<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>q30410q.txt
<DESCRIPTION>SEABOARD CORPORATION 2004 3RD QTR 10-Q
<TEXT>




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

                               FORM 10-Q

  (Mark One)

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

            For the quarterly period ended October 2, 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 October 29, 2004.

                                   Total pages in filing - 19 pages

<PAGE>


PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements

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

                                                  October 2,     December 31,
                                                     2004            2003
Assets
Current assets:
   Cash and cash equivalents                     $   18,282      $   37,377
   Short-term investments                            64,510          58,022
   Receivables, net                                 262,021         190,013
   Inventories                                      299,707         276,033
   Deferred income taxes                             15,544          17,972
   Other current assets                              45,458          35,419
Total current assets                                705,522         614,836
Investments in and advances to foreign affiliates    40,370          46,680
Net property, plant and equipment                   612,632         643,968
Other assets                                         29,289          20,207
Total assets                                     $1,387,813      $1,325,691

Liabilities and Stockholders' Equity
Current liabilities:
   Notes payable to banks                        $   11,352      $   75,564
   Current maturities of long-term debt              54,178          56,983
   Accounts payable                                  77,284          61,817
   Other current liabilities                        160,318         149,726
Total current liabilities                           303,132         344,090
Long-term debt, less current maturities             290,831         321,555
Deferred income taxes                               118,884          85,295
Other liabilities                                    45,489          46,720
Total non-current and deferred liabilities          455,204         453,570
Minority and other noncontrolling interests           2,119           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             (60,091)        (61,527)
   Retained earnings                                686,194         580,837
Total stockholders' equity                          627,358         520,565
Total liabilities and stockholders' equity       $1,387,813      $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         Nine Months Ended
                            October 2,  September 27, October 2,  September 27,
                               2004         2003         2004         2003
Net sales:
   Products                 $  522,422  $  361,525     $1,563,177   $1,065,490
   Services                    132,272     105,793        388,375      315,161
   Other                        12,768      18,099         43,892       52,516
Total net sales                667,462     485,417      1,995,444    1,433,167
Cost of sales and operating
 expenses:
   Products                    454,546     331,786      1,398,154      995,482
   Services                    101,466      95,960        301,871      280,805
   Other                        10,516      13,291         33,773       40,134
Total cost of sales and
 operating expenses            566,528     441,037      1,733,798    1,316,421
Gross income                   100,934      44,380        261,646      116,746
Selling, general and
 administrative expenses        29,566      26,535         91,989       80,638
Operating income                71,368      17,845        169,657       36,108
Other income (expense):
   Interest expense             (6,120)     (6,844)       (20,538)     (20,393)
   Interest income               2,140         450          5,705        2,037
   Income (loss) from foreign
    affiliates                     103     (15,054)          (128)     (20,932)
   Minority and other
    noncontrolling interests      (227)       (344)          (621)        (452)
   Foreign currency gain
    (loss), net                  5,040        (914)         3,536       (7,015)
   Miscellaneous, net           (5,161)      5,448         (2,288)       6,780
Total other income (expense),
 net                            (4,225)    (17,258)       (14,334)     (39,975)
Earnings (loss) before income
 taxes and cumulative effect
 of changes in accounting
 principles                     67,143         587        155,323       (3,867)
Income tax benefit (expense)   (20,595)      1,251        (47,142)       1,856
Earnings (loss) before
 cumulative effect of changes
 in accounting principles       46,548       1,838        108,181       (2,011)
Cumulative effect of changes
 in accounting for asset
 retirement obligations and
 drydock accruals,net of
 income tax expense of $550          -           -              -        3,648
Net earnings                $   46,548  $    1,838     $  108,181   $    1,637

Net earnings per common share:
Earnings (loss) per share
 before cumulative effect
 of changes in accounting
 principles                 $    37.09  $     1.46     $    86.20   $    (1.60)
Cumulative effect of changes
 in accounting for asset
 retirement obligations and
 drydock accruals                    -           -              -         2.90
Net earnings per common
 share                      $    37.09  $     1.46     $    86.20   $     1.30
Dividends declared per
 common share               $     0.75  $     0.75     $     2.25   $     2.25
Average number of shares
 outstanding                 1,255,054   1,255,054      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)

                                                          Nine Months Ended
                                                      October 2,  September 27,
                                                          2004        2003

Cash flows from operating activities:
   Net earnings                                       $ 108,181     $  1,637
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                     48,590       47,715
       Loss from foreign affiliates                         128       20,932
       Foreign currency exchange gains                     (246)      (3,891)
       Cumulative effect of accounting changes, net           -       (3,648)
       Deferred income taxes                             35,613       (4,427)
   Changes in current assets and liabilities:
        Receivables, net of allowance                   (84,497)      18,801
        Inventories                                     (17,983)      (8,292)
        Other current assets                            (10,632)       9,065
        Current liabilities exclusive of debt            24,089          (39)
   Other, net                                               (63)      (3,068)
Net cash from operating activities                      103,180       74,785
Cash flows from investing activities:
   Purchase of short-term investments                  (144,874)     (32,036)
   Proceeds from the sale or maturity of short-term
    investments                                         138,592       29,671
   Investments in and advances to foreign affiliates,
    net                                                   3,014         (393)
   Capital expenditures                                 (21,768)     (25,050)
   Other, net                                             4,089        3,848
Net cash from investing activities                      (20,947)     (23,960)
Cash flows from financing activities:
   Notes payable to banks, net                          (64,212)     (16,070)
   Principal payments of long-term debt                 (32,297)     (30,655)
   Repurchase of minority interest in a controlled
    subsidiary                                           (5,000)           -
   Dividends paid                                        (2,824)      (2,824)
   Bond construction fund                                 1,200          655
   Other, net                                              (152)      (1,611)
Net cash from financing activities                     (103,285)     (50,505)
Effect of exchange rate change on cash                    1,957        2,341
Net change in cash and cash equivalents                 (19,095)       2,661
Cash and cash equivalents at beginning of year           37,377       23,242
Cash and cash equivalents at end of period            $  18,282     $ 25,903

            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 three  and  nine  months  ended
October 2, 2004 Seaboard recorded losses of $4,172,000 and $4,016,000,
respectively,  related to these agreements compared to gains  totaling
$4,768,000  for the 2003 three month period and losses  of  $2,926,000
for the 2003 nine month period.  The gains and losses are included  in
miscellaneous,  net  on  the  Condensed  Consolidated  Statements   of
Earnings  and  reflect changes in fair market value, net  of  interest
paid  or  received.   During the 2004 three and  nine  month  periods,
Seaboard made net payments of $2,142,000 and $5,409,000, respectively,
compared to payments made of $2,175,000 and $5,118,000 during the same
periods  of 2003 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 nine months ended October 2,  2004,  this
segment  recorded non-cash gains of $246,000 caused by the revaluation
of  certain  dollar  denominated  net  assets  compared  to  gains  of
$3,891,000  during  the  nine months ended September  27,  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.

                                                      Nine Months Ended
                                                  October 2,   September 27,
Increase (decrease) (thousands of dollars)           2004          2003

Working capital                                    $1,744          $7,555
Fixed assets                                          (45)          6,949
Other long-term net assets                            (14)             62

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 each year.

                               Three Months Ended        Nine Months Ended
                             October 2, September 27,  October 2, September 27,
(Thousands of dollars)          2004        2003          2004        2003

Beginning balance             $6,449       $5,909       $6,086       $5,416
Accretion expense                116          109          345          309
Liability for additional
 lagoons placed in service         -            -          134          293
Ending balance                $6,565       $6,018       $6,565       $6,018

<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 during 2003 would have decreased by $48,000, $29,000  and
$0.02, respectively, for the third quarter and $180,000, $110,000  and
$0.09, respectively, for the nine month period.

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 valued at  $5,709,000.   An  initial
payment  of $5,000,000 was paid during the second quarter of  2004  to
reacquire  this  interest  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.   During the second quarter of 2004 Seaboard  agreed  to
terminate   that  relationship  by  making  a  one-time   payment   of
$2,000,000, included in selling, general and administrative expenses.

Note 3 - Comprehensive Income (Loss)

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


                              Three Months Ended         Nine Months Ended
                            October 2, September 27,  October 2, September 27,
(Thousands of dollars)         2004        2003          2004        2003

Net earnings                 $46,548      $1,838       $108,181    $ 1,637
Other comprehensive income
 (loss) net of applicable
 taxes:
   Foreign currency
    translation adjustment      (470)         30          1,457      9,175
   Unrealized gains on
    investments                   37          79            111        117
   Unrealized gains (losses)
    on cash flow hedges           80         (19)            18        (94)
   Amortization of deferred
    gain on interest rate
    swaps                        (50)        (51)          (150)      (151)

Total comprehensive income   $46,145      $1,877       $109,617    $10,684

<PAGE> 5

The  components of and changes in accumulated other comprehensive loss
for the nine months ended October 2, 2004 are as follows:

                                          Balance               Balance
                                        December 31,  Period   October 2,
(Thousands of dollars)                     2003       Change      2004

Foreign currency translation adjustment  $(56,490)    $1,457    $(55,033)
Unrealized gain on investments                 14        111         125
Unrecognized pension cost                  (5,772)         -      (5,772)
Net unrealized loss on cash flow hedges       (30)        18         (12)
Deferred gain on interest rate swaps          751       (150)        601

Accumulated other comprehensive loss     $(61,527)    $1,436    $(60,091)

The  unrecognized  pension cost is calculated  and  adjusted  annually
during  the  fourth quarter.  However, as a result of  an  anticipated
lower  discount  rate used in the calculation of unrecognized  pension
cost and the retirement plan amendment discussed in Note 5, management
expects  the  2004 calculation will result in additional comprehensive
loss  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 October  2,  2004  and
December 31, 2003:

                                                October 2,   December 31,
(Thousands of dollars)                             2004         2003
At lower of LIFO cost or market:
      Live hogs & materials                      $146,469      $142,396
      Dressed pork & materials                     20,261        22,220
                                                  166,730       164,616
      LIFO allowance                               (3,450)       (7,608)
              Total inventories at lower of LIFO
               cost or market                     163,280       157,008
At lower of FIFO cost or market:
      Grain, flour and feed                        99,559        87,831
      Sugar produced & in process                  15,746        14,807
      Other                                        21,122        16,387
              Total inventories at lower of FIFO
               cost or market                     136,427       119,025
               Total inventories                 $299,707      $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 the 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.  During 2004,  payments  of
$1,922,000,  $562,000 and $3,279,000 were made on April 15,  July  15,
and September 15, respectively.

On  November 5, 2004, Seaboard amended its Executive Retirement  Plan,
which  provides  a  supplemental retirement benefit  to  officers  and
certain key employees of Seaboard and its subsidiaries, to conform the
benefit  calculation  to  the Plan discussed  above  by  changing  the
methodology  for  calculating the benefit to  a  percentage  of  final
average pay for all years of service.  The amendment also changes  the
normal  form  of  the  benefit to a lump  sum  payment,  provided  the
employee has at least 5 years of service after the plan amendment  was

<PAGE> 6

adopted.   Seaboard  has also established a Rabbi Trust  in  order  to
provide a mechanism to provide discretionary funding for the benefit.

While  this  amendment has no effect on the 2004 net periodic  benefit
cost,  it  will impact the amount of future benefit costs.   Had  this
amendment been in effect at the beginning of 2004, the 2004 annual net
periodic  benefit  cost would have increased by  $1,179,000  ($719,000
after  tax,  or  $0.57 per share).  Seaboard is considering  providing
funding  for a portion of the liability to a trust during  the  fourth
quarter of 2004 for this plan.  As the Executive Retirement Plan is  a
non-qualified plan, the assets will remain on the books of Seaboard as
a long-term asset.

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

                               Three months ended         Nine months ended
                             October 2, September 27,  October 2, September 27,
(Thousands of dollars)          2004        2003          2004        2003

Components of net periodic
 benefit cost:
 Service cost                  $  854     $  735         $2,467      $2,283
 Interest cost                  1,021        841          2,877       2,724
 Expected return on plan assets  (847)      (522)        (2,414)     (1,781)
 Amortization and other           210        231            605         733
 Net periodic benefit cost     $1,238     $1,285         $3,535      $3,959

Note 6 - Contingencies

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).  Seaboard has undertaken an extensive
investigation, and has had significant discussions with  the  EPA  and
the  State  of  Oklahoma,  proposing to take a  number  of  corrective
actions  with respect to the farms, and one additional farm, in  order
to   attempt  to  settle  the  action.    In  connection  with   these
discussions,  EPA  and  the State of Oklahoma  each  stated  that  any
settlement  must  include  a  civil fine of  $1,200,000  for  EPA  and
$500,000 for the State of Oklahoma.   Seaboard believes that  the  EPA
has  no authority to impose a civil fine and so advised the EPA  as  a
part  of  a  settlement proposal.  The EPA initially advised  Seaboard
that  it  rejected its most recent settlement proposal and  settlement
discussions  terminated.  The EPA recently requested  a  meeting  with
Seaboard Farms to reinstate settlement discussions.  If the matter  is
not  settled, the EPA could bring an action against Seaboard, although
Seaboard  believes it has meritorious defenses to any such action,  or
the  EPA  could  determine  to  take no  further  action.   Settlement
discussions  are continuing with the State of Oklahoma,  and  Seaboard
intends  to proceed with its proposed corrective actions with  respect
to the farms.

PIC is indemnifying Seaboard with respect to the action pursuant to an
indemnification  agreement  which has a  $5  million  limit.   If  the
settlement  being discussed with the State of Oklahoma 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 or the $500,000 penalty demanded
by  the  State  of  Oklahoma.  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 and penalties, 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 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.

<PAGE> 7

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 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 October 2, 2004.

Guarantee beneficiary                    Maximum exposure       Maturity

Foreign non-consolidated affiliate grain    $1,000,000        Annual renewal
  processor-Uganda
Foreign non-consolidated affiliate food     $  400,000         August 2005
  product distributor-Ecuador
Various hog contract growers                $1,585,000        Annual renewal

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  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.  During  the  second
quarter of 2004, Seaboard renewed the guarantee for an additional year
but  reduced  it from $1,300,000 to $1,000,000.  Unga has  provided  a
reciprocal  guarantee  to  Seaboard.  As  of  October  2,  2004,  this
affiliate  had  $905,000  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 October 2, 2004, Seaboard had outstanding $10,642,000 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 $211,000 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.

<PAGE> 8

Note 7 - Segment Information

The  Bulgarian wine business (the Business), in which Seaboard has  an
equity investment has obtained the necessary working capital resources
during  the  third quarter of 2004 to support its inventory  purchases
for the fall 2004 vintage.   However, this affiliate has continued  to
incur  losses  from its operations.  As a result of sustained  losses,
Seaboard's  common  stock  investment has been  reduced  to  zero  and
Seaboard  began  applying  losses against  its  remaining  investment,
consisting  of  preferred  stock and debt,  based  on  the  change  in
Seaboard's  claim on the Business' book value.  Accordingly,  Seaboard
increased  its share of losses from this Business from 37% to  73%  in
the  third  quarter of 2004.  Annually during the fourth quarter,  the
Business  evaluates the recoverability of its long-lived assets  based
on  projected  cash  flows.  Seaboard will consider  this  evaluation,
among  other  things, and determine whether there  is  an  other-than-
temporary  decline in value for this investment.  Such a determination
could  have a material affect on the results of operations  for  2004.
As  of October 2, 2004, Seaboard's investments in and advances to  the
Business  totaled $13,274,000.  Seaboard's share of  losses  from  the
Business,  included  in  All Other below,  included  a  provision  for
inventory  write-downs totaling $800,000 during the second quarter  of
2004.

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
three and nine months ended September 27, 2003 totaled $13,420,000 and
$16,256,000,  respectively, including third quarter  charges  totaling
$12,421,000 reflecting Fjord's asset impairment charges to write  down
licenses, inventory and fixed assets.

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 when evaluating segment  performance
because  management does not consider interest and income tax  expense
on a segment basis.

Sales to External Customers:

                               Three Months Ended         Nine Months Ended
                             October 2, September 27,  October 2, September 27,
(Thousands of dollars)          2004        2003          2004        2003

Pork                           $241,538   $186,125    $  716,667   $  531,238
Commodity Trading and Milling   255,808    151,830       805,859      478,971
Marine                          124,994     99,301       354,143      295,625
Sugar and Citrus                 25,749     22,710        54,600       53,305
Power                            12,768     18,099        43,892       52,516
All Other                         6,605      7,352        20,283       21,512
   Segment/Consolidated Totals $667,462   $485,417    $1,995,444   $1,433,167

Operating Income:

                               Three Months Ended         Nine Months Ended
                             October 2, September 27,  October 2, September 27,
(Thousands of dollars)          2004        2003          2004        2003

Pork                           $ 38,765   $  3,954    $   98,119   $    2,250
Commodity Trading and Milling     9,395      5,445        15,855       10,002
Marine                           17,153     (1,394)       41,202           42
Sugar and Citrus                  3,285      5,899         9,404       15,237
Power                             2,089      3,309         3,316        8,250
All Other                           980        832         2,375        1,642
   Segment Totals                71,667     18,045       170,271       37,423
Corporate Items                    (299)      (200)         (614)      (1,315)
   Consolidated Totals         $ 71,368   $ 17,845    $  169,657   $   36,108

<PAGE> 9

Income (loss) from Foreign Affiliates:

                               Three Months Ended         Nine Months Ended
                             October 2, September 27,  October 2, September 27,
(Thousands of dollars)          2004        2003          2004        2003

Commodity Trading and Milling  $  1,365   $    788    $    3,953   $     (871)
All Other                        (1,262)   (15,842)       (4,081)     (20,061)
   Segment/Consolidated Totals $    103   $(15,054)   $     (128)  $  (20,932)


Total Assets:
                                                       October 2, December 31,
(Thousands of dollars)                                    2004       2003

Pork                                                  $  666,828   $  670,288
Commodity Trading and Milling                            288,005      243,065
Marine                                                   115,764      114,375
Sugar and Citrus                                          90,666       75,674
Power                                                     83,003       76,920
All Other                                                 16,934       13,953
   Segment Totals                                      1,261,200    1,194,275
Corporate Items                                          126,613      131,416
   Consolidated Totals                                $1,387,813   $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.

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  decreased  $12.6  million   from
December  31, 2003.  While Seaboard generated $103.2 million  of  cash
from  operating  activities,  $32.3 million  was  used  for  scheduled
payments  on  long-term debt, $64.2 million was used  to  repay  notes
payable to banks, and $21.8 million was used for capital expenditures.
Cash  from  operating  activities for the nine  months  ended  October
2,  2004 increased $28.4 million compared to the same period one  year
earlier, primarily reflecting increased earnings, partially offset  by
the increased working capital needs of the Pork, Commodity Trading and
Milling and Power segments.  Receivables in the Pork segment increased
reflecting  strong  sales while inventory levels increased  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 continuing slow collections of accounts receivable.

<PAGE> 10

Capital Expenditures

Seaboard  invested  $21.8  million in property,  plant  and  equipment
during  2004, of which $8.7 million was expended in the Pork  segment,
$4.7  million  in  the Marine segment, $3.9 million in  the  Commodity
Trading  and  Milling segment, $4.0 million in the  Sugar  and  Citrus
segment  and  $0.5 million in the remaining businesses.   The  capital
expenditures for 2004 have primarily been of a normal recurring nature
including  replacements  of  machinery  and  equipment,  and   general
facility   modernizations  and  upgrades.   There  are   no   material
commitments  for  capital expenditures, nor are any  major  expansions
currently  planned  for the next year.   For the  remainder  of  2004,
management   has   budgeted   additional   capital   expenditures   of
$2.5  million  in  the  Pork segment, $1.4 million  in  the  Commodity
Trading  and  Milling  segment, $2.4 million in  the  Marine  segment,
$1.5  million in the Sugar and Citrus segment and $0.3 million in  all
other  businesses.   Management anticipates  financing  these  capital
expenditures  from internally generated cash and the use of  available
short-term investments.

Financing Activities and Debt

During  2004, Seaboard entered into two new, one-year committed credit
lines totaling $45.0 million and extended for one year a $20.0 million
committed credit facility.  In addition, Seaboard combined, increased,
and  extended its committed subsidiary credit facilities from a  total
of  $80.0  million to $95.0 million expiring on April 30, 2005.   This
facility  is  denominated in U.S. dollars.  As  of  October  2,  2004,
Seaboard  had  committed lines of credit totaling $185.0  million  and
uncommitted  lines  totaling $32.0 million.  As  of  October  2,  2004
Seaboard  had  $10.0  million  of  borrowings  outstanding  under  the
committed credit lines and $1.4 million borrowed under its uncommitted
credit   lines.   Outstanding  standby  letters  of  credit   totaling
$10.6   million  reduced  Seaboard's  borrowing  capacity  under   its
committed credit lines.

In  addition  to  funding Seaboard's planned capital  expenditures  as
discussed above, Seaboard's scheduled long-term debt maturities  total
$54.2  million  over the next year with $23.0 million maturing  during
the  fourth  quarter  of  2004.  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  the
next  year.   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  2004,  the  10% minority interest owner of one  of  the  power
barges  located in the Dominican Republic exercised 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  for  the  three  and nine months  ended  October  2,  2004
increased by $182.0 and $562.3 million, respectively, compared to  the
same  periods  of 2003.  The increase in net sales was  primarily  the
result  of higher market prices and, to a lesser extent, sales volumes
for  pork  products, increased trading volumes and  commodity  prices,
and,  to a lesser extent, increased level of marine cargo service with
improved   rates.    Operating   income   increased   by   $53.5   and
$133.5  million for the 2004 three and nine month periods compared  to
same  periods  of  2003.  The increase in sales  also  contributed  to
higher operating income.

<PAGE> 11

Pork Segment
                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $ 241.5     $ 186.1       $ 716.7     $ 531.2
Operating income           $  38.8     $   4.0       $  98.1     $   2.3

Net  sales for the Pork segment increased $55.4 and $185.5 million for
the  three  and  nine months of 2004 compared to the same  periods  of
2003,  primarily as a result of higher market prices for pork products
and,  to  a lesser extent, higher sales volumes.  The demand for  pork
products  has  remained strong during 2004.  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 2004  as
a  result  of the increasing demand for pork products.  Sales  volumes
also  increased  as  Seaboard operated additional  weekend  processing
shifts   during  2004  to  take  advantage  of  the  favorable  market
conditions, and had an additional three business days in the 2004 year-
to-date period compared to 2003.

Operating   income   for  the  Pork  segment   increased   $34.8   and
$95.8  million for the third quarter and year-to-date periods of  2004
compared  with the same periods of 2003 primarily as a result  of  the
higher  sales prices and volumes discussed above, partially offset  by
higher overall hog costs.  Overall hog costs increased primarily as  a
result  of  higher costs for third-party hogs, partially offset  by  a
decrease in the cost of internally-raised hogs and an increase in  the
percentage of lower cost internally-raised hogs.  The third-quarter of
2004  includes charges of $1.4 million for abandoned land  development
costs at certain potential hog production sites and a potential second
plant site that Seaboard has decided not to pursue at this time.   The
year-to-date  2003 period also includes charges totaling $1.6  million
for abandoned land development costs of potential hog production sites
that  Seaboard decided not to pursue.  Management is unable to predict
future  market  prices for pork products, feed costs and  third  party
hogs,  or for how long the relatively strong overall market conditions
will  be  sustained.  However, management expects these operations  to
remain profitable for the fourth quarter of 2004.

Commodity Trading and Milling Segment

                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $ 255.8     $ 151.8       $ 805.9     $ 479.0
Operating income           $   9.4     $   5.4       $  15.9     $  10.0
Income (loss) from foreign
 affiliates                $   1.4     $   0.8       $   4.0     $  (0.9)

Net  sales  for  the  Commodity Trading and Milling segment  increased
$104.0 and $326.9 million for the three and nine month periods of 2004
compared to the same periods of 2003.  This increase is primarily  the
result  of  increased trading volumes to third parties and affiliates,
primarily  for  wheat  and  soybean  meal,  and  world-wide  increased
commodity  and  freight prices.  However, commodity  prices  decreased
significantly during the third quarter of 2004 compared  to  commodity
prices the first half of 2004.

Operating income for this segment increased $4.0 and $5.9 million  for
the  2004 quarter and year-to-date periods compared to the prior  year
reflecting  the  increased  sales  volumes  in  the  trading  business
discussed above.  However, the impact of mark-to-market accounting for
commodity   futures  and  options  contracts  partially   offset   the
improvement.   While  management believes its  commodity  futures  and
options  are economic hedges of its firm purchase and sales contracts,
Seaboard  does  not perform the extensive record-keeping  required  to
account  for commodity transactions as hedges for accounting purposes.
As  a result, operating income for the three and nine month periods of
2004 includes losses of $0.4 and $10.8 million, respectively, compared
to  gains of $0.3 and $2.0 million for the comparable 2003 periods for
these  mark-to-market adjustments.  If commodity prices stabilize  for
the  fourth quarter of 2004, management anticipates that a significant
portion of the negative impact of the mark-to-market accounting  noted
above will reverse as products are delivered to customers resulting in
higher operating income at that time.  In addition, charter hire rates
continue  to  be  significantly higher during 2004  compared  to  2003
although  a  portion of the increased expense was offset by  increased
freight  rates  charged.  Seaboard had entered into some  longer  term
charter  contracts  in 2003, allowing it to take advantage  of  higher
freight  market  rates during the second and third quarters  of  2004.
However,  management expects higher freight rates to  continue  during
the  remainder  of 2004 and 2005 while the long-term charters  expire,
thus  reducing freight opportunities and potentially operating income.
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 for the remainder of 2004.

<PAGE> 12

Income  from  foreign affiliates for the three and nine  months  ended
October 2, 2004 improved $0.6 and $4.9 million, respectively, from the
comparable  2003  periods  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.

Marine Segment

                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $ 125.0     $  99.3       $ 354.1     $ 295.6
Operating income (loss)    $  17.2     $  (1.4)      $  41.2     $   0.0

Net sales for the Marine segment increased $25.7 and $58.5 million for
the  three and nine month periods of 2004 compared to the same periods
of 2003 reflecting higher average cargo rates, especially in the third
quarter,  and  higher  cargo volumes.  Average cargo  rates  for  2004
improved  over 2003 reflecting improved market conditions and improved
cargo  mixes  in certain markets.  The 2003 periods were 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 continued to increase  during
2004  compared to 2003.  In addition, cargo volumes also increased  in
most  other markets.    Partially offsetting these increases  for  the
nine  month  period, in 2003 Seaboard earned revenue  from  chartering
certain  company-owned vessels to carry military cargo to  the  Middle
East.

Operating   income  for  the  Marine  segment  increased   $18.6   and
$41.2 million during the 2004 three and nine month periods compared to
the same periods in 2003, primarily reflecting the increased rates and
volumes  discussed above.  Although management cannot predict  changes
in  future  cargo  rates  or to what extent economic  conditions  will
continue  to improve for the Venezuelan and related markets,  it  does
anticipate  these  operations  to remain  profitable  for  the  fourth
quarter of 2004.

The  U.S.  Maritime  Transportation  Security  Act  and  corresponding
international  regulations  under The  International  Ship  and  Port-
facility Security Code were effective July 1, 2004.  These regulations
require  comprehensive security assessments and plans for vessels  and
facilities in the U.S. and throughout the world.  Management  believes
Seaboard is in compliance and, to date, has not experienced any  trade
disruptions from these regulations, although it cannot predict if  any
disruptions  could occur in the future if foreign ports do  not  fully
comply.

Sugar and Citrus Segment

                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $  25.7     $  22.7       $  54.6     $  53.3
Operating income           $   3.3     $   5.9       $   9.4     $  15.2

Net  sales for the Sugar and Citrus segment increased in the three and
nine month periods of 2004 compared to the same periods of 2003.   The
increase was due to higher seasonal citrus trading volumes during  the
third  quarter.   This increase was partially offset  by  lower  sugar
prices  during  2004  resulting  from the  abundant  2003  harvest  in
Argentina  which  resulted in large sugar supplies.  While  unable  to
predict  future sales prices, management does not expect sales  prices
to increase significantly for the remainder of 2004.

Operating income decreased $2.6 and $5.8 million during the three  and
nine  month  periods  of  2004 compared  to  the  prior  year  periods
primarily  due  to  lower sugar prices as discussed above  and  higher
costs of sales from the previously inventoried 2003 sugar harvest  and
production.   During  2003, the peso price of  sugar  increased  at  a
higher  rate than the related peso costs, but that trend reversed  and
expenses  have  increased.   The higher citrus  sales  volumes  had  a
negligible  impact on operating income.  Management expects  operating
income  for  the fourth quarter of 2004 will remain positive  although
lower than 2003.

<PAGE> 13

Power Segment
                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $  12.8     $  18.1       $  43.9     $  52.5
Operating income           $   2.1     $   3.3       $   3.3     $   8.3

The  economic environment of the Dominican Republic (DR) has  remained
unstable  throughout  2004.  Multilateral  credit  agencies  have  not
provided sufficient funding to the DR government to restore liquidity;
consequently  the economic problems still exist and this  segment  has
experienced  difficulty  in  collecting  amounts  owed  from   certain
generating  and  distribution  companies.   As  of  October  2,  2004,
Seaboard's  net  receivable exposure from customers  with  significant
past  due  balances  totaled  $16.0 million,  including  $9.3  million
classified  in  other  long-term assets on the Condensed  Consolidated
Balance Sheet.  Seaboard is continuing to contract directly with large
power  users,  which reduces the exposure to changes  in  spot  market
rates,  currency  fluctuations  and  collection  risks.   However,   a
significant  exposure  to the partially government-owned  distribution
companies  still  exists.  Despite the continued  liquidity  problems,
during  the three and nine months ended October 2, 2004 the  Dominican
Republic  peso  strengthened against the  U.S.  dollar,  resulting  in
foreign exchange gains of $5.1 and $2.5 million, respectively, related
to the peso-denominated net assets, compared to a gain of $0.7 million
and  loss  of $6.1 million for the same periods in 2003.  The exchange
gains  and  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 $5.3 and $8.6 million  for
the  three and nine month periods of 2004 compared to the same periods
of  2003 primarily due to lower production.  Periodically during 2004,
Seaboard  has curtailed production due to management's concerns  about
the  collectibility  of  revenues.  In  addition,  approximately  $1.5
million  of  spot  market sales were not recognized during  the  third
quarter   of  2004  as  collectibility  is  not  reasonably   assured.
Management  may  continue  to  impose  further  curtailments   if   it
determines that liquidity conditions warrant.

Operating  income decreased $1.2 and $5.0 million for  the  three  and
nine months of 2004 compared to the same periods of 2003.  In addition
to  lower sales, commission expenses increased by $2.4 million for the
2004 nine month period.  However, as a result of recent collections of
a previously reserved accounts receivable, during the third quarter of
2004 $1.0 million of bad debt expense was reversed.    As discussed in
Note 2 to the Condensed Consolidated Financial Statements, during  the
second  quarter  Seaboard  made a one-time commission  payment  of  $2
million  to terminate a business relationship.  Absent improvement  to
the  economic problems in the country including the related receivable
collection issues, management cannot predict whether this segment will
be profitable for the remainder of 2004.

All Other

                            Three Months Ended         Nine Months Ended
                          October 2, September 27,  October 2, September 27,
(Dollars in millions)        2004        2003          2004        2003

Net sales                  $   6.6     $   7.4       $  20.3     $  21.5
Operating income           $   1.0     $   0.8       $   2.4     $   1.6
Loss from foreign
 affiliates                $  (1.3)    $ (15.8)      $  (4.1)    $ (20.1)

Net  sales for All Other decreased $0.8 and $1.2 million for the three
and  nine months of 2004 compared with the same periods of 2003  while
operating income increased slightly.  The increase in operating income
primarily  reflects  improved operations  for  the  pepper  processing
business.   The  loss  from  foreign  affiliates  in  2004  represents
Seaboard's  share  of losses from its equity method  investment  in  a
Bulgarian  wine business including losses of $0.8 million recorded  in
the second quarter for Seaboard's share of inventory write-downs.  See
Note  7 to the Condensed Consolidated Financial Statements for further
discussion of this business.

The  2003  foreign affiliate losses also include Seaboard's  share  of
Fjord Seafood ASA (Fjord) losses which totaled $13.4 and $16.3 million
for  three and nine month periods, respectively.  Seaboard's share  of
third  quarter  losses included impairment charges  of  $12.4  million
reflecting Fjord's write down of licenses, inventory and fixed assets.
The  equity investment in Fjord was sold during the fourth quarter  of
2003.

<PAGE> 14

Selling, General and Administrative Expenses

Selling, general and administrative (SG&A) expenses for the three  and
nine  month  periods of 2004 increased by $3.0 and $11.4 million  over
the  same periods of 2003 primarily due to increased selling costs  in
the  Marine and Commodity Trading and Milling segments related to  the
growth  of these businesses.  The 2004 nine-month period also reflects
the  increased commissions in the Power segment.  Partially offsetting
the  increase in SG&A for the 2004 quarter, the Power segment reversed
$1.0  million  of  bad  debt expense reflecting the  collection  of  a
previously  reserved receivable.  As a percentage  of  revenues,  SG&A
decreased  to  4.4%  and  4.6% for the 2004 quarter  and  year-to-date
periods, respectively, compared to 5.5% and 5.6% for the same  periods
of  2003 as a result of increased sales in the Pork, Commodity Trading
and Milling, and Marine segments.

Interest Expense

Interest expense decreased for the quarter but increased slightly  for
the  nine  month  period of 2004 compared to the  same  2003  periods.
During  the  second  quarter of 2004, Seaboard  repaid  a  significant
portion of the notes payable to banks with cash from operations.

Interest Income

Interest income increased $1.7 and $3.7 million for the three and nine
month  periods of 2004 compared to the same periods of 2003  primarily
reflecting larger amounts of interest received from past due  customer
accounts  receivable  in the Power and Commodity Trading  and  Milling
segments.   In addition, Seaboard had higher average levels of  short-
term investments during the 2004 periods.

Foreign Currency Gains (Losses)

Seaboard realized net foreign currency gains of $5.0 and $3.5  million
during the three and nine month periods of 2004 respectively, compared
to losses of $0.9 and $7.0 million for each respective period of 2003.
The  strengthening  of the Dominican Republic peso  during  the  third
quarter  of 2004 created gains of $5.1 and $2.5 million for the  three
and  nine  months ended October 2, 2004 compared to  a  gain  of  $0.7
million  for  the 2003 three month period and a loss of  $6.1  million
during  the  2003  nine  month  period.   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  the three and nine  month  periods  of  2004
includes  losses  from  the  mark-to-market  of  interest  rate   swap
agreements totaling $4.2 and $4.0 million, respectively, compared to a
2003  third  quarter  gain of $4.8 and year to  date  losses  of  $2.9
million.   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.  Miscellaneous, net for
the  three and nine months ended October 2, 2004 also includes  losses
of  $1.6  and  $1.3 million, respectively, from the mark-to-market  of
commodity futures and options contracts that management does not  view
as   direct   economic  hedges  of  its  operations.    In   addition,
miscellaneous, net for the 2004 nine month period includes a  gain  of
$0.5  million from the settlement of antitrust litigation compared  to
antitrust litigation gains of $0.4 and $7.0 million for the 2003 three
and nine month periods, respectively.

Income Tax Expense

The  effective  tax rate increased to 30.4% for 2004  primarily  as  a
result  of  increased  domestic taxable income and  lower  amounts  of
permanently deferred foreign earnings.

Other Financial Information

On  October  22, 2004, President Bush signed into law H.R.  4520,  the
American  Jobs  Creation Act ("Act").  The Act is  a  significant  and
complicated  reform of U.S. income tax law.  Management  is  currently
reviewing  the new law to determine the impact on Seaboard.   The  Act
contains several provisions which initially appear to be favorable for
Seaboard.   These  include:  phasing out the  Extraterritorial  Income
Exclusion  and  replacing it with an income  tax  deduction  for  U.S.
manufacturers, simplifying the U.S. foreign tax credit calculation  by
reducing  the  foreign  tax  credit baskets,  reforming  the  interest
allocation  rules  and  allowing  for  recharacterization  of  overall
domestic  losses, and repealing the alternative minimum tax limitation
on  the  use of foreign tax credits.  The carryover period for foreign
tax  credits  was  generally  extended  from  5  to  10  years.   More
importantly,  the  Act  repeals the prior law  treatment  of  shipping
income  as  a component of subpart F income.  This change  will  allow
Seaboard's post-2004 shipping income to avoid current taxation in  the
U.S.  and should have a material impact on Seaboard's future effective
tax  rate and cash tax payments.  The Act would also allow Seaboard  a
one-time  election to repatriate permanently invested foreign earnings
at  a  5.25% effective U.S. income tax rate rather than the  statutory
35%  rate,  if  certain  domestic reinvestment requirements  are  met.
Management is evaluating this provision and has not determined whether
to utilize the one-time repatriation opportunity.

<PAGE> 15

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  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 October  2,  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  October  2,
2004  that  has  materially  affected,  or  is  reasonably  likely  to
materially   affect,  Seaboard's  internal  control   over   financial
reporting.


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. section 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 the subject
of  a  Notice of Violation letter 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 advised the EPA that  it
won't  comply  with  the  RCRA  Order, as  written.   Notwithstanding,
Seaboard  Farms  has undertaken an extensive investigation  under  the
RCRA  Order, and has had significant discussions with the EPA and  the
State  of  Oklahoma, proposing to take a number of corrective  actions
with respect to the farms in order to attempt to settle the RCRA Order
and  the Oklahoma Notice of Violation. As a part of those discussions,
the  EPA  and the State of Oklahoma, 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.    The EPA recently advised Seaboard Farms  that
any such settlement must include a civil fine of $1,200,000.  Seaboard
Farms  believes that the EPA has no authority to impose a  civil  fine
and  so  advised the EPA as a part of a settlement proposal.  The  EPA
initially  advised  Seaboard Farms that it rejected  its  most  recent
settlement  proposal and settlement discussions terminated.   The  EPA
recently   requested  a  meeting  with  Seaboard  Farms  to  reinstate
settlement discussions.  If the matter is not settled, the  EPA  could
bring  an  action

<PAGE> 16

against   Seaboard    Farms    to    enforce    the     RCRA    Order,
although  Seaboard Farms believes it has meritorious defenses  to  any
such  action,  or  the EPA could determine to take no further  action.
The  State  of  Oklahoma  recently advised  Seaboard  Farms  that  any
settlement  with  it  must  include  a  civil  fine  of  approximately
$500,000.   Settlement discussions are continuing with  the  State  of
Oklahoma,  and  Seaboard Farms intends to proceed  with  its  proposed
corrective actions with respect to the farms.

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 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  and  not
including the approximately $500,000 penalty suggested by the State of
Oklahoma.   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 and  penalties,  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. sections  5104-5124  and 49 C.F.R. sections
171-173  relating  to  the  transportation,  storage  and discharge of
hazardous  materials.  On  September 21, 2004,  Seaboard  Marine  pled
guilty to  the violations.  In  conjunction  with  this  guilty  plea,
Seaboard Marine entered into a Plea Agreement agreeing  to pay a fine,
restitution  and  other  costs  totaling  approximately  $300,000,  to
implement a compliance plan, and to conduct training of employees.  At
the  sentencing, the US attorney will  recommend that the judge impose
the sentence set  forth  in the Plea Agreement, although the judge has
discretion to impose a fine  of up to $500,000.

Item 5. Other Information

(a)  As  discussed  in Note 5 to the Condensed Consolidated  Financial
     Statements,  on November 5, 2004, Seaboard amended its  Executive
     Retirement Plan, which provides a supplemental retirement benefit
     to  officers  and  certain  key employees  of  Seaboard  and  its
     subsidiaries.   In  addition, Seaboard has  established  a  Rabbi
     Trust  in  order to provide a mechanism to provide  discretionary
     funding   for  the  benefit.   The  amendment  to  the  Executive
     Retirement Plan and Rabbi Trust document are included as exhibits
     10.1 and 10.2 of this Form 10-Q.

<PAGE> 17

Item 6.  Exhibits

Exhibits

     10.1 Seaboard   Corporation  Executive  Retirement   Plan   dated
          November  5,  2004,  amending  and  restating  the  Seaboard
          Corporation Executive Retirement Plan dated January 1,  1997
          as amended and restated February 28, 2001.  The addendums to
          the Executive Retirement Plan  have  been  omitted  from the
          filing, but will be provided supplementally upon request  of
          the Commission.

     10.2 Seaboard  Corporation Executive Retirement Plan Trust  dated
          November 5, 2004 between Seaboard Corporation and Robert  L.
          Steer, as trustee.

     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

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,  including
the   impact   of  mark-to-market  accounting  on  operating   income;
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, (xiii) the  potential
impact  of  the  American Jobs Creation Act,  or  (xiv)  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> 18



                              SIGNATURES


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




                           DATE:  November 5, 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> 19





</TEXT>
</DOCUMENT>
