the future
sale  of  real  estate owned by that subsidiary.  To  the  extent
Seaboard  receives cash payments in the future  as  a  result  of
those  transferred  rights,  Seaboard will issue  to  the  Parent
Company, at the ten day rolling average closing price, determined
as  of  the twentieth day prior to the issue date, new shares  of
common stock.  The maximum number of shares of common stock which
may  be  issued  to the Parent Company under this transaction  is
capped  and  cannot  exceed  the  number  of  shares  which  were
originally  purchased  from the Parent  Company.   The  right  to
receive  such  payments  expires  September  17,  2007.   As   of
December  31,  2003, Seaboard had not received any cash  payments
from the subsidiary of its Parent Company.

During  the  fourth  quarter of 2002, Seaboard cancelled  534,547
shares   of  common  stock  held  in  treasury  including  shares
previously held by the Parent Company.

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

                                                   Years ended December 31,
(Thousands of dollars)                             2003      2002      2001

  Cumulative foreign currency translation
   adjustment                                   $(56,490) $(62,555) $(62,588)
  Unrealized gain (loss) on investments               14       118      (164)
  Unrecognized pension cost                       (5,772)   (5,799)   (1,273)
  Net unrealized loss on cash flow hedges            (30)        -         -
  Deferred gain on interest rate swaps               751       952     1,152
    Accumulated other comprehensive loss        $(61,527) $(67,284) $(62,873)

The  foreign currency translation adjustment primarily represents
the effect of the Argentine peso currency exchange fluctuation on
the  net  assets  of  the Sugar and Citrus segment.   During  the
fourth  quarter of 2001, the Argentine government lifted the  one
to  one parity of the peso with the U.S. dollar which resulted in
immediate and significant devaluation.  The devaluation continued
throughout  2002  but the peso regained some value  during  2003.
Since the parity was lifted, the peso has lost approximately  67%
of  its  value against the dollar.  As a result of the change  in
peso  value,  stockholders' equity increased for the  year  ended
December  31,  2003  by  $10,749,000, compared  to  decreases  of
$50,372,000 and $68,974,000 for the years ended December 31, 2002
and  2001,  respectively.   These  changes  reflect  the  foreign
currency exchange gains and losses recorded in earnings  in  each
year  by $519,000, $(12,540,000) and $(7,830,000) for 2003,  2002
and  2001, respectively, relating to net dollar-denominated  debt
of the Argentine subsidiary, and currency translation adjustments
of   $10,230,000,  $(37,832,000)  and  $(61,144,000)   as   other
comprehensive gains or losses for the peso-denominated net assets
as  of  December  31,  2003, 2002, and  2001,  respectively.   At
December  31, 2003, the Sugar and Citrus segment has  $66,334,000
in  net assets denominated in Argentine pesos and $17,286,000  in
net  liabilities denominated in U.S. dollars in Argentina.  Until
2002,  no  tax benefit was provided related to this reduction  of
shareholders'  equity.  However, after a series  of  transactions
was  completed in 2002 which changed the organizational structure
of  this  subsidiary as described in Note 7, Seaboard recorded  a
35%  deferred  tax  benefit relating to the currency  translation
adjustment component of accumulated other comprehensive loss  and
a   one-time   current   benefit  of  $14,303,000   through   the
Consolidated Statements of Earnings.

With  the  exception  of  the provision related  to  the  foreign
currency translation gains and losses discussed above, which  are
taxed  at  a 35% rate, income taxes for components of accumulated
other comprehensive loss were recorded using a 39% effective  tax
rate.

<PAGE>  48

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


Note 13

Segment Information

Seaboard   Corporation  had  five  reportable  segments   through
December  31, 2003: Pork, Commodity Trading and Milling,  Marine,
Sugar and Citrus, and Power, each offering a specific product  or
service.   The Pork segment produces and sells fresh  and  frozen
pork  to further processors, foodservice outlets, grocery  stores
and  other  retail  outlets, and distributors  primarily  in  the
western  half  of  the  United States and foreign  markets.   The
Commodity  Trading  and  Milling  segment  markets  wheat,  corn,
soybean  meal  and  other  commodities  in  bulk  to  third-party
customers   internationally  and  to   non-consolidated   foreign
affiliates,  and  operates foreign flour, maize and  feed  mills.
The  Marine  segment, primarily based out of the Port  of  Miami,
provides containerized cargo shipping services between the United
States, the Caribbean basin, and Central and South America.   The
Sugar  and Citrus segment produces and processes sugar and citrus
in Argentina primarily to be marketed locally.  The Power segment
operates  as  an  unregulated independent power producer  in  the
Dominican  Republic  generating power from  a  series  of  diesel
engines mounted on two barges.   Revenues from all other segments
are  primarily  derived from the jalapeno pepper  processing  and
domestic  trucking transportation operations.  Each of  the  five
main  segments  is  separately managed and each  was  started  or
acquired independent of the other segments.

As  discussed in Note 6, during 2003, Seaboard purchased  certain
hog  production facilities previously leased increasing the  Pork
segment's assets by $25,042,000.  As discussed in Note 1,  as  of
December   31,   2003,  in  accordance  with  FIN  46,   Seaboard
consolidated   the  net  assets  of  certain  limited   liability
companies  which own certain of the facilities used in connection
with  the  Pork  segment's vertically integrated hog  production.
Consolidation  of  these entities increased  the  Pork  segment's
assets by $31,709,000 as of December 31, 2003.

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  1,  as  a
result  of  currency fluctuations, the carrying  value  of  peso-
denominated assets has increased by $15,399,000 during 2003.

As a result of the weakened economic environment in the Dominican
Republic  (DR),  where  the  Power segment  operates,  the  local
government has experienced liquidity problems which have impaired
its  ability to pay commercial creditors on a timely basis.   The
liquidity  problems  have directly affected the  government-owned
distribution companies and other companies that must collect from
the  government to make payments on their accounts.   During  the
latter  half of 2003, certain customers did not make any payments
for   electric   power  sold  to  them  by   Seaboard.    As   of
December  31, 2003, Seaboard had $20,734,000 in receivables  from
these  customers  not  making payments.   In  mid-December  2003,
Seaboard began to fluctuate its level of power generation between
full  capacity and approximately 50% based on management's belief
about   collectibility.   As  a  result,  Seaboard   recorded   a
$4,284,000 charge to operating expense during the fourth  quarter
of  2003  to increase the allowance for doubtful accounts related
to  the nonpaying customers.  For 2002, the allowance was reduced
by  $2,932,000,  reflecting the recovery of  previously  reserved
receivables  for which Seaboard had negotiated full  payment  for
all  past  due  amounts.   The economic  environment  in  the  DR
weakened  significantly during 2003 resulting in the  devaluation
of  the  Dominican  peso of approximately 68%.  Foreign  exchange
losses  included  in  other  income (expense)  for  this  segment
totaled  $6,735,000 compared to $1,952,000 for 2002 and a  stable
exchange  rate  for  2001.   The peso has  continued  to  devalue
through February 2004.

During the fourth quarter of 2001, Seaboard ceased shrimp, pickle
and pepper farming operations in Honduras.  As a result, Seaboard
incurred a charge to earnings for $1,300,000 primarily related to
employee  severance  at  these  locations  for  the  year   ended
December 31, 2001.  During 2003, Seaboard sold its shrimp farming
and  processing  assets  in  Honduras   with  a  book  value   of
$2,744,000  for $3,900,000, including cash received  of  $200,000
and  notes  receivable of $3,700,000, due in annual  installments
through 2009.  As a substantial portion of the sale price  is  in
the   form  of  a  long-term  note  receivable  from  the  buyer,
management will use the cost recovery method of accounting and no
gain will be recognized until the actual cash is collected.   The
remaining  carrying value of pickle and pepper farming assets  to
be disposed is not material.

<PAGE>  49

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


As  discussed  in  Note  3, during the fourth  quarter  of  2003,
Seaboard  sold its equity investment in Fjord, a non-consolidated
affiliate included in the All Other segment.  Seaboard's share of
Fjord's  losses recognized during 2003, 2002 and 2001 as  a  loss
from  foreign  affiliates  totaled $15,546,000,  $10,158,000  and
$1,316,000, respectively.  Included in 2003 losses is $12,421,000
for  asset  impairment  charges primarily related  to  inventory,
license,  and  fixed  assets caused by sustained  low  world-wide
salmon  prices  and an unfavorable U.S. Court ruling  restricting
Fjord from the use of its genetic material.

Beginning  with  the  third quarter of 2002, the  Bulgarian  wine
business  (the  Business) had negotiated a series  of  extensions
when  it  was unable to make a scheduled principal payment  to  a
bank syndication.  During the third quarter of 2003, the Business
successfully negotiated a refinancing of certain of its debt.  As
part  of  the refinancing, the bank syndication forgave a portion
of the debt and the Business sold certain assets, the proceeds of
which were 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  Seaboard  recorded   its   share,
$1,489,000,  during the third quarter of 2003.  Seaboard's  share
of  the Business' losses are included in the All Other segment as
a loss from foreign affiliates.

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

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

Sales to External Customers:

                                          Years ended December 31,
(Thousands of dollars)                  2003        2002        2001

Pork                               $  735,662  $  645,820  $  772,447
Commodity Trading and Milling         667,869     652,120     476,207
Marine                                408,971     383,419     384,906
Sugar and Citrus                       70,740      57,700      77,662
Power                                  69,622      63,106      63,572
All Other                              28,476      27,142      29,816
   Segment/Consolidated Totals     $1,981,340  $1,829,307  $1,804,610


Operating Income:

                                          Years ended December 31,
(Thousands of dollars)                  2003        2002        2001

Pork                               $   22,447  $  (13,876) $   68,717
Commodity Trading and Milling          15,951      18,430      13,223
Marine                                  5,759      16,599      24,001
Sugar and Citrus                       18,755      16,294       6,614
Power                                   7,037      14,258      14,576
All Other                               2,014        (784)     (8,786)
   Segment Totals                      71,963      50,921     118,345
Corporate                              (3,177)     (3,796)     (3,993)
   Consolidated Totals             $   68,786  $   47,125  $  114,352

<PAGE>  50

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements

Loss from Foreign Affiliates:
                                          Years ended December 31,
(Thousands of dollars)                  2003        2002        2001

Commodity Trading and Milling      $     (384) $   (3,813) $   (4,506)
Sugar and Citrus                         (337)          -           -
All Other                             (20,553)    (13,013)     (5,002)
   Segment/Consolidated Totals     $  (21,274) $  (16,826) $   (9,508)


Depreciation and Amortization:
                                          Years ended December 31,
(Thousands of dollars)                  2003        2002        2001

Pork                               $   37,173  $   24,069  $   22,083
Commodity Trading and Milling           3,261       3,148       2,975
Marine                                 13,264      14,276      13,763
Sugar and Citrus                        3,817       3,857       9,338
Power                                   5,348       5,220       5,153
All Other                                 936       1,322       1,599
   Segment Totals                      63,799      51,892      54,911
Corporate                                 404         744         889
   Consolidated Totals             $   64,203  $   52,636  $   55,800


Capital Expenditures:
                                          Years ended December 31,
(Thousands of dollars)                  2003        2002        2001

Pork                               $   15,756  $  135,145  $   20,686
Commodity Trading and Milling           2,741       1,122       2,034
Marine                                  7,651       9,710      20,879
Sugar and Citrus                        4,435       2,545      10,252
Power                                     396         814         422
All Other                                 235         128         398
   Segment Totals                      31,214     149,464      54,671
Corporate                                 258         415         291
   Consolidated Totals             $   31,472  $  149,879  $   54,962


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

Pork                                           $  670,288  $  627,937
Commodity Trading and Milling                     243,065     239,187
Marine                                            114,375     117,366
Sugar and Citrus                                   75,674      69,515
Power                                              76,920      73,872
All Other                                          13,953      15,971
   Segment Totals                               1,194,275   1,143,848
Corporate                                         131,416     137,293
   Consolidated Totals                         $1,325,691  $1,281,141

<PAGE>  51

                SEABOARD CORPORATION
      Notes to Consolidated Financial Statements


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.

Geographic Information

Seaboard   had  sales  in  South  Africa  totaling  $200,310,000,
$242,415,000, and $155,921,000 for the years ended  December  31,
2003,  2002  and  2001, respectively, representing  approximately
10%, 13% and 9% of total sales for each respective year. No other
individual foreign country accounts for 10% or more of  sales  to
external  customers.  The following table provides  a  geographic
summary of net sales based on the location of product delivery.

                                            Years ended December 31,
(Thousands of dollars)                     2003       2002       2001

United States                         $  758,325 $  636,091 $  747,877
Caribbean, Central and South America     555,680    541,332    548,386
Africa                                   485,619    478,273    348,217
Pacific Basin and Far East                93,568     94,550    106,504
Canada/Mexico                             72,051     56,575     41,638
Eastern Mediterranean                      9,301     14,435      6,861
Europe                                     6,796      8,051      5,127
 Totals                               $1,981,340 $1,829,307 $1,804,610

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

                                                        December 31,
(Thousands of dollars)                                2003       2002

United States                                    $  544,016 $  521,693
Dominican Republic                                   45,898     48,608
Argentina                                            37,174     30,385
All other                                            19,121     20,907
 Totals                                          $  646,209 $  621,593

At  December  31,  2003  and  2002,  Seaboard  had  approximately
$107,828,000   and   $113,331,000,   respectively,   of   foreign
receivables,  excluding receivables due from foreign  affiliates,
which  generally  represent more of a collection  risk  than  the
domestic  receivables.   Management believes  its  allowance  for
doubtful receivables is adequate.

<PAGE>  52

                SEABOARD CORPORATION


Board of Directors

H.H. Bresky                       Joe E. Rodrigues
Chairman of the Board,            Director
President and                     Retired Executive Vice
Chief Executive Officer           President and Treasurer

David A. Adamsen                  Kevin M. Kennedy
Director                          Director
Vice President - Group General    President and Chief Investment
Manager,                          Officer, Great Circle
Northeast Region, Dean Foods      Management LLC
Company

Douglas W. Baena
Director
Chief Executive Officer,
CreditAmerica, Inc.


Officers

H.H. Bresky                       James L. Gutsch
Chairman of the Board,            Vice President, Engineering
President and
Chief Executive Officer           Ralph L. Moss
                                  Vice President, Governmental
Steven J. Bresky                  Affairs
Senior Vice President,
International Operations          David S. Oswalt
                                  Vice President, Taxation and
Robert L. Steer                   Business Development
Senior Vice President,
Treasurer and Chief Financial     John A. Virgo
Officer                           Vice President, Corporate
                                  Controller and Chief Accounting
David M. Becker                   Officer
Vice President, General Counsel
and Secretary                     William H. Croutch
                                  Assistant Secretary and Senior
Barry E. Gum                      Attorney
Vice President, Finance


Chief Executive Officers of Principal Seaboard Operations

Rodney K. Brenneman                Steven J. Bresky
Pork                               Commodity Trading and Milling

John Lynch
Marine


Stock Transfer Agent and           Availability of 10-K Report
Registrar of Stock
                                   Seaboard files its Annual
UMB Bank, n.a.                     Report on Form 10-K with the
Securities Transfer Division       Securities and Exchange
P.O. Box 410064                    Commission.  Copies of the
Kansas City, Missouri 64141-0064   Form 10-K for fiscal 2003 are
(800) 884-4225                     available without charge by
                                   writing Seaboard Corporation,
                                   9000 West 67th Street, Shawnee
Auditors                           Mission, Kansas 66202,
                                   Attention: Shareholder
KPMG LLP                           Relations or via the internet
1000 Walnut, Suite 1600            at www.seaboardcorp.com.
P.O. Box 13127                     Seaboard provides access to
Kansas City, Missouri 64199        its most recent Form 10-K,
                                   10-Q and 8-K reports on its
Stock Listing                      internet website, free of
                                   charge, as soon as reasonably
Seaboard's common stock is         practicable after those
traded on the American Stock       reports are electronically
Exchange under the symbol SEB.     filed with the Securities and
Seaboard had 231 shareholders      Exchange Commission.
of record of shares of its
common stock as of December
31, 2003.

<PAGE>  53


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-14
<SEQUENCE>4
<FILENAME>ex14.txt
<DESCRIPTION>CODE OF ETHICS
<TEXT>

                                                 Exhibit 14

Code of Ethics Policy

The successful operation and reputation of Seaboard
Corporation and its subsidiaries and affiliates
(collectively, the "Company") depend upon the principles of
fairness and ethical conduct of its directors, officers and
employees. The Company's reputation for integrity and
excellence requires careful compliance with the spirit and
letter of all laws and regulations, as well as a commitment
to the highest standards of personal and professional
conduct.

The success and survival of this organization depends upon
wise business decisions and an attitude of trust and respect
between the Company and its customers, vendors and
suppliers, employees, and shareholders. That trust must be
preserved. Directors, officers and employees have a duty to
support the goals and objectives of the Company, and to act
in a way that will always merit the continued trust and
confidence of the Company's customers, vendors and
suppliers, employees, and shareholders.

Accordingly, the Company adopts this Code of Ethics
requiring its directors, officers, managers, employees and
vendors to comply with the following. All subsidiaries of
Seaboard Corporation shall adopt this Code of Ethics policy
or a similar policy containing only such changes as are
approved by Seaboard Corporation's Director of Human
Resources.

I.   Honest and Ethical Conduct

     Directors, officers and employees will exhibit and
     promote the highest standards of honest and ethical
     conduct through the establishment and operation of
     policies and procedures that:

         Encourage and reward professional integrity in all
         aspects of the Company, by eliminating inhibitions and
         barriers to responsible behavior, such as coercion,
         fear of reprisal, or alienation from the Company
         itself.

         Prohibit and eliminate the appearance or
         occurrence of conflicts between what is in the best
         interest of the Company and what could result in
         material personal gain for a director, officer or
         employee of the Company, as defined in the attached
         Conflict of Interest policy.

         Provide a mechanism for members of the Company to
         inform senior management of deviations in practice from
         policies and procedures governing honest and ethical
         behavior.

         Demonstrate their personal support for such
         policies and procedures through periodic communication
         reinforcing these ethical standards throughout the
         Company.

II.  Financial Records and Periodic Reports

     Directors, officers and employees will establish and
     manage the enterprise transaction and reporting systems
     and procedures to ensure that:

         Business transactions are properly authorized and
         completely and accurately recorded on the Company's
         books and records in accordance with Generally Accepted
         Accounting Principles (GAAP) and established Company
         financial policy.

         The retention or proper disposal of Company
         records shall be in accordance with established Company
         policies and applicable legal and regulatory
         requirements.

         Periodic financial communications and reports will
         be delivered in a manner that

<PAGE>

         facilitates the highest degree of clarity of content
         and meaning so that readers and users will quickly
         and accurately determine their significance and consequence.

III. Compliance with Applicable Laws, Rules and Regulations
..
     Directors, officers and employees, to the extent
     applicable to their job function, shall comply with all
     federal, state and local statutes, regulations and
     administrative procedures in the course of all conduct
     on behalf of the Company.

     In addition to the general policies above, the Company
     adopts the following additional conduct-related
     policies:

         Conflict of Interest and Confidentiality

         Trading Seaboard Securities

     These policies are attached. As a condition of
     employment, each employee of the Company must be
     familiar with these policies and agree to abide by
     their provisions.

     If anyone has knowledge or is suspicious of any non
     compliance with any section of this Code or is
     concerned whether circumstances could lead to a
     violation of this Code, such person should report the
     matter to one or more of the following: the person's
     immediate supervisor, the Company's Director of Human
     Resources or the Company's General Counsel.
     Alternatively, the matter may be reported by calling
     the Company's dedicated toll free number, 866-676-8886,
     which will be answered by the Company's Director of
     Human Resources. The Company will not allow any
     retaliation against an employee who acts in good faith
     in reporting any such violation or suspected violation.

IV.  Anti-Competitive Conduct

     Directors, officers and employees shall not enter into
     any agreement, understanding or arrangement with any
     competitor about prices, territory restrictions,
     refusals to sell, allocation of business, bidding, or
     engage in any other type of anti competitive practice.

<PAGE>

          CONFLICT OF INTEREST AND CONFIDENTIALITY


Seaboard   Corporation,  its  subsidiaries  and   affiliates
(collectively,  the  "Company") require directors,  officers
and employees to conduct their non-work activities in such a
manner that they do not conflict with the best interests  of
the  Company  or  detract  from  the  performance  of  their
responsibilities.  Directors, officers and  employees  shall
follow  the general guidelines set forth below. The  failure
of  any  employee to adhere to these general guidelines  may
result in discipline, including termination of employment.

1.   Conflicts of Interest:

     A.   All directors, officers and employees of the Company
          shall not have, directly or indirectly, any financial or
          other interest in any entity which is a supplier or customer
          of the Company.  The foregoing shall not prohibit the
          ownership of not more than one percent (1%) of the stock of
          any supplier or customer which is listed upon a national
          stock exchange or actively traded in the over-the-counter
          market.

     B.   Officers and employees shall not be employed by another
          entity, participate in self-employment, or serve another
          entity in any manner where such activity affects the
          employee's work efficiency or interferes with the employee's
          ability to act in the best interests of the Company.

     C.   All  officers and employees shall be  required  to
          complete a form disclosing all known conflicts of interest,
          or questions regarding such, to the Corporate Director of
          Human Resources for review and acceptance by the Company.
          The Company may require a person with a conflict of interest
          to dispense of such conflict of interest.  The failure of
          any person to complete such form disclosing all conflicts of
          interests, to disclose all known conflicts of interest or to
          dispense with a conflict of interest, when requested by the
          Company, may result in discipline by the Company, including
          termination of employment.

2.   Personal Gain:

     A.   All of the business affairs of the Company with all
          parties, including government officials, suppliers,
          customers, unions and competitors, shall always be conducted
          on an ethical, legal and arm's length basis.

     B.   Directors, officers and employees shall not provide or
          accept payments or gifts for the purpose of securing
          preferential consideration for the Company or as inducement
          to enter into any transaction.  Examples of such prohibited
          conduct include giving or taking gifts, gratuities, favors,
          loans, guarantees of loans, excessive entertainment,
          kickbacks,  rebates, and other types of  financial
          inducements.

     C.   Common  business  practice permits  the  offer  or
          acceptance of certain courtesies of nominal value, usually
          in the form of meals and entertainment, provided objectivity
          of the parties will not be unduly affected.

3.   Confidential Information:

     It  is  vital  that  we  protect  the  privacy  of  the
     Company's   confidential   information.    Confidential
     information includes proprietary, technical,  business,
     financial,   joint  venture,  customer   and   employee
     information that is not available publicly.  It is  the
     employee's

<PAGE>

     responsibility to know what information  is
     confidential and to obtain clarification when in doubt.

     A.   Employees must not disclose confidential information to
          any person outside of the Company, unless authorized to do
          so.  This includes, as prohibited, any disclosure of
          confidential information to family and friends.  Where
          confidential information is entrusted to persons outside of
          the Company, efforts must be made to ensure the continuing
          protection and confidentiality of that information.  Within
          the Company, confidential information should be disclosed
          only on a "need to know" basis.

     B.   Employees must not use confidential information for
          unauthorized purposes.  They must also take reasonable care
          to protect confidential information against loss, theft,
          unauthorized access, alteration or misuse.

     C.   Employees leaving the Company who have had access to
          Company confidential information will be reminded of their
          continuing responsibility to protect it and maintain its
          confidentiality.  The Company expects that employees joining
          it from other companies will not disclose the confidential
          information to those companies.

<PAGE>

                POLICY WITH REGARD TO TRADING
                     SEABOARD SECURITIES


1.   In General
     In   the  course  of  their  employment  with  Seaboard
     Corporation   or   its  subsidiaries   and   affiliates
     (collectively, the "Company"), directors, officers  and
     employees   frequently   come   into   possession    of
     confidential    and   highly   sensitive    information
     concerning  the  Company, its customers,  suppliers  or
     other   corporations  with  which   the   Company   has
     contractual   relationships  or  may   be   negotiating
     transactions.  Much of this information has a potential
     for affecting the market price of securities issued  by
     the  corporations involved.  Under some  circumstances,
     federal  securities law imposes potentially substantial
     civil  and criminal penalties on persons who improperly
     obtain,    use   or   provide   material,    non-public
     information, in connection with a purchase or  sale  of
     securities.

     Also   keep  in  mind,  the  Securities  and   Exchange
     Commission ("SEC") may seek substantial civil penalties
     from  any person who, at the time of an insider trading
     violation,  "directly  or  indirectly  controlled   the
     person   who  committed  such  violation,"   i.e.,   an
     employer.  As noted above, civil penalties for  persons
     who   control  violators  can  equal  the  greater   of
     $1,000,000 or three times the profit gained  or  losses
     avoided.   Employers  may also be subject  to  criminal
     penalties  of $2,500,000 for insider trading violations
     committed by employees.  Accordingly, when the  maximum
     criminal  penalty  is combined with the  maximum  civil
     penalty, employers of persons who trade on the basis of
     insider  information may be liable for up to $3,500,000
     -  even  for  employee violations that  yield  a  small
     profit gained or loss avoided.

     The  statute provides that any "controlling person" may
     be   liable  for  civil  penalties  up  to  the  amount
     specified above if the controlling person both (i) knew
     or  recklessly disregarded the fact that  the  employee
     was likely to engage in a violation; and (ii) failed to
     take appropriate steps to prevent that violation before
     it  occurred.  Moreover, in recent years, the  SEC  and
     governmental prosecutors have been vigorously enforcing
     the  insider trading laws against both individuals  and
     institutions.

     Given  all of these factors, the Company has determined
     to  provide specific guidance concerning the  propriety
     of   various  personal  transactions,  and  to   impose
     specific   procedures  in  certain  cases  to   attempt
     reasonably to ensure that neither the Company  nor  any
     of  its  directors,  officers  and  employees  violates
     insider trading laws.

2.   Material Non-Public Information
     The  federal securities laws and regulations have  been
     held to prohibit the purchase or sale of a security  at
     a  time  when  the  person  trading  in  that  security
     possesses  material  non-public information  concerning
     the  issuer  of  the security, or the  market  for  the
     security, which has not yet become a matter of  general
     public  knowledge  and which has been  obtained  or  is
     being  used  in  breach  of  a  duty  to  maintain  the
     information in confidence.  Whether the information  is
     proprietary   information   about   the   Company    or
     information that could have an impact on the  Company's
     stock price, employees must not pass the information on
     to   others.   The  penalties  discussed  above  apply,
     whether  or  not you derive any benefit from  another's
     actions.

     "Material  non-public information" includes information
     that  is  not  available to the public at  large  which
     could  affect the market price of the security  and  to
     which a reasonable investor would attach importance  in
     deciding  whether to buy, sell, or retain the security.
     Examples  of information that might be deemed  material
     include  the following:   annual or quarterly financial
     results,   dividend   increases   or   decreases,   the
     declaration  of  a  stock  split  or  the  offering  of
     additional  securities, earnings estimates, changes  in
     previously  announced  earnings estimates,  significant
     expansion  or curtailment of operations, a

<PAGE>

     significant increase or decline in business, a significant
     merger  or acquisition proposal or agreement,   unusual
     borrowings  or securities offerings, major  litigation,
     impending  bankruptcy or financial liquidity  problems,
     significant changes in management, purchases  or  sales
     of  substantial  assets, or  the  gain  or  loss  of  a
     substantial  customer or supplier.  This  list  is  not
     exhaustive.  Other types of information may be material
     at    any   particular   time,   depending   upon   the
     circumstances.  It should be noted that either positive
     or adverse information may be material.

     Information is considered to be available to the public
     only  when  it has been released to the public  through
     appropriate channels (e.g., by means of a press release
     or  a  statement  from  one  of  the  Company's  senior
     officers)  and  enough time has elapsed to  permit  the
     investment   market   to  absorb   and   evaluate   the
     information.    Once  public  release   has   occurred,
     information  will normally be regarded as absorbed  and
     evaluated within two or three days thereafter.

3.   Company Policy
     As  long  as  an  officer,  director  or  employee  has
     material non-public information relating to the Company
     or  any  other  issuer, including any of the  Company's
     customers,  it  is  Company policy  that  the  officer,
     director or employee may not directly or indirectly buy
     or  sell  the  securities of the Company or  any  other
     affected  issuer.  Equally important,  the  information
     may  not be passed along to others.  This policy  shall
     apply  to  officers,  directors and  employees  of  the
     Company or its subsidiaries and affiliates.

     To  avoid  potential liability under this  policy,  all
     officers,  directors and employees of the Company  must
     not  purchase or sell securities of the Company  or  of
     any  other  issuer of a security at  a  time  when  the
     officer,  director or employee is aware of any material
     non-public information about the Company or any issuer,
     regardless  of how that information was obtained.   The
     officer, director or employee also must not permit  any
     member  of his or her immediate family or anyone acting
     on  his or her behalf, or anyone to whom he or she  has
     disclosed  the information, to purchase  or  sell  such
     securities.

     After  the  information  has  been  publicly  disclosed
     through appropriate channels, a reasonable time  should
     be  allowed  to  elapse (at least three business  days)
     before  trading  in the security, to allow  for  public
     dissemination and evaluation of the information.

     Without  limiting the generality of the  policy  stated
     herein,  no director or officer of the Company  or  its
     subsidiaries  and affiliates may make any  purchase  or
     sale of securities of the Company (i) from the date two
     weeks prior to the end of each fiscal quarter until the
     beginning  of the third business day after  the  public
     release  of  earnings for such quarter; (ii)  from  the
     time  of the public release of any material information
     until  the  beginning of the third business  day  after
     such release; (iii) during any period when he or she is
     aware that the Company expects to make a public release
     of   material  information  in  the  near  future;  and
     (iv)  during  any  other period  when  he  or  she  has
     knowledge   of   any   "material  inside   information"
     concerning the Company.

4.   Application of Policy to Family Members and Affiliates
     The  foregoing requirements also apply to any  purchase
     or sale of securities of the Company by a family member
     or others sharing the same address or by a corporation,
     partnership, trust or other entity owned or  controlled
     by a director, officer or employee.

5.   Prohibition of Short-Sales
     Federal securities laws prohibit any short sale or  any
     short  sale "against the box" of Company securities  by
     any  officers,  directors or greater  than  ten-percent
     shareholders.  A short sale is the sale of  a  security
     either  not  owned  by the seller,  or  if  owned,  not
     delivered (the so-called short sale "against the box"),
     which  involves the borrowing of shares by the seller's
     broker  for  the account of the seller and delivery  of
     the  borrowed

<PAGE>

     shares to the buying broker. At some point in the future,
     the short seller must purchase the securities to cover
     the short position. Because the short seller hopes that
     he or she will be able to purchase at a price lower than
     the price at which the short sale was made, a short seller
     expects a security to decline in market value from present
     levels. Since short sales can depress the price of
     securities, the Company requires that none of its officers,
     directors or employees ever make short sales of the Company's
     securities  (whether or not such short sales  would  be
     permitted under the federal securities laws).

6.   Prohibited Practices
     In  addition, it is the Company's policy that officers,
     directors and employees should not engage in any of the
     following activities with respect to the securities  of
     the Company:

     A.   Trading in securities on a short-term basis.   Any
          security purchased must be held for a minimum of six (6)
          months before sale, unless the security is subject to forced
          sale, e.g., as a consequence of merger or acquisition;

     B.   Purchases on margin without the prior, written consent
          of the Company after disclosure to the Company's Board of
          Directors;

     C.   Short sales; or

     D.   Buying or selling put or call options.

<PAGE>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-22
<SEQUENCE>5
<FILENAME>ex21.txt
<DESCRIPTION>LIST OF SUBSIDIARIES
<TEXT>


                           EXHIBIT 21

 SUBSIDIARIES              	          NAMES UNDER      STATE OR OTHER
   OF THE                 	       WHICH SUBSIDIARIES   JURISDICTION
 REGISTRANT                  	          DO BUSINESS     OF INCORPORATION

Agencias Generales Conaven, C.A.	     Conaven        Venezuela
Agencia Maritima del Istmo, S.A.	      Same          Costa Rica
Almacenadora Conaven, S.A.                   Conaven        Venezuela
Boyar Estates S.A.*                           Same          Luxembourg
Cape Fear Railways, Inc.                      Same          North Carolina
Cayman Freight Shipping Services, Ltd.        Same          Cayman Islands
Chestnut Hill Farms Honduras, S. de R.L.
 de C.V.                                      Same          Honduras
Delta Packaging Company Ltd.*                 Same          Nigeria
Desarrollo Industrial Bioacuatico, S.A.*      Same          Ecuador
Eureka Chicken Limited *                      Same          Zambia
Franquicias Azucareras S.A.*                  FASA          Argentina
Hybrid Poultry (Mauritius) Limited *          Same          Zambia
H&O Shipping Limited                          Same          Liberia
Ingenio y Refineria San Martin del Tabacal
 S.R.L.                                      Tabacal        Argentina
JacintoPort International LP                  Same          Texas
KWABA - Sociedade Industrial e Comercial,
 SARL*                                       KWABA          Angola
Les Moulins d'Haiti S.E.M. (LHM)*             Same          Haiti
Lesotho Flour Mills Limited*                  Same          Lesotho
Life Flour Mill Ltd.*                         Same          Nigeria
Minoterie de Matadi, S.A.R.L.*                Same          Democratic Republic
                                                            of Congo
Minoterie du Congo, S.A.                      Same          Republic of Congo
Mission Funding, L.L.C.                       Same          Delaware
Mobeira, SARL*                                Same          Mozambique
Molinos Champion, S.A.*                       Same          Ecuador
Molinos del Ecuador, C.A.*                    Same          Ecuador
Mount Dora Farms Inc.                         Same          Florida
National Milling Company of Guyana, Ltd.      Same          Guyana

<PAGE>

                           EXHIBIT 21
                           (continued)

National Milling Corporation Limited          Same          Zambia
Productores de Alcoholes y Melaza S.A.*      PAMSA          Argentina
Port of Miami Cold Storage, Inc.              Same          Florida
Representaciones Maritimas y Aereas, S.A.     Same          Guatemala
Representaciones y Ventas S.A.*               Same          Ecuador
Sea Cargo, S.A.                               Same          Panama
Seaboard de Colombia, S.A.                    Same          Colombia
Seaboard de Honduras, S. de R.L. de C.V.      Same          Honduras
Seaboard del  Peru, S.A.                      Same          Peru
Seaboard Farms, Inc.                          Same          Oklahoma
Seaboard Freight & Shipping Jamaica Limited   Same          Jamaica
Seaboard Marine Bahamas, Ltd.                 Same          Bahamas
Seaboard Marine of Haiti, S.E.                Same          Haiti
Seaboard Marine Ltd.                          Same          Liberia
Seaboard Marine of Florida, Inc.              Same          Florida
Seaboard Marine (Trinidad) Limited            Same          Trinidad
Seaboard Overseas Limited                     Same          Bahamas
Seaboard Overseas Management Company, Ltd.    Same          Bermuda
Seaboard Overseas Peru SRL                    Same          Peru
Seaboard Overseas Trading and Shipping (PTY)
 Ltd.                                         Same          South Africa
Seaboard Ship Management Inc.                 Same          Florida
Seaboard Software Innovations, Inc.           Same          Delaware
Seaboard Trading and Shipping Ltd.            Same          Minnesota
Seaboard Transport Inc.                       Same          Oklahoma
Seaboard West Africa Limited                  Same          Sierra Leone
SEADOM, S.A.                                  Same          Dominican Republic
Seamaritima, S.A. de C.V.                     Same          Mexico
Shawnee Funding Limited Partnership           Same          Delaware
Top Feeds Limited*                            Same          Nigeria
Transcontinental Capital Corp.
(Bermuda) Ltd.                                TCCB          Bermuda
Unga Holdings Limited*                        Unga          Kenya

*Represents a non-controlled, non-consolidated affiliate.

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>6
<FILENAME>ex31-1.txt
<DESCRIPTION>CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302
<TEXT>
                                                Exhibit 31.1

                       CERTIFICATIONS

I, H. H. Bresky, certify that:

  1.  I  have  reviewed this annual report on Form  10-K  of
  Seaboard Corporation;

  2.  Based  on  my knowledge, this report does not  contain
  any  untrue statement of a material fact or omit to  state
  a  material fact necessary to make the statements made, in
  light  of  the  circumstances under which such  statements
  were  made,  not  misleading with respect  to  the  period
  covered by this report;

  3.  Based  on my knowledge, the financial statements,  and
  other  financial  information  included  in  this  report,
  fairly  present  in  all material respects  the  financial
  condition,  results of operations and cash  flows  of  the
  registrant as of, and for, the periods presented  in  this
  report;

  4.  The registrant's other certifying officer(s) and I are
  responsible  for  establishing and maintaining  disclosure
  controls and procedures (as defined in Exchange Act  Rules
  13a-15(e) and 15d-15(e)) for the registrant and have:

     a) Designed such disclosure controls and procedures, or
     caused  such disclosure controls and procedures  to  be
     designed under our supervision, to ensure that material
     information  relating to the registrant, including  its
     consolidated  subsidiaries, is  made  known  to  us  by
     others  within those entities, particularly during  the
     period in which this report is being prepared;

     b)  Evaluated  the  effectiveness of  the  registrant's
     disclosure  controls and procedures  and  presented  in
     this report our conclusions about the effectiveness  of
     the  disclosure controls and procedures, as of the  end
     of  the  period  covered by this report based  on  such
     evaluation; and

     c)   Disclosed  in  this  report  any  change  in   the
     registrant's internal control over financial  reporting
     that  occurred  during  the  registrant's  most  recent
     fiscal  quarter (the registrant's fourth fiscal quarter
     in  the  case of an annual report) that has  materially
     affected, or is reasonably likely to materially affect,
     the   registrant's  internal  control  over   financial
     reporting; and

  5.  The  registrant's other certifying  officer(s)  and  I
  have  disclosed,  based on our most recent  evaluation  of
  internal   control  over  financial  reporting,   to   the
  registrant's  auditors  and the  audit  committee  of  the
  registrant's  board  of directors (or  persons  performing
  the equivalent functions):

     a) All significant deficiencies and material weaknesses
     in  the  design or operation of internal controls  over
     financial  reporting  which are  reasonably  likely  to
     adversely  affect the registrant's ability  to  record,
     process,  summarize  and report financial  information;
     and

     b)  Any  fraud, whether or not material, that  involves
     management  or  other employees who have a  significant
     role   in  the  registrant's  internal  controls   over
     financial reporting.


Date: February 27, 2004

                            /s/ H. H. Bresky
                            H. H. Bresky, Chairman of the Board,
                            President and Chief Executive Officer

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>7
<FILENAME>ex31-2.txt
<DESCRIPTION>CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302
<TEXT>
                                                Exhibit 31.2
                       CERTIFICATIONS

I, Robert L. Steer, certify that:

  1.  I  have  reviewed this annual report on Form  10-K  of
  Seaboard Corporation;

  2.  Based  on  my knowledge, this report does not  contain
  any  untrue statement of a material fact or omit to  state
  a  material fact necessary to make the statements made, in
  light  of  the  circumstances under which such  statements
  were  made,  not  misleading with respect  to  the  period
  covered by this report;

  3.  Based  on my knowledge, the financial statements,  and
  other  financial  information  included  in  this  report,
  fairly  present  in  all material respects  the  financial
  condition,  results of operations and cash  flows  of  the
  registrant as of, and for, the periods presented  in  this
  report;

  4.  The registrant's other certifying officer(s) and I are
  responsible  for  establishing and maintaining  disclosure
  controls and procedures (as defined in Exchange Act  Rules
  13a-15(e) and 15d-15(e)) for the registrant and have:

     a) Designed such disclosure controls and procedures, or
     caused  such disclosure controls and procedures  to  be
     designed under our supervision, to ensure that material
     information  relating to the registrant, including  its
     consolidated  subsidiaries, is  made  known  to  us  by
     others  within those entities, particularly during  the
     period in which this report is being prepared;

     b)  Evaluated  the  effectiveness of  the  registrant's
     disclosure  controls and procedures  and  presented  in
     this report our conclusions about the effectiveness  of
     the  disclosure controls and procedures, as of the  end
     of  the  period  covered by this report based  on  such
     evaluation; and

     c)   Disclosed  in  this  report  any  change  in   the
     registrant's internal control over financial  reporting
     that  occurred  during  the  registrant's  most  recent
     fiscal  quarter (the registrant's fourth fiscal quarter
     in  the  case of an annual report) that has  materially
     affected, or is reasonably likely to materially affect,
     the   registrant's  internal  control  over   financial
     reporting; and

  5.  The  registrant's other certifying  officer(s)  and  I
  have  disclosed,  based on our most recent  evaluation  of
  internal   control  over  financial  reporting,   to   the
  registrant's  auditors  and the  audit  committee  of  the
  registrant's  board  of directors (or  persons  performing
  the equivalent functions):

     a) All significant deficiencies and material weaknesses
     in  the  design or operation of internal controls  over
     financial  reporting  which are  reasonably  likely  to
     adversely  affect the registrant's ability  to  record,
     process,  summarize  and report financial  information;
     and

     b)  Any  fraud, whether or not material, that  involves
     management  or  other employees who have a  significant
     role   in  the  registrant's  internal  controls   over
     financial reporting.


Date: February 27, 2004

                             /s/ Robert L. Steer
                             Robert L. Steer, Senior Vice President,
                             Treasurer and Chief Financial Officer

<PAGE>


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>8
<FILENAME>ex32-1.txt
<DESCRIPTION>CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906
<TEXT>
                                                Exhibit 32.1


                  CERTIFICATION PURSUANT TO
       18 U.S.C. SECTION. 1350, AS ADOPTED PURSUANT TO
        SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection with the filing of the Annual Report on  Form
10-K  for  the  fiscal  year ended December  31,  2003  (the
Report)   by   Seaboard  Corporation  (the   Company),   the
undersigned, as the Chief Executive Officer of the  Company,
hereby  certifies  pursuant to 18 U.S.C. Section 1350,  as  adopted
pursuant  to Section 906 of the Sarbanes-Oxley Act of 2002,  that,
to my knowledge:

     The  Report fully complies with the requirements  of
     Section 13(a) or Section 15(d) of the Securities Exchange
     Act of 1934; and

     The  information  contained  in  the  Report  fairly
     presents, in all material respects, the financial condition
     and results of operations of the Company.

                                  /s/ H. H. Bresky
                                  H. H. Bresky, Chairman of the Board,
                                  President and Chief Executive Officer

<PAGE>


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.2
<SEQUENCE>9
<FILENAME>ex32-2.txt
<DESCRIPTION>CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906
<TEXT>
                                                Exhibit 32.2


                  CERTIFICATION PURSUANT TO
       18 U.S.C. SECTION. 1350, AS ADOPTED PURSUANT TO
        SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection with the filing of the Annual Report on  Form
10-K  for  the  fiscal  year ended December  31,  2003  (the
Report)   by   Seaboard  Corporation  (the   Company),   the
undersigned, as the Chief Financial Officer of the  Company,
hereby  certifies  pursuant to 18 U.S.C. Section 1350,  as  adopted
pursuant  to Section 906 of the Sarbanes-Oxley Act of 2002,  that,
to my knowledge:

     The  Report fully complies with the requirements  of
     Section 13(a) or Section 15(d) of the Securities Exchange
     Act of 1934; and

     The  information  contained  in  the  Report  fairly
     presents, in all material respects, the financial condition
     and results of operations of the Company.

	                          /s/ Robert L. Steer
                                  Robert L. Steer, Senior Vice President,
                                  Treasurer and Chief Financial Officer

<PAGE>


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
