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<SEC-DOCUMENT>0000088121-10-000010.txt : 20100909
<SEC-HEADER>0000088121-10-000010.hdr.sgml : 20100909
<ACCEPTANCE-DATETIME>20100909163050
ACCESSION NUMBER:		0000088121-10-000010
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20100909
ITEM INFORMATION:		Entry into a Material Definitive Agreement
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20100909
DATE AS OF CHANGE:		20100909

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:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-03390
		FILM NUMBER:		101064660

	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>8-K
<SEQUENCE>1
<FILENAME>k89910.txt
<DESCRIPTION>SEABOARD CORPORATION 8-K DATED SEPTEMBER 9, 2010
<TEXT>


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



                               FORM 8-K

                            CURRENT REPORT



PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


  Date of Report (Date of earliest event reported) September 9, 2010


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


      Delaware                     1-3390                 04-2260388
(State or other jurisdiction of  (Commission          (I.R.S. Employer
 incorporation)                  File Number)         Identification No.)


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


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


                            Not Applicable
    (Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

Item 1.01 Entry into a Material Definitive Agreement

On  September  9,  2010,  Seaboard  Corporation  entered  into  a  Purchase
Agreement  (the  "Purchase Agreement") with Maxwell  Farms,  LLC,  a  North
Carolina  limited  liability company, Goldsboro Milling  Company,  a  North
Carolina  corporation  and  GM Acquisition LLC, a  North  Carolina  limited
liability  company (collectively, the "Maxwell Group").   Pursuant  to  the
Purchase  Agreement, Seaboard will acquire a 50 percent ownership  interest
in  Butterball,  LLC  ("Butterball") for a cash  purchase  price  equal  to
approximately  $177.5 million, subject to adjustment  for  any  changes  in
working  capital  at the time of closing.  The other 50  percent  ownership
interest in Butterball will continue to be owned by the Maxwell Group.   In
connection  with  the  purchase, Butterball will acquire  the  live  turkey
growing  and  related assets of the Maxwell Group (which presently  owns  a
51 percent interest in Butterball) and of Murphy-Brown LLC ("Murphy Brown")
(a  subsidiary of Smithfield Foods, Inc., which presently owns a 49 percent
interest   in   Butterball   (the  "Murphy  Brown  Ownership   Interest")).
Butterball  currently purchases the turkeys it processes from  the  Maxwell
Group and Murphy Brown.

In  connection with the closing of the purchase, Seaboard has committed  to
provide  Butterball $100 million of subordinated financing  and,  if  third
party  financing  is  not obtained, an additional $300  million  in  senior
secured credit facilities comprised of a term loan facility of $150 million
and a revolving credit facility of $150 million.

The closing for the purchase and the financing is scheduled to occur on  or
before  December  10,  2010 and is subject to the satisfaction  of  certain
closing  conditions, including the closing of the sale of the Murphy  Brown
Ownership Interest and the live turkey growing and related assets currently
owned  by Murphy Brown to an affiliate of the Maxwell Group pursuant  to  a
separate agreement and the contribution of those assets to Butterball.

The  foregoing  is  a  summary  and does  not  purport  to  be  a  complete
description of all terms and conditions of the Purchase Agreement.

On  September  9,  2010,  Seaboard issued a press  release  announcing  the
agreement  to  purchase an interest in Butterball, LLC.  The full  text  of
this  press release is included as Exhibit 99.1 to this Current  Report  on
Form 8-K and is incorporated herein by reference.

Forward-Looking Statements

This  current  report  on  Form 8-K may contain forward-looking  statements
under  the Private Securities Litigation Reform Act of 1995.  There  are  a
number  of  important  factors that could cause  actual  events  to  differ
materially  from  those  suggested  or indicated  by  such  forward-looking
statements,  and  you  should  not  place  undue  reliance  on   any   such
forward-looking statements, including those regarding the Butterball  joint
venture,  the anticipated benefits of the venture and the expected  closing
of    the    transactions   contemplated   by   the   Purchase   Agreement.
Forward-looking statements, if made, are based on current intent,  beliefs,
plans  and  expectations,  and involve risks and uncertainties  that  could
cause   actual  future  results,  performance  or  developments  to  differ
materially  from  those  described in or implied  by  such  forward-looking
statements,  including whether the conditions to closing the joint  venture
are  satisfied, risks related to operating the joint venture going forward,
and   the   failure  to  realize  anticipates  synergies   or   operational
efficiencies from the joint venture. The company cautions investors not  to
place  undue  reliance  on any forward-looking statements,  and  encourages
investors  to review risk factors contained in Seaboard Corporation's  most
recent  Securities  and Exchange Commission reports, including  its  annual
report on Form 10-K, quarterly reports on Form 10-Q, and current reports on
Form  8-K,  press  releases  and  other  communications.  We  undertake  no
obligation  to  update  or  revise forward-looking  statements  to  reflect
changed  assumptions, the occurrence of unanticipated events or changes  to
future operating results over time.

Item 9.01  Financial Statements and Exhibits

(c)  Exhibits

     Seaboard hereby furnishes the following exhibit pursuant to Item 1.01:

     99.1 Press release of Seaboard Corporation dated September 9, 2010
          announcing the agreement to purchase an interest in Butterball, LLC.

<PAGE> 1


                                 SIGNATURE


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:  September 9, 2010

                           Seaboard Corporation

                           by: /s/ Robert L. Steer
                               Robert L. Steer, Senior Vice President,
                               Chief Financial Officer

<PAGE> 2


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>ex99-1.txt
<DESCRIPTION>PRESS RELEASE-PURCHASE INTEREST IN BUTTERBALL
<TEXT>


                                                               Exhibit 99.1


                      SEABOARD CORPORATION AGREES TO
                   PURCHASE INTEREST IN BUTTERBALL, LLC


SHAWNEE  MISSION,  KANSAS - September 9, 2010 - Seaboard Corporation  (NYSE
Amex: SEB) is pleased to announce that it has entered into an agreement  to
purchase a 50 percent interest in Butterball, LLC, in partnership with  the
Maxwell Farms group.

"Butterball  is  an  iconic brand name in the United  States,  representing
superior quality, outstanding value and excellent customer service," states
Steve  Bresky, Seaboard's President and Chief Executive Officer.  "We  look
forward  to our participation with the Butterball management team  and  the
Maxwell group and bringing additional value to Butterball."

"We  are pleased to be partnering with Seaboard and moving forward  as  the
buyer  of  Butterball,  the strongest brand in the turkey  industry,"  said
Walter  Pelletier, President of Maxwell Farms, LLC.  "Seaboard is a strong,
diversified  company  with a great reputation in the agriculture  and  food
industries,  and  we  are  confident  the  partnership  will  be   mutually
beneficial for both companies."

Butterball,  LLC  is  the  industry leader in providing  safe,  nutritious,
high-quality turkey products.

About Seaboard Corporation:

Seaboard Corporation has a history dating back more than 90 years. Although
the  company  has evolved over time through acquisitions, partnerships  and
internal  growth,  its  roots  are  in  grain  and  agriculturally  derived
products.  Seaboard Corporation directly or indirectly  employs  more  than
14,000 people worldwide and ranks number 552 on the 2010 Fortune 1000 list,
with  net sales of approximately $3.6 billion annually. Seaboard is  traded
on  the  NYSE  Amex Equities under the symbol SEB. For more information  on
Seaboard Corporation, visit www.seaboardcorp.com.

About Maxwell Farms, LLC:

Maxwell  Farms, LLC is an affiliated company of Goldsboro Milling  Company.
Headquartered  in Goldsboro, North Carolina, Maxwell Farms,  LLC  owns  the
Maxwell  family's interest in Butterball, LLC.  Goldsboro Milling began  in
1916  as a feed mill that sold bag feed across eastern North Carolina.   It
soon  turned its attention to bulk feed and in 1958 began to grow  turkeys.
In  the  mid 1980's, Goldsboro Milling joined with Carroll's Foods to  form
Carolina  Turkeys, which is now Butterball.  In the late 1980's,  Goldsboro
Milling added swine, and today is the tenth largest swine producer  in  the
U.S.  Goldsboro Milling also invests in land and timber.

About Butterball, LLC:

Butterball,  LLC is the largest producer of turkey products in  the  United
States.  Headquartered in Garner, North Carolina, Butterball produces  more
than  1  billion pounds of turkey each year, and the company  supplies  its
products  to  more than 30 countries. The industry leader has seven  plants
located throughout the United States.

For  more information about Butterball, visit www.butterball.com.  You  can
also  call  1-800-BUTTERBALL for answers to your  most  puzzling  questions
about turkey preparation.

Forward-Looking Statements:

This  news release may contain forward-looking statements under the Private
Securities Litigation Reform Act of 1995.  There are a number of  important
factors  that  could  cause actual events to differ materially  from  those
suggested  or indicated by such forward-looking statements, and you  should
not  place undue reliance on any such forward-looking statements, including
those  regarding the Butterball joint venture and the anticipated  benefits
of  the venture.  Forward-looking statements, if made, are based on current
intent,   beliefs,   plans  and  expectations,  and   involve   risks   and
uncertainties  that  could  cause  actual future  results,  performance  or
developments  to differ materially from those described in  or  implied  by
such  forward-looking  statements,  including  whether  the  conditions  to
closing  the  joint venture are satisfied, risks related to  operating  the
joint  venture  going  forward,  and the  failure  to  realize  anticipates
synergies or operational efficiencies from the joint venture.  The  company
cautions  investors  not  to place undue reliance  on  any  forward-looking
statements,  and encourages investors to review risk factors  contained  in
Seaboard  Corporation's  most  recent Securities  and  Exchange  Commission
reports,  including  its annual report on Form 10-K, quarterly  reports  on
Form

<PAGE>

10-Q,  and  current   reports  on  Form 8-K,  press  releases   and   other
communications.    We  undertake  no  obligation  to   update   or   revise
forward-looking statements to reflect changed assumptions,  the  occurrence
of unanticipated events or changes to future operating results over time.

                                    ###

<PAGE>



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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