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<SEC-DOCUMENT>0000088121-04-000012.txt : 20040507
<SEC-HEADER>0000088121-04-000012.hdr.sgml : 20040507
<ACCEPTANCE-DATETIME>20040507161350
ACCESSION NUMBER:		0000088121-04-000012
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20040403
FILED AS OF DATE:		20040507

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-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-03390
		FILM NUMBER:		04789401

	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-Q
<SEQUENCE>1
<FILENAME>q10410q.txt
<DESCRIPTION>SEABOARD CORPORATION 2004 1ST QTR 10-Q
<TEXT>



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

                               FORM 10-Q


  (Mark One)

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

             For the quarterly period ended April 3, 2004

                                  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)

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

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

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

       There were 1,255,053.90 shares of common stock, $1.00 par
  value per share, outstanding on April 26, 2004.


                                   Total pages in filing - 18 pages


<PAGE>


PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements

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

                                                     April 3,     December 31,
                                                       2004           2003
                        Assets
Current assets:
   Cash and cash equivalents                        $   17,665    $   37,377
   Short-term investments                               90,491        58,022
   Receivables, net                                    216,681       190,013
   Inventories                                         303,761       276,033
   Deferred income taxes                                20,808        17,972
   Other current assets                                 51,984        35,419
Total current assets                                   701,390       614,836
Investments in and advances to foreign affiliates       47,447        46,680
Net property, plant and equipment                      634,220       643,968
Other assets                                            20,868        20,207
Total assets                                        $1,403,925    $1,325,691

            Liabilities and Stockholders' Equity
Current liabilities:
   Notes payable to banks                           $   73,598    $   75,564
   Current maturities of long-term debt                 57,201        56,983
   Accounts payable                                     69,685        61,817
   Other current liabilities                           187,737       149,726
Total current liabilities                              388,221       344,090
Long-term debt, less current maturities                319,111       321,555
Deferred income taxes                                   97,019        85,295
Other liabilities                                       48,473        46,720
Total non-current and deferred liabilities             464,603       453,570
Minority and other noncontrolling interests              1,868         7,466
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                (59,295)      (61,527)
   Retained earnings                                   607,273       580,837
Total stockholders' equity                             549,233       520,565
Total liabilities and stockholders' equity          $1,403,925    $1,325,691

             See notes to condensed consolidated financial statements.

<PAGE>  1


                            SEABOARD CORPORATION AND SUBSIDIARIES
                        Condensed Consolidated Statements of Earnings
                       (Thousands of dollars except per share amounts)
                                       (Unaudited)

                                                          Three Months Ended
                                                        April 3,      March 29,
                                                          2004          2003
Net sales:
  Products                                           $  478,067     $  344,598
  Service revenues                                      122,081         99,645
  Other                                                  15,527         17,624
     Total net sales                                    615,675        461,867
Cost of sales and operating expenses:
  Products                                              432,461        325,713
  Services                                               98,363         87,078
  Other                                                  11,279         13,727
     Total cost of sales and operating expenses         542,103        426,518
      Gross income                                       73,572         35,349
Selling, general and administrative expenses             30,810         27,375
      Operating income                                   42,762          7,974

Other income (expense):
   Interest expense                                      (7,739)        (6,821)
   Interest income                                        1,755            742
   Loss from foreign affiliates                            (137)        (3,291)
   Minority and other noncontrolling interests              (82)          (253)
   Foreign currency loss, net                            (1,661)        (1,370)
   Miscellaneous, net                                     2,340          2,208
      Total other income (expense), net                  (5,524)        (8,785)
Earnings (loss) before income taxes and cumulative
   effect of changes in accounting principles            37,238           (811)
Income tax expense                                       (9,861)          (122)
Earnings (loss) before cumulative effect of changes
   in accounting principles                              27,377           (933)
Cumulative effect of changes in accounting for asset
   retirement obligations and drydock accruals,
   net of income tax expense of $550                          -          3,648
Net earnings                                         $   27,377     $    2,715

Net earnings per common share:
Earnings (loss) per share before cumulative effect of
  changes in accounting principles                   $    21.81     $    (0.74)
Cumulative effect of changes in accounting for asset
  retirement obligations and drydock accruals                 -           2.90
Net earnings per common share                        $    21.81     $     2.16

Dividends declared per common share                  $     0.75     $     0.75
Average number of shares outstanding                  1,255,054      1,255,054

           See notes to condensed consolidated financial statements.

<PAGE>  2


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

                                                           Three Months Ended
                                                          April 3,    March 29,
                                                            2004        2003

Cash flows from operating activities:
   Net earnings                                           $ 27,377   $  2,715
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                        16,356     16,414
       Loss from foreign affiliates                            137      3,291
       Foreign currency exchange gains                        (435)    (2,507)
       Cumulative effect in accounting changes, net              -     (3,648)
       Deferred income taxes                                 8,262     (3,309)
   Changes in current assets and liabilities:
        Receivables, net of allowance                      (26,386)    18,743
        Inventories                                        (27,228)     5,080
        Other current assets                               (16,081)     1,535
        Current liabilities exclusive of debt               40,068    (13,024)
   Other, net                                                1,272      1,850
Net cash from operating activities                          23,342     27,140
Cash flows from investing activities:
   Purchase of short-term investments                      (33,499)   (17,880)
   Proceeds from the sale or maturity of short-term
    investments                                              1,217      6,156
   Investments in and advances to foreign affiliates, net       80      1,474
   Capital expenditures                                     (6,347)   (10,517)
   Other, net                                                   80      1,447
Net cash from investing activities                         (38,469)   (19,320)
Cash flows from financing activities:
   Notes payable to banks, net                              (1,966)    (1,741)
   Principal payments of long-term debt                     (2,424)    (1,095)
   Dividends paid                                             (941)      (941)
   Other, net                                                    -        396
Net cash from financing activities                          (5,331)    (3,381)
Effect of exchange rate change on cash                         746        822
Net change in cash and cash equivalents                    (19,712)     5,261
Cash and cash equivalents at beginning of year              37,377     23,242
Cash and cash equivalents at end of period                $ 17,665   $ 28,503

            See notes to condensed consolidated financial statements.

<PAGE>  3


SEABOARD CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements

Note 1 - Accounting Policies and Basis of Presentation

The  condensed consolidated financial statements include the  accounts
of  Seaboard  Corporation  and its domestic and  foreign  subsidiaries
("Seaboard").  All significant intercompany balances and  transactions
have been eliminated in consolidation.  Seaboard's investments in non-
controlled  affiliates are accounted for by the  equity  method.   The
unaudited  consolidated  financial  statements  should  be   read   in
conjunction with the consolidated financial statements of Seaboard for
the  year  ended  December 31, 2003 as filed in its Annual  Report  on
Form   10-K.    Seaboard's  first  three  quarterly  periods   include
approximately 13 weekly periods ending on the Saturday closest to  the
end of March, June and September.  Seaboard's year-end is December 31.

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

Interest Rate Exchange Agreements

Seaboard's interest rate exchange agreements do not qualify as  hedges
for  accounting purposes.  During the quarters ended April 3, 2004 and
March  29,  2003, Seaboard recorded losses of $2,743,000 and $749,000,
respectively, related to these agreements.  The losses are included in
miscellaneous,  net  on  the  Condensed  Consolidated  Statements   of
Earnings  and  reflect changes in fair market value, net  of  interest
paid  or  received.  These amounts include net payments of  $2,212,000
and  $1,985,000 during 2004 and 2003, respectively, resulting from the
difference  between the fixed rate paid and variable rate received  on
these agreements.

Supplemental Non-cash Disclosures

The  fluctuation  of the Argentine peso has affected the  U.S.  dollar
value of the peso-denominated assets and liabilities of the Sugar  and
Citrus  segment.   During  the first quarter  of  2004,  this  segment
recorded  non-cash  gains of $435,000 caused  by  the  revaluation  of
certain  dollar  denominated  net liabilities  compared  to  gains  of
$2,507,000  during  the first quarter of 2003.   The  following  table
shows  the non-cash impact of the change in exchange rates on  various
balance   sheet  categories  for  the  peso  denominated  assets   and
liabilities.
                                                  Three Months Ended
                                                  April 3,  March 29,
Increase in thousands of dollars                    2004       2003

Working capital                                    $1,425     $4,285
Fixed assets                                          849      4,330
Other long-term net assets                             38         25

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.   Accordingly,  on  January  1,  2003,  Seaboard
recorded  the cumulative effect of the change in accounting  principle
with  a  charge to earnings of $2,195,000 ($1,339,000 net of  tax,  or
$1.07 per common share).  The following table shows the changes in the
asset retirement obligation during 2004.
                                                      Three Months Ended
Thousands of dollars                                    April 3, 2004

Beginning balance                                            $6,086
Accretion expense                                               113
Liability for additional lagoons placed in service              134
Ending balance                                               $6,333

<PAGE>  4

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.   Seaboard  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 Commodity Trading
and Milling, Marine, 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.

As  of  December  31,  2003,  Seaboard  adopted  Financial  Accounting
Standards Board Interpretation No. 46, revised December 2003 (FIN 46),
"Consolidation of Variable Interest Entities".  FIN 46 applies  to  an
entity  if  its total equity at risk is not sufficient to  permit  the
entity  to  finance  its  activities without  additional  subordinated
support or if the equity investors lack certain characteristics  of  a
controlling   financial   interest.    If   an   entity   has    these
characteristics,  FIN  46  requires a test  to  identify  the  primary
beneficiary  based on expected losses and expected returns  associated
with  the variable interest.  The primary beneficiary is then required
to  consolidate  the  entity.   Based  on  its  evaluations,  Seaboard
consolidated    certain   limited   liability    companies    as    of
December  31,  2003,  which  own certain of  the  facilities  used  in
connection   with  Seaboard's  vertically  integrated  hog  production
because Seaboard was determined to be the primary beneficiary.  If the
consolidation  requirements would have been applied  retroactively  to
January 1, 2003, operating income, net earnings, and net earnings  per
common  share  would  have decreased by $67,000,  $41,000  and  $0.03,
respectively, for the first quarter of 2003.

Note 2 - Repurchase of Minority Interest

In  connection with the December 2001 sale of a 10% minority  interest
in  one  of the two power barges in the Dominican Republic, the  buyer
was  given  a three-year option to sell the interest back to  Seaboard
for  the  book  value  at  the time of sale,  pending  collections  of
outstanding  receivables.   During January 2004,  the  buyer  provided
notice to exercise the option.  As of April 3, 2004, the book value of
$5,709,000  was  reclassified from minority and  other  noncontrolling
interests  to  other current liabilities on the Condensed Consolidated
Balance Sheets.  An initial payment of $5,000,000 will be paid  during
the  second  quarter of 2004 with the remaining balance  payable  upon
collection of the remaining outstanding receivables.

In  addition, Seaboard has historically paid commissions to a  related
entity  of  the above party relative to the performance of  the  other
power  barge.   Subsequent  to  April  3,  2004,  Seaboard  agreed  to
terminate that relationship with a one-time payment of $2,000,000.

Note 3 - Comprehensive Income (Loss)

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

                                                        Three Months Ended
                                                       April 3,    March 29,
(Thousands of dollars)                                   2004        2003

Net earnings                                           $27,377     $ 2,715
Other comprehensive income (loss)
net of applicable taxes:
Foreign currency translation adjustment                  2,244       6,791
Unrealized gains (losses) on investments                    90         (32)
Net unrealized losses on cash flow hedges                  (52)       (136)
Amortization of deferred gain on interest rate swaps       (50)        (50)
Total comprehensive income                             $29,609     $ 9,288

<PAGE>  5

The  components of and changes in accumulated other comprehensive loss
for the three months ended April 3, 2004 are as follows:

                                                Balance               Balance
                                              December 31,  Period    April 3,
(Thousands of dollars)                           2003       Change      2004

Foreign currency translation adjustment        $(56,490)    $2,244   $(54,246)
Unrealized gain on investments                       14         90        104
Unrecognized pension cost                        (5,772)         -     (5,772)
Net unrealized loss on cash flow hedges             (30)       (52)       (82)
Deferred gain of interest rate swaps                751        (50)       701
Accumulated other comprehensive loss           $(61,527)    $2,232   $(59,295)

The  unrecognized  pension cost is calculated  and  adjusted  annually
during the fourth quarter.  With the exception of the foreign currency
translation  loss to which a 35% federal tax rate is  applied,  income
taxes  for  components  of accumulated other comprehensive  loss  were
recorded using a 39% effective tax rate.

Note 4 - Inventories

The  following  is  a  summary of inventories at  April  3,  2004  and
December 31, 2003:

                                              April 3,     December 31,
(Thousands of dollars)                          2004          2003
At lower of LIFO cost or market:
      Live hogs & materials                   $150,585       $142,396
      Dressed pork & materials                  25,795         22,220
                                               176,380        164,616
      LIFO allowance                            (8,758)        (7,608)
              Total inventories at lower
               of LIFO cost or market          167,622        157,008
At lower of FIFO cost or market:
      Grain, flour and feed                    104,450         87,831
      Sugar produced & in process               14,718         14,807
      Other                                     16,971         16,387
              Total inventories at lower
               of FIFO cost or market          136,139        119,025
               Total inventories              $303,761       $276,033


Note 5 - Employee Benefits

Seaboard maintains a defined benefit pension plan (the Plan)  for  its
domestic  salaried  and  clerical employees  and  also  sponsors  non-
qualified,   unfunded  supplemental  executive  plans,  and   unfunded
supplemental  retirement agreements with certain executive  employees.
As  a  result  of  recently  passed  pension  relief  legislation  and
finalization  of  Plan  data,  in  order  to  meet the minimum funding
standards  to avoid Pension Benefit Guaranty Corporation variable rate
premiums established by the Employee Retirement Income Security Act of
1974, Seaboard revised its original schedule of contributions for 2004
from  $7,000,000  to  $5,763,000.  The  first  payment   of $1,922,000
was   made   on  April 15, 2004.

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

                                                   Three months ended
                                                   April 3,  March 29,
(Thousands of dollars)                              2004       2003

Components of net periodic benefit cost:
 Service cost                                     $   872    $    828
 Interest cost                                        974       1,019
 Expected return on plan assets                      (792)       (690)
 Amortization and other                               213         270
 Net periodic benefit cost                        $ 1,267    $  1,427

<PAGE>  6

Note 6 - Contingencies

From  time  to  time bills have been introduced in the  United  States
Senate  and  House  of  Representatives which  include  provisions  to
prohibit  meat  packers, such as Seaboard, from owning or  controlling
livestock  intended  for  slaughter.   If  passed,  such  bills  could
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 on the  balance  sheet,  or
otherwise restructure its ownership and operation.    Such 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.  To date,  none
have been passed into law nor does Seaboard expect any to be passed in
2004.   However, Seaboard cannot assure such legislation will  not  be
adopted  in  the future.    Seaboard, along with industry  groups  and
other  similarly  situated companies, continues  to  vigorously  lobby
against enactment of any such legislation.

Seaboard reached an agreement in 2002 to settle litigation brought  by
the  Sierra  Club.   Under  the terms of the settlement,  Seaboard  is
conducting an environmental investigation to determine the  source  of
elevated  nitrates 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.   One  such  action  involves five  properties  utilized  in
Seaboard's  hog  production operations which were purchased  from  PIC
International  Group, Inc. (PIC).  PIC is indemnifying  Seaboard  with
respect  to the action pursuant to an indemnification agreement  which
has  a  $5  million limit.  A settlement is being discussed  with  the
agencies.   If  the  settlement  being discussed  is  agreed  to,  the
estimated   cumulative  costs  which  will  be  expended  will   total
approximately $6.2 million, not including the additional  legal  costs
required  to negotiate the settlement.  If the measures taken pursuant
to  the  settlement are not effective, other measures with  additional
costs  may  be  required.  PIC has advised Seaboard  that  it  is  not
responsible for the costs in excess of $5 million.  Seaboard  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,  except  for
approximately $180,000 of estimated costs that  would be incurred over
5 years subsequent to the settlement for certain testing and sampling.
Seaboard Farms has agreed to conduct such testing  and sampling  as  a
part of the sampling  it  conducts  in the normal course of operations
and believes that the  incremental  costs  incurred  to  conduct  such
testing  and  sampling  will  be  less  than $180,000.   Seaboard  also
believes  that  a  more  general  indemnity  agreement  would  require
indemnification of a liability in excess of $5 million (excluding the
estimated $180,000 cost for testing and sampling),  although  PIC
disputes  this.   With respect to other actions and the investigation,
neither  is  expected to have 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  have  a  material  adverse  effect  on   Seaboard's
consolidated financial statements.

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  Seaboard's
business  objectives.   Seaboard does not issue  guarantees  of  third
parties for compensation.  The following table sets forth the terms of
guarantees as of April 3, 2004.


Guarantee beneficiary                      Maximum exposure       Maturity

Foreign non-consolidated affiliate grain     $1,300,000        Annual renewal
  processor - Uganda
Foreign   non-consolidated  affiliate  food  $  400,000         August 2004
  product distributor - Ecuador
Various hog contract growers                 $1,585,000        Annual renewal

<PAGE>  7

Seaboard  guaranteed  a  bank borrowing for a  subsidiary  of  a  non-
consolidated foreign affiliate grain processor in Kenya, Unga Holdings
Limited   (Unga),   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  the
Unga's  subsidiary.  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 has provided  a
reciprocal guarantee to Seaboard.  As of April 3, 2004, this affiliate
had $1,049,000 of borrowings 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 for these purchases 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  April 3, 2004, Seaboard had outstanding $11,672,000 of letters
of  credit  with  various  banks  that  reduced  Seaboard's  borrowing
capacity under its committed credit facilities.  The largest letter of
credit  of  $8,700,000  is for workers compensation  insurance.   Also
included is a letter of credit for $1,241,000 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 letter of credit was posted in  lieu
of advance vendor payments for the purchases.

Note 7 - Segment Information

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  the
first quarter of 2003 totaled $999,000.

The  following  tables set forth specific financial information  about
each  segment as reviewed by Seaboard's management.  Operating  income
for  segment reporting is prepared on the same basis as that used  for
consolidated operating income.  Operating income, along with income or
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:
                                     Three Months Ended
                                    April 3,    March 29,
(Thousands of dollars)                2004        2003

Pork                              $  211,722   $  153,926
Commodity Trading and Milling        256,676      177,775
Marine                               110,918       92,286
Sugar and Citrus                      13,719       12,772
Power                                 15,527       17,624
All Other                              7,113        7,484
   Segment/Consolidated Totals    $  615,675   $  461,867


<PAGE>  8


Operating Income:
                                     Three Months Ended
                                    April 3,    March 29,
(Thousands of dollars)                2004        2003

Pork                              $   21,334   $   (1,445)
Commodity Trading and Milling          8,713        3,394
Marine                                 7,417         (951)
Sugar and Citrus                       3,558        4,462
Power                                  1,525        2,465
All Other                                525          787
   Segment Totals                     43,072        8,712
Corporate Items                         (310)        (738)
   Consolidated Totals            $   42,762   $    7,974



Income (Loss) from Foreign Affiliates:

                                     Three Months Ended
                                    April 3,    March 29,
(Thousands of dollars)                2004        2003

Commodity Trading and Milling     $      667   $   (1,700)
All Other                               (804)      (1,591)
   Segment/Consolidated Totals    $     (137)  $   (3,291)


Total Assets:
                                    April 3,    December 31,
(Thousands of dollars)                2004         2003

Pork                              $  678,183   $  670,288
Commodity Trading and Milling        289,266      243,065
Marine                               112,064      114,375
Sugar and Citrus                      75,367       75,674
Power                                 76,748       76,920
All Other                             15,513       13,953
   Segment Totals                  1,247,141    1,194,275
Corporate Items                      156,784      131,416
   Consolidated Totals            $1,403,925   $1,325,691

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.

<PAGE>  9


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

LIQUIDITY AND CAPITAL RESOURCES

Summary of Sources and Uses of Cash

Cash   and   short-term  investments  increased  $12.8  million   from
December  31,  2003  primarily  reflecting  the  cash  generated  from
operations  of  $23.3  million  less  capital  expenditures  and  debt
repayments.  Cash from operating activities for the three months ended
April 3, 2004, decreased $3.8 million compared to the same period  one
year earlier, primarily reflecting the increased working capital needs
of  the  Pork,  Commodity  Trading and  Milling  and  Power  segments.
Inventory  levels  increased  for  the  Pork  segment  reflecting  the
recently  populated new hog production facilities.  For the  Commodity
Trading  and Milling segment, the overall increase in trading activity
caused  increases  in  accounts receivable and  inventories.   Working
capital  needs  also increased for the Power segment as  a  result  of
slowed collections of accounts receivable.

Capital Expenditures

Seaboard  invested $6.3 million in property, plant and  equipment  for
the  three  months  ended  April 3, 2004, of which  $2.1  million  was
expended  in  the  Pork segment, $1.7 million in the  Marine  segment,
$1.6  million  in  the  Commodity  Trading  and  Milling  segment  and
$0.9  million  in the remaining businesses.  The capital  expenditures
for  2004  are  of  a  normal recurring nature and  primarily  include
replacements   of  machinery  and  equipment,  and  general   facility
modernizations and upgrades.  While there are no material  commitments
for  capital expenditures, during the remainder of 2004 management has
budgeted  additional capital expenditures of $5.3 million in the  Pork
segment,  $4.6  million in the Commodity Trading and Milling  segment,
$7.6  million  in the Marine segment, $4.6 million in  the  Sugar  and
Citrus  segment and $0.5 million of all other businesses.   Management
anticipates  financing  these  capital  expenditures  from  internally
generated  cash,  the  use  of  available  short-term  investments  or
existing short-term borrowing capacity.

Financing Activities and Debt

During the first quarter of 2004, Seaboard entered into two new,  one-
year  committed credit lines totaling $45.0 million and  extended  its
committed subsidiary credit facilities totaling $80.0 million  through
April 30, 2004.  As of April 3, 2004, Seaboard had committed lines  of
credit   totaling  $170.0  million  and  uncommitted  lines   totaling
$52.0 million.  Borrowings outstanding under committed and uncommitted
lines  as  of  April 3, 2004 totaled $51.9 million and $21.7  million,
respectively.    Outstanding  standby  letters  of   credit   totaling
$11.7   million  reduced  Seaboard's  borrowing  capacity  under   its
committed credit lines.

Subsequent  to  April 3, 2004, Seaboard's committed subsidiary  credit
lines   totaling  $80.0  million  were  combined  into  one  facility,
increased  to  $95.0 million, and extended to April  30,  2005.   This
facility is denominated in U.S. dollars.  In addition, a $20.0 million
committed  credit  facility  was extended  for  one  additional  year.
Management  plans  to  evaluate  the  renewal  of its remaining credit
facilities.

In  addition  to  funding Seaboard's planned capital  expenditures  as
discussed  above, Seaboard's remaining 2004 scheduled  long-term  debt
maturities  total $54.9 million.  Management believes that  Seaboard's
current  combination of internally generated cash, liquidity,  capital
resources  and borrowing capabilities will be adequate to  make  these
scheduled debt payments and support existing operations during  fiscal
2004.    Management   does,  however,  periodically   review   various
alternatives for future financing to provide additional liquidity  for
future  operating  plans.  As management intends to  continue  seeking
opportunities  for  expansion  in the  industries  in  which  Seaboard
operates, management may have to pursue financing alternatives at that
time.

During  January 2004, the 10% minority interest owner of  one  of  the
power  barges located in the Dominican Republic notified  Seaboard  of
its  intention to exercise a put option for the equity interest.   See
Note  2 to the Condensed Consolidated Financial Statements for further
discussion.

See  Note 6 to the Condensed Consolidated Financial Statements  for  a
summary  of  Seaboard's contingent obligations,  including  guarantees
issued to support certain activities of non-consolidated affiliates or
third parties who provide services for Seaboard.

RESULTS OF OPERATIONS

Net  sales increased to $615.7 million for the first quarter  of  2004
compared  to  $461.9  million  for the first  quarter  of  2003.   The
increase in net sales was primarily the result of higher sales volumes
and  market  prices for pork products, increased commodity prices  and
trading volumes, and, to a lesser extent, an increased level of marine
cargo  service  with  improved rates.  Operating income  increased  to
$42.8  million in 2004 compared to $8.0 million for the first  quarter
of  2003.   The increase in sales also contributed to higher operating
income for the quarter.

<PAGE>  10

Pork Segment
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $211.7          $153.9
Operating income (loss)                    $ 21.3          $ (1.4)

Net  sales  for the Pork segment increased $57.8 million in the  first
quarter of 2004 compared to the first quarter of 2003 primarily  as  a
result  of  higher  market prices for pork products and  higher  sales
volumes.  The excess domestic meat supplies experienced in early  2003
resulted  in  lower sales prices through the first  quarter  of  2003.
Prices generally improved throughout the remainder of 2003 and further
improved  through the first quarter of 2004 as a result  of  a  strong
demand  for  pork  products.   Sales  volumes  increased  as  Seaboard
operated  additional  weekend processing shifts during  2004  to  take
advantage  of  the favorable market conditions, and had an  additional
four  business  days in 2004 compared to 2003.  In comparison,  during
2003  Seaboard  held selected product in inventory  during  the  first
quarter  in  anticipation of improved market conditions later  in  the
year.

Operating income for the Pork segment increased $22.7 million  in  the
first  quarter  of 2004 compared to the first quarter  of  2003  as  a
result  of  the  higher  sales  prices and  volumes  discussed  above,
partially  offset  by  an  increase  in  cost  of  third  party  hogs.
Commodity  prices  for  corn and soybean meal increased  significantly
throughout the first quarter of 2004 causing increased feed costs, but
were  primarily offset by gains from the mark to market  of  commodity
futures contracts.  As Seaboard does not perform the extensive record-
keeping  required  to  account for commodity futures  transactions  as
hedges, commodity gains totaling $3.3 million during the first quarter
of 2004 and $0.1 million in 2003 reduced cost of sales while a portion
of  the  higher  feed costs remained in inventory and  could  decrease
future  profitability in the later half of 2004.  Management is unable
to  predict  future market prices for pork products,  feed  costs  and
third  party hogs, or whether overall market conditions will  continue
to be favorable, and therefore, management cannot predict whether this
segment  will  continue to be as profitable during  the  remainder  of
2004.

Commodity Trading and Milling Segment
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $256.7          $177.8
Operating income                           $  8.7          $  3.4
Income (loss) from foreign affiliates      $  0.7          $ (1.7)

Net  sales  for  the  Commodity Trading and Milling segment  increased
$78.9  million  in  the first quarter of 2004 compared  to  the  first
quarter  of  2003. This increase is primarily the result of world-wide
increased commodity prices and, to a lesser extent, increased  trading
volumes  to  third  parties and affiliates.  The increase  in  trading
revenues  was  partially  offset by lower milling  revenues  primarily
reflecting  less  favorable  local operating  conditions  for  certain
consolidated African milling operations.

Operating income for this segment increased $5.3 million in the  first
quarter  of 2004 compared to the first quarter of 2003.  The  increase
primarily  reflects  the  increase in sales  volumes  in  the  trading
business,  partially  offset by lower milling  revenues  as  discussed
above.   In  addition,  charter hire rates were  significantly  higher
during  the  first  quarter of 2004 compared to  2003.   Seaboard  had
entered into some longer term charter contracts in 2003, delaying  the
impact  of  the higher 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 the first quarter of 2004 includes a
gain  of  $1.3  million compared to losses of $0.4  million  for  2003
related to mark-to-market adjustments.  Due to the uncertain political
and  economic conditions in the countries in which Seaboard  operates,
management  is  unable to predict future sales and operating  results,
but anticipates positive operating income to continue in 2004.

Income  from foreign affiliates in the first quarter of 2004  improved
$2.4 million from 2003 primarily reflecting improved operating results
from most African milling operations.  Based on current political  and
economic situations in the countries in which the flour and feed mills
operate, management cannot predict whether the foreign affiliates will
remain profitable for the remainder of 2004.

<PAGE>  11

Marine Segment
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $110.9          $ 92.3
Operating income (loss)                    $  7.4          $ (1.0)

Net  sales for the Marine segment increased $18.6 million in the first
quarter  of  2004  compared to the first quarter  of  2003  reflecting
higher cargo volumes and, to a lesser extent, increased average  cargo
rates.  The 2003 quarter was significantly negatively impacted by  the
general  strike  in Venezuela which began in 2002 and  continued  into
February of 2003, resulting in the discontinuance of all port calls to
that country.  While the political and economic instability remains in
Venezuela  and that market has not yet fully recovered, cargo  volumes
have increased during the first quarter of 2004 compared to 2003.   In
addition, cargo volumes also increased in most other markets.  Average
cargo rates for 2004 improved over 2003 reflecting increased rates and
improved  cargo mixes in certain markets.  Partially offsetting  these
increases,  the first quarter of 2003 included revenue from chartering
of certain company-owned vessels to carry military cargo to the Middle
East.

Operating income for the Marine segment increased $8.4 million in  the
first quarter of 2004 compared to the first quarter of 2003, primarily
reflecting  the  increased  volumes and rates  discussed  above.   The
duration  and  extent of the economic situation due to  the  political
instability in Venezuela will continue to affect future results  while
shipping  demand  for  the  affected routes remains  below  historical
levels.   Management cannot predict whether or to what extent economic
conditions  will  change for the Venezuelan and related  markets,  and
therefore cannot predict whether this segment will continue to operate
as profitably during the remainder of 2004.

The  U.S.  Maritime  Transportation  Security  Act  and  corresponding
international  regulations  under The  International  Ship  and  Port-
facility Security Code go into effect July 1, 2004.  These regulations
require  comprehensive security assessments and plans for vessels  and
facilities  in  the U.S. and throughout the world.   While  management
believes  Seaboard's U.S. facilities and vessels will be compliant  by
the deadline, trade could be adversely affected in areas where foreign
ports do not fully comply.

Sugar and Citrus Segment
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $ 13.7          $ 12.8
Operating income                           $  3.6          $  4.5

Net  sales for the Sugar and Citrus segment increased slightly in  the
first quarter of 2004 compared to the first quarter of 2003 reflecting
higher sales volumes.  This increase was partially offset by the lower
average sales price.  The higher volumes and lower prices reflect  the
abundant  2003  harvest  in Argentina which resulted  in  large  sugar
supplies.   While  management  cannot  predict  future  sales  prices,
management  does not expect sales prices to increase  above  the  2003
prices for the remainder of 2004.

Operating income decreased $0.9 million for the first quarter of  2004
compared  to  the  prior year primarily due to the higher  inventoried
costs  of  the recent sugar harvest and production.  During 2003,  the
peso  price of sugar increased at a higher rate than the related  peso
costs,  a  trend  that  has now reversed as expenses  are  increasing.
Management  expects  operating income for 2004  will  remain  positive
although lower than comparable 2003 periods.

<PAGE>  12

Power Segment
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $ 15.5          $ 17.6
Operating income                           $  1.5          $  2.5

The  economic environment of the Dominican Republic remained  unstable
throughout the first quarter of 2004.  Even though multilateral credit
agencies  provided  some  funding during  the  quarter,  the  economic
problems still exist.  The Power segment was able to collect  a  small
portion  of past due amounts from certain distribution companies,  but
significant  balances are still outstanding from other generating  and
distribution  companies.  As a result of the economic  instability  in
this  country, during the first quarter of 2004 the Dominican Republic
peso weakened further against the U.S. dollar, causing $1.9 million of
foreign  exchange  losses related to the peso-denominated  net  assets
compared to $1.8 million in 2003.  The exchange losses are included in
other  income  (expense) on the Condensed Consolidated  Statements  of
Earnings and are not a component of operating income.

Net  sales  for the Power segment decreased $2.1 million in the  first
quarter  of  2004 compared to the first quarter of 2003 due  to  lower
production  and  lower spot prices in 2004.  In early  2004,  Seaboard
curtailed production due to management's concerns about collectibility
of  the  revenues.   Operations have since resumed  to  full  capacity
though   management  may  impose  further  curtailments  if  liquidity
conditions warrant.

Operating income decreased $1.0 million for the first quarter of  2004
compared  to  the  first quarter of 2003 primarily  reflecting  higher
commission  expenses  and  bad debt expenses  for  the  2004  quarter,
partially  offset  by lower fuel costs.  Pending  improvement  to  the
economic  problems  and  the upcoming May elections  in  the  country,
management  cannot predict whether this segment will remain profitable
for the remainder of 2004.

All Other
                                             Three Months Ended
                                          April 3,       March 29,
(Dollars in millions)                       2004            2003

Net sales                                  $  7.1          $  7.5
Operating income                           $  0.5          $  0.8
Loss from foreign affiliates               $ (0.8)         $ (1.6)

Net  sales and operating income for All Other remained consistent with
2003.   The loss from foreign affiliates in 2004 represents Seaboard's
share of losses from its equity method investment in a Bulgarian  wine
business  whereas 2003 also included $1.0 million of foreign affiliate
losses for Seaboard's share of Fjord Seafood ASA (Fjord) results.  The
equity investment in Fjord was sold during the fourth quarter of 2003.

Selling, General and Administrative Expenses

Selling,  general  and administrative (SG&A) expenses  for  the  first
quarter  of  2004 increased by $3.4 million over the first quarter  of
2003  primarily in the Power segment due to increased commissions  and
bad  debt expense and, to a lesser extent, increased selling costs  in
the  Commodity Trading and Milling and Marine segments related to  the
growth  of  these  businesses.   As a  percentage  of  revenues,  SG&A
decreased  to 5.0% in the first quarter of 2004 compared to  5.9%  for
the  first quarter of 2003 as a result of increased sales in the Pork,
Commodity Trading and Milling, and Marine segments.

Interest Expense

Interest expense increased $0.9 million in the first quarter  of  2004
compared  to  the  first  quarter of  2003.   The  increase  primarily
reflects   the  higher  average  level  of  short-term  and  long-term
borrowings outstanding during 2004, partially offset by lower  average
interest rates.

Interest Income

Interest  income increased $1.0 million in the first quarter  of  2004
compared to the first quarter of 2003 primarily reflecting the  higher
level of average funds invested during 2004.

<PAGE>  13

Foreign Currency Losses

Foreign currency losses totaled $1.7 million for the first quarter  of
2004  compared with $1.4 million for the same period in 2003.   Losses
from   the   devaluation  of  the  Dominican  Republic  peso   totaled
$1.9  million  in 2004 compared to $1.8 million during 2003.  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.

Miscellaneous, Net

Miscellaneous,  net for 2004 includes realized gains of  $1.5  million
and  unrealized  gains  of $1.6 million from the  mark  to  market  of
commodity  futures and options contracts that management doesn't  view
as   direct   economic  hedges  of  its  operations.    In   addition,
miscellaneous,  net for 2004 and 2003 includes gains of  $0.5  million
and  $1.9  million,  respectively, from the  settlement  of  antitrust
litigation for feed additives used by Seaboard.  Losses from  interest
rate  swap agreements totaling $2.7 million and $0.7 million for  2004
and  2003,  respectively, partially offset these  gains.   These  swap
agreements  do  not  qualify  as hedges for  accounting  purposes  and
accordingly, changes in the market value are recorded to  earnings  as
interest rates change.

Income Tax Expense

The  effective  tax  rate  increased  during  2004  compared  to  2003
primarily  as a result of increased domestic taxable income and  lower
amounts of permanently deferred foreign earnings.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

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  any  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 the  exchange  rate
for  the  Argentine  peso  affect the valuation  of  foreign  currency
denominated  net  assets of Seaboard's Argentine  subsidiary  and  net
earnings  for  the  impact of the change on that  subsidiary's  dollar
denominated  net  liabilities.  Changes in interest rates  impact  the
cash  required  to  service variable rate debt.  From  time  to  time,
Seaboard  uses  interest  rate swaps to  manage  risks  of  increasing
interest  rates.   Seaboard's market risk exposure  related  to  these
items has not changed materially since December 31, 2003.


Item 4.  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  April  3,  2004.
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 April 3,  2004
that  has  materially affected, or is reasonably likely to  materially
affect, Seaboard's internal control over financial reporting.

<PAGE>  14


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

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

Seaboard  Farms,  Inc.  (Seaboard Farms), is  subject  to  an  ongoing
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"), filed by the EPA on  June  29,
2001 against Seaboard Farms, Shawnee Funding, Limited Partnership  and
PIC  International  Group, Inc. ("PIC") (collectively,  "Respondents")
related  to   five swine farms located in Major County and  Kingfisher
County, Oklahoma purchased from PIC.  These same farms are subject  to
a  Notice  of Violation received from the State of Oklahoma,  alleging
that  Seaboard Farms has violated various provisions of state law  and
the operating permits based on the same conditions which gave rise  to
the RCRA Order.

Seaboard  Farms  disputes the RCRA Order and the State  of  Oklahoma's
contentions on legal and factual grounds, and has advised the EPA that
it  won't  comply  with the RCRA Order, as written.   Notwithstanding,
Seaboard  Farms is cooperating with the EPA and the State of Oklahoma,
and  has  had  significant  and  ongoing dialogue with the EPA and the
State of Oklahoma in order to attempt to settle the RCRA Order and the
Oklahoma  Notice  of  Violation.  Seaboard  Farms  has  undertaken  an
extensive investigation under the RCRA Order. The EPA and the State of
Oklahoma,  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 the EPA or the State of Oklahoma.

The  farms  at  issue  were  previously  owned  by  PIC  and  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.   If  the
settlement  being  discussed with EPA and the  State  of  Oklahoma  is
agreed  to,  the  estimated cumulative costs which  will  be  expended
pursuant to the settlement will total approximately $6.2 million,  not
including  the  additional  legal  costs  required  to  negotiate  the
settlement.  If the measures taken pursuant to the settlement are  not
effective or if certain additional issues arise at the farms after the
settlement, other measures with additional costs may be required.  PIC
has advised Seaboard Farms that it is not responsible for the costs in
excess of $5 million.  Seaboard Farms disputes PIC's determination  of
the   costs   to   be  included  in  the  calculation.  Seaboard Farms
believes  that the costs  to  be  considered are less than $5 million,
such  that  PIC  is  responsible  for  all  such  costs,  except   for
approximately $180,000 of estimated costs that would be incurred  over
5 years subsequent to the settlement for certain testing and sampling.
Seaboard Farms has agreed to conduct such testing and  sampling  as  a
part of the sampling it conducts in the normal  course  of  operations
and  believes  that  the  incremental  costs  incurred to conduct such
testing and sampling will be less than $180,000.  Seaboard Farms also
believes  that  a  more  general  indemnity  agreement  would  require
indemnification  of liability  in excess  of $5 million (excluding the
estimated  $180,000  cost  for  testing  and  sampling), although  PIC
disputes this.

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  Department of Justice is amenable to  resolving  the
matter  by entering a plea agreement which includes Seaboard  Marine's
agreement  to  pay  a  fine,  restitution  and  other  costs  totaling
approximately $300,000, to implement a compliance plan, and to conduct
training  of  employees.  A draft of the plea agreement setting  forth
all  of  the terms of the plea has not yet been presented to  Seaboard
Marine.  Upon receipt, Seaboard Marine intends to attempt to negotiate
an acceptable plea agreement with the Department of Justice.

<PAGE>  15


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

The  annual  meeting of stockholders was held on  April  26,  2004  in
Newton,  Massachusetts.   Three items were  submitted  to  a  vote  of
stockholders   as  described  in  Seaboard's  Proxy  Statement   dated
March  12,  2004.  The following table briefly describes the proposals
and results of the stockholders' vote.

                                Votes in     Votes
                                 Favor      Withheld
1.   To elect:
     H. Harry Bresky          1,185,892.9    28,879
     David A. Adamsen         1,201,043.9    13,728
     Douglas W. Baena         1,201,258.9    13,513
     Joe E. Rodrigues         1,186,449.9    28,322
     and Kevin M. Kennedy     1,201,043.9    13,728
     as directors.

                                Votes in     Votes     Votes       Broker
                                 Favor      Against  Abstaining  Non-Votes
2.   To ratify selection of
     KPMG LLP as independent
     auditors.                1,208,560.9     4,559     1,652          0

3.   Stockholder proposal for
     an independent director
     to serve as Chair of the
     Board                       73,190   1,065,770.9   2,272     73,539


Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits

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

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

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

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

(b) Reports on Form 8-K.

     i.  On February 3, 2004, Seaboard Corporation filed a report on Form 8-K
         with respect to Items 5 and 6 to report Seaboard's issuance of a
         press release announcing a marketing agreement with Triumph Foods LLC.

     ii. On February 27, 2004, Seaboard Corporation filed a report on Form
         8-K with respect to Items 7 and 12 to report Seaboard's issuance of a
         press release announcing earnings of Seaboard Corporation for the
         quarter and year ended December 31, 2003.

<PAGE>  16


This Form 10-Q contains 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," identifies  important  factors
which could cause such differences.

<PAGE>  17



                              SIGNATURES


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




                           DATE:  May 7, 2004
                           Seaboard Corporation


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



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

<PAGE>  18




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>2
<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 quarterly report on Form 10-Q 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: May 7, 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>3
<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 quarterly report on Form 10-Q 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: May 7, 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>4
<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 Quarterly Report on Form 10-Q for
the  fiscal  quarter  ended  April 3, 2004 (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.  ss.
1350,  as  adopted  pursuant to ss. 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.

Date:  May 7, 2004                       /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>5
<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 Quarterly Report on Form 10-Q for
the  fiscal  quarter  ended  April 3, 2004 (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.  ss.
1350,  as  adopted  pursuant to ss. 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.

Date:  May 7, 2004                      /s/ Robert L. Steer
                                        Robert L. Steer, Senior Vice President,
                                        Treasurer and Chief Financial Officer

<PAGE>







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