________________________________________________________________

                      SEABOARD CORPORATION
              EXECUTIVE DEFERRED COMPENSATION PLAN
 ________________________________________________________________




                     AS AMENDED AND RESTATED
                    EFFECTIVE JANUARY 1, 2009


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                       SEABOARD CORPORATION
              EXECUTIVE DEFERRED COMPENSATION PLAN



                            ARTICLE I

                  HISTORY, PURPOSE AND EFFECTIVE DATE


     1.01 History and Purpose.

   Seaboard Corporation (the "Company") established the  Seaboard
Corporation  Executive Deferred Compensation  Plan  (the  "Plan")
effective January 1, 1999. The primary purpose of the Plan is  to
provide  for the mandatory deferral on a pre-tax basis of  salary
and  bonus  payable with respect to a particular Year to  certain
designated Executives whose Compensation for the Year exceeds the
maximum   allowable  deductible  amount  of  compensation   under
Section  162(m) of the Internal Revenue Code of 1986, as  amended
(the  "Code") and Treasury Regulations thereunder.  The  Plan  is
intended  to  constitute an unfunded "top hat" arrangement  under
Title  I  of the Employee Income Retirement Security Act of  1974
(as amended) ("ERISA").

     1.02  Effective  Date.  The Plan is a nonqualified  deferred
compensation plan within the meaning of Section 409A of the Code.
The  Plan was amended and restated effective January 1, 2009  for
the purpose of satisfying the requirements of Section 409A of the
Code.   The Company hereby amends and restates the Plan effective
January  1, 2009 for the purpose of complying with final Treasury
regulations  issued  under Section 409A of the  Internal  Revenue
Code  of 1986, as amended (the "Code").  The Plan is intended  to
be  an arrangement that is unfunded and maintained primarily  for
the  purpose  of providing supplemental retirement  income  to  a
select group of management or highly compensated employees within
the  meaning of Sections 201(2), 301(a)(3) and 401(a)(1)  of  the
Employee Retirement Income Security Act of 1974, as amended,  and
the  Plan is intended to satisfy the requirements of Section 409A
of  the  Code, and the Plan shall be interpreted and administered
accordingly.

                           ARTICLE II

                           DEFINITIONS

     2.01 Account  or  Account  Balance.  "Account"  or  "Account
Balance" shall mean  with respect to an Executive the sum of  his
Annual   Deferral   Amounts   and  Company  Contribution  Amounts
designated on his  behalf,  if  any,  as  adjusted for Investment
Return, and  reduced by  distributions  hereunder.  This  Account
shall be a bookkeeping entry only and shall be utilized solely as
a device for  the measurement and determination of the amounts to
be paid to an Executive pursuant to this Plan.

     2.02 Annual Deferral Amount.  "Annual Deferral Amount" shall
mean  that  portion  of an Executive's salary or bonus for a Year
which  is  deferred  pursuant  to  this Plan.  In the event of an
Executive's Separation from  Service  prior to the end of a Year,
the Annual Deferral Amount

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for such Year shall be the actual  amount, if any, deferred prior
to the Executive's Separation from Service.

     2.03 Beneficiary.  "Beneficiary"  shall  mean  the   person,
persons,  estate  or other legal entity of, or established by, an
Executive entitled to receive any benefits under this Plan in the
event of the Executive's death.

     2.04 Board.  "Board"  shall  mean  the Board of Directors of
the Company.

     2.05 Change of Control.  "Change  of  Control" shall mean an
event or transaction described below; provided, however, an event
or  transaction  described  below will not be a Change of Control
for  purposes  of  a  payment  event  under  the  Plan  unless it
constitutes a change in the ownership or effective control of the
Company, or  in  the  ownership  of  a substantial portion of the
assets of the Company,  within  the  meaning of Code Section 409A
(a)(2)(A)(v):

          (a)  The acquisition by any  unrelated person or entity
of more than fifty percent (50%) of either the outstanding shares
of common stock or the  combined  voting  power  of the Company's
then outstanding voting securities entitled to vote generally  in
the election of directors;

          (b)  The  sale  to  an  unrelated  person  or entity of
Company assets  that have a total gross fair market value of more
than eighty-five  percent  (85%) of  the total  gross fair market
value of all of  the  assets  of the Company immediately prior to
such sale;

          (c)  The  acquisition,   whether   by   reorganization,
merger,  consolidation,  purchase or similar  transaction, by any
person or  entity  or  more than one person or entity acting as a
group of  more  than 50% of the combined voting power entitled to
vote generally in the election of directors of the Company or the
entity  in  which  the  Company   was   reorganized,   merged  or
consolidated into;

          (d)  The  acquisition  by  any  person or entity (other
than  by  any  descendant  of  Otto Bresky,  Senior  or any trust
established  primarily  for the benefit of any descendant of Otto
Bresky,  Senior  or  any  other related person or entity) of more
than fifty  percent  (50%)  of either the membership interests or
the combined voting power of Seaboard Flour, LLC at any time when
Seaboard Flour, LLC owns 50% or more of the Company.

     For  purposes of determining whether there has been a Change
of  Control under this Section 2.05, the attribution of ownership
rules  under Code Section 318(a) shall apply.  Also for  purposes
of  determining  whether  there has been  a  Change  of  Control,
"Company"  means only Seaboard Corporation and any successors  to
the business of Seaboard Corporation..

     2.06 Code. "Code" shall  mean  the  Internal Revenue Code of
1986,  as   may   be   amended  from  time  to  time,  and  final
Treasury Regulations issued thereunder.

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     2.07 Company.  "Company"  shall  mean  Seaboard  Corporation
and,  for  purposes  of  all  references herein to an Executive's
Compensation  or  his  employer's  deduction, shall include every
member  of  the  Company's affiliated  group, as determined under
Section 1504 of the Code.

     2.08 Company  Contribution   Amount.  "Company  Contribution
Amount"  shall  mean  a  nonelective   amount   credited   to  an
Executive's  Account, at any time or times, which may be either a
Company  Discretionary   Contribution   or   a   Company  Regular
Contribution. A  Company  Discretionary Contribution is an amount
that is credited to an Executive's Account, at any time or times,
in the  discretion  of the Board.  A Company Regular Contribution
is an amount that is credited to the Account of an Executive with
respect  to  any  one  or  more  of  an Annual Deferral Amount, a
Company  Discretionary  Contribution,  or   a   portion   of  the
Executive's Compensation, as herein provided.

     2.09 Compensation.  "Compensation" shall mean an Executive's
"applicable  employee  remuneration"   as   defined   in  Section
162(m)(4)  of  the  Code  and  final  Treasury Regulations issued
thereunder.

     2.10 Excess Compensation.  "Excess  Compensation" shall mean
the  excess  of  Adjusted Compensation over the maximum amount of
compensation  determined pursuant to Code Section 401(a)(17) that
can be taken  into  account  under  the 401(k) plan maintained by
Seaboard Corporation for salaried  employees for the plan year of
such 401(k) plan that ends within the Year Excess Compensation is
being   determined   hereunder.  For   this   purpose,  "Adjusted
Compensation"  shall mean the Executive's Compensation for a Year
reduced by (a) reimbursements or other expense allowances, fringe
benefits  (cash  and  noncash),  moving  expenses,   and  welfare
benefits;  (b)  any  amount  of  taxable income recognized by the
Executive upon the exercise of an option under any option plan or
program maintained  by  the  Company;  and (c) any taxable income
recognized by the Executive as a result  of  a distribution under
any  nonqualified  deferred  compensation  arrangement (including
this  Plan), and  increased  by any elective contributions by the
Executive to a plan maintained  by the Company and not includable
in gross  income  due  to  the  provisions  of Code Sections 125,
401(k) or 132(f).

     2.11 Executive.  "Executive"  shall  mean   any   member  of
management  or  highly  compensated  employee  who  is a "covered
employee" under Section 162(m)(3) of the Code with respect to any
Year, and who  is  designated  by the Board to participate in the
Plan for  purposes  of the mandatory Annual Deferral Amount under
Article  III,  or  for  purposes  of   a   Company  Discretionary
Contribution  under  Article  IV, or  both.  An  Executive who is
designated by the  Board  to participate in the Plan for purposes
of  the  mandatory  Annual  Deferral  Amount  shall  continue  to
participate for such purpose each year until the Board designates
otherwise  or  until  Executive's  Separation  from  Service.  An
Executive who is  designated  by  the Board to participate in the
Plan for purposes  of  a Company Discretionary Contribution for a
particular Year shall  not  participate in the Plan for any other
purpose except  the  purpose   so   designated   and   shall  not
participate  in  the  Plan for  any other Year except the Year as
designated,  unless  and  until a new  designation is made by the
Board.  Executive shall also  mean a former Executive for whom an
Account is maintained hereunder.

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     2.12 Investment Return.  "Investment Return" shall  mean the
amount that is either credited to Executive's Account or deducted
from  Executive's  Account  to  reflect  the positive or negative
return  of  the  investment  measure  or  measures  selected   by
Executive pursuant to Article V.

     2.13 Plan.  "Plan"  shall  mean  the   Seaboard  Corporation
Executive  Deferred Compensation Plan, as set forth herein and as
amended from time to time.

     2.14 Plan  Administrator.  "Plan  Administrator"  shall mean
the  Company  or such person or persons designated by the Company
to  act  in  such  capacity.  No  individual  who   participating
hereunder  shall  have  any  authority   with   respect   to  the
administration of the Plan.

     2.15 Related   Company.   "Related    Company"   means   any
corporation  which  is  a  member  of  a   controlled   group  of
corporations (as  defined  in  Code Section 414(b)) that includes
the Company  or  any  corporation  or  other entity with whom the
Company is considered a single employer under Code Section 414(c).

     2.16 Separation  from  Service.   "Separation  from Service"
means the Executive's termination of employment with the Company.
Whether  a  termination  of  employment  has  occurred  shall  be
determined based on whether the facts and circumstances  indicate
the Executive and Company reasonably anticipate that  no  further
services will be performed  by  the  Executive  for  the Company;
provided, however, that an Executive shall  be  deemed  to have a
termination of employment if  the  level  of  services  he or she
would perform for the Company after a  certain  date  permanently
decreases to no more than twenty  percent  (20%)  of  the average
level of bona fide services performed for the Company (whether as
an employee  or  independent  contractor)  over  the  immediately
preceding  36-month period (or the full period of services to the
Company  if  the  Executive  has  been  providing services to the
Company for less than 36 months).  For this purpose, an Executive
is not treated as having a Separation  from  Service  while he or
she is on a military leave, sick leave, or other bona  fide leave
of absence, if the period of such leave does  not  exceed six (6)
months, or if longer, so long as the Executive  has  a  right  to
reemployment with the Company under an applicable statute  or  by
contract.  Where used in  this  Section 2.16,  the  term  Company
includes any Related Company.

     2.17 Unforeseeable   Emergency.    "Unforeseeable Emergency"
means  an  unanticipated  emergency  that  is  caused by an event
beyond the  control  of the Executive that would result in severe
financial  hardship  to the Executive resulting from (i) a sudden
and  unexpected  illness  or  accident  of  the  Executive  or  a
dependent  of  the  Executive,  (ii)  a  loss  of the Executive's
property due to  casualty,  or (iii) such other extraordinary and
unforeseeable  circumstances arising as a result of events beyond
the  control  of  the  Executive,  all as determined  in the sole
discretion of the Plan Administrator.

     2.18 Valuation  Date.  "Valuation Date"  shall mean the last
day of  each calendar quarter and the date of distribution of any
portion of the Executive's Account hereunder and any

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other date determined by the Plan Administrator in its discretion
for any reason from time to time.

     2.19 Year.  "Year" shall mean a calendar year.

                           ARTICLE III

                     ANNUAL DEFERRAL AMOUNTS

     3.01 Application  and  Deferral.  The  provisions  of   this
Article  III  apply  to  any  individual who is designated by the
Board as an Executive for purposes of the Annual Deferral Amount.
Any such  designation  will  be effective commencing on the first
day of the  Year  following  the Year in which the designation is
made.

     3.02 Deferral.  A  portion  of such Executive's Compensation
will  be  deferred  each  Year  in  accordance with the terms and
conditions of this Article III.

     3.03 Amount of Annual Deferral. The amount of an Executive's
Compensation which shall be deferred each Year under this Article
III  shall  equal the excess of such Executive's Compensation for
any Year  (including  any  bonus that may be paid with respect to
such Year in the following  Year and that, but for Section 162(m)
of the Code, would be  deductible  by the Company in such current
Year) over one million dollars ($1,000,000) (or such other amount
specified in Section 162(m) of the Code).

     3.04 Time  of  Annual  Deferral. Compensation  shall  not be
deferred  in  any  Year  until  the  Executive   has   been  paid
Compensation with  respect to such Year equal to or exceeding one
million dollars ($1,000,000).

     3.05 Credit to Account.  The Annual Deferral Amount shall be
credited to Executive's Account at such time or times such amount
would  have  been paid to Executive absent the provisions of this
Article III.

                           ARTICLE IV

                   COMPANY CONTRIBUTION AMOUNT

     4.01 Company  Discretionary Contribution.  The provisions of
this Section 4.01 apply to any individual who is designated as an
Executive  for  a  Year  for purposes of a Company  Discretionary
Contribution.  The Board may make this designation  at  any  time
during  the  Year.  If the Board designates an individual  as  an
Executive  for purposes of the Company Discretionary Contribution
for  a Year, then the Board shall determine in its discretion the
amount of the Company Discretionary Contribution and the date  of
such  contribution.  The Company Discretionary Contribution shall
be credited to the Executive's Account on such date.

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     4.02 Company Regular Contribution.    The provisions of this
Section 4.02 apply to any Executive with respect to  a  Year  for
which the Executive has  been  designated  by  the  Board  as  an
Executive for purposes of  the  Annual  Deferral  Amount  or  the
Company Discretionary Contribution, or both.  The Company Regular
Contribution for a Year with respect to an Executive who has been
designated by the Board as  an  Executive  for  purposes  of  the
Annual Deferral Amount, or both the Annual  Deferral  Amount  and
the Company Discretionary  Contribution,  shall be the sum of (a)
3% of the  Annual  Deferral  Amount  credited  to the Executive's
Account  for  such  Year,  (b)  3%  of  any Company Discretionary
Contribution amount credited to the  Executive's Account for such
Year, and (c) 3%  of  the  Executive's  Excess Compensation.  The
Company  Regular  Contribution  for  a  Year  with  respect to an
Executive who has been designated by the Board  as  an  Executive
for purposes  of  the  Company  Discretionary  Contribution only,
shall be 3%  of  the  Company  Discretionary  Contribution amount
credited to the Executive's Account for such  Year.  Each time an
Annual Deferral Amount or  a  Company  Discretionary Contribution
amount is credited to an  Executive's Account, on that date or as
soon as administratively  feasible  after  that  date,  a Company
Regular Contribution will also be  credited  to  the  Executive's
Account.

                            ARTICLE V

                  ACCOUNT AND INVESTMENT RETURN

     5.01  Investment  Return.  The Investment  Return  shall  be
determined based upon the investment measure or measures selected
by the Executive in accordance with procedures established by the
Plan  Administrator pursuant to Section 5.02.  The Executive will
be  permitted  to  elect  investment  measures  only  from  those
investment measures made available to the Executive by  the  Plan
Administrator.   One  investment measure will  be  an  investment
vehicle  that is deemed to earn a rate of return equal  to  eight
percent  (8%).   At any time this is the only investment  measure
then  it  will  apply for purposes of determining the  Investment
Return,  and an election will not be made.  Additional investment
measures  may  include a pooled account managed by a professional
manager  and  consisting primarily of equities and  fixed  income
investments in approximate percentages designated, or  any  other
investment measures selected by the Plan Administrator.  The Plan
Administrator  may  delete  any  of  the  additional   investment
measures  at  any  time or times and substitute other  investment
measures.

     5.02 Investment  Procedures.  The  Plan  Administrator  will
establish procedures, which may be changed from time to time, for
the  selection  by  Executive  of  investment measures under this
Article V and for Executive's change of such selection.

     5.03 Valuation  Dates.   As of each Valuation Date the  Plan
Administrator  will  make  the  appropriate  adjustments  to  the
Executive's Account for the Investment Return.

     5.04 Vesting.  The  Executive  shall  be fully vested in his
Account at all times.

     5.05 No  Actual Investment.  The method prescribed herein to
determine the  Investment Return shall in no way require that the
Company make any investment of Company

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assets in any investment nor entitle  the Executive to any rights
or interest in any investment  held by the Company outright or in
trust.

                           ARTICLE VI

                          DISTRIBUTION

     6.01 Amount  of  Benefit.  The  amount  of  an   Executive's
benefit  hereunder  at  a Valuation Date shall be the Executive's
Account Balance.

     6.02 Annual  Distribution.   During  the  last month of each
Year,  and as near as administratively feasible to or on the last
day of  the  Year,  the  Company shall pay an amount equal to the
Executive's Account  Balance  determined  as  of such date to the
Executive.  Notwithstanding the preceding  sentence, if as of the
date  payment   is  to  otherwise  be  made  under  the preceding
sentence, the  Plan Administrator reasonably anticipates that the
Company's deduction with respect to such payment to the Executive
would be limited or eliminated by the application of Code Section
162(m), then  such payment shall not be made except to the extent
of a distribution  amount  that the Plan Administrator reasonably
determines  will  not  so  limit  or   eliminate   the  Company's
deduction.  Any payment  made  under  this Section 6.02 will be a
lump sum payment.  The  second sentence of this Section 6.02 will
not apply with respect to an  amount  to  be paid under the first
sentence of this Section 6.02  unless  all  scheduled payments to
the Executive that may then be  made  under a plan subject to the
provisions of Section 409A of the  Code  and  that may be delayed
are delayed in  accordance  with  the  requirements  of  Treasury
regulation Section 1.409A-2(b)(7)(i).

     6.03 Mandatory  Distribution Upon Change of Control.  In the
event  of  a  Change  of Control, the Executive's Account Balance
will be distributed by the Company to the Executive in a lump sum
payment within 90 days following the occurrence of such Change of
Control.

     6.04 Mandatory  Distribution  Upon  Separation from Service.
In the  event  of  the Executive's  Separation from Service, then
unless the  Executive's  Account  Balance  is  to  be distributed
earlier  under   another   provision  of  this  Article  VI,  the
Executive's Account Balance will be distributed by the Company to
the  Executive  in  a  lump sum  payment during the 90-day period
commencing  on  the  first day of the seventh month following the
Executive's Separation from Service.

     6.05 Death Prior to Payment of Benefits.  In the event of an
Executive's death prior  to  the  payment to the Executive of the
Executive's Account Balance, an  amount  equal to the Executive's
Account Balance  shall  be  paid  to  the  Executive's designated
Beneficiary  in  a  lump  sum  payment  during  the 90-day period
commencing on the date of the Executive's death.

     6.06 Distribution Upon Unforeseeable Emergency.  If the Plan
Administrator determines that an Executive has  an  Unforeseeable
Emergency, then upon the written  request  of  the Executive  the
Plan  Administrator may  direct  the  Company  to distribute   to
the  Executive  an  amount  that  shall  not  exceed  the  amount
necessary  to satisfy such emergency  need  plus  amounts

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necessary to pay taxes reasonably anticipated as a result of  the
distribution, after taking into account the extent to  which  the
such  emergency  is or may be relieved through  reimbursement  or
compensation by insurance or otherwise, or by liquidation of  the
Executive's assets, to the extent the liquidation of such  assets
would not itself cause severe financial hardship.

                           ARTICLE VII

                           BENEFICIARY

     7.01 Beneficiary Designation. An Executive shall designate a
Beneficiary  to receive benefits under the Plan on an appropriate
form  provided  by  the Plan Administrator.   If  more  than  one
Beneficiary  is  named,  the  share  and/or  precedence  of  each
Beneficiary  shall  be indicated.  An Executive  shall  have  the
right  to  change  the  Beneficiary by  submitting  to  the  Plan
Administrator a new Beneficiary designation form.

     7.02 Proper Beneficiary.  If  the Plan Administrator has any
doubt as to the proper Beneficiary to receive payments hereunder,
the Plan Administrator shall have the right to direct the Company
to  withhold  such  payments,  and  the Company may withhold such
payments, until the matter is finally  adjudicated.  However, any
payment made by the Company, in good faith and in accordance with
this Plan, shall fully discharge  the  Company  from  all further
obligations with respect to that payment.

     7.03 Minor  or  Incompetent   Beneficiary.  In   making  any
payments  to  or  for  the benefit of any minor or an incompetent
Beneficiary,  the  Company,  in its sole and absolute discretion,
may make a  distribution  to a legal or natural guardian or other
relative of  a  minor  or  court-appointed representative of such
incompetent.  Alternatively,  it  may make a payment to any adult
with whom the  minor  or  incompetent  temporarily or permanently
resides.    The   receipt    by   a   guardian,   court-appointed
representative,  relative  or  other  person  shall be a complete
discharge to the Company.  Neither  the  Company  nor  the   Plan
Administrator shall have any  responsibility to see to the proper
application of any payments so made.

     7.04 No Beneficiary Designation.  If  an  Executive fails to
designate a Beneficiary as provided in Section 7.01  above, or if
all designated Beneficiaries  predecease  the  Executive  or  die
prior  to   complete  distribution  of  the  Executive's  Account
Balance,  then  the  Executive's  designated Beneficiary shall be
deemed to be  his  surviving spouse.  If  the  Executive  has  no
surviving spouse,  the  benefits  remaining  under the Plan to be
paid to a Beneficiary shall be payable to the Executive's estate.

                          ARTICLE VIII

                   ADMINISTRATION OF THE PLAN

     8.01 Finality  of  Determination.  Subject  to the Plan, the
Plan  Administrator  shall,  from time to time, establish  rules,
forms and procedures for the administration of the Plan.   Except
as  herein  otherwise  expressly provided, the Plan Administrator
shall have the exclusive

<PAGE> 8

right   to   interpret   the    Plan   and   to    decide     any
and  all  matters  arising thereunder or in connection  with  the
administration of the Plan, and it shall endeavor to act, whether
by  general  rules  or  by particular decisions,  so  as  not  to
discriminate  in favor of or against any person.  The  decisions,
actions and records of the Plan Administrator shall be conclusive
and  binding upon the Company and all persons having or  claiming
to have any right or interest in or under the Plan, and cannot be
overruled by a court of law unless arbitrary or capricious.

     8.02 Certificates and Reports.  The members of the Board and
the  officers  and  directors of the Company shall be entitled to
rely  on  all certificates and reports made by any duly appointed
accountants,  and  on  all  opinions  given by any duly appointed
legal counsel,  which  legal  counsel  may  be  counsel  for  the
Company.

     8.03 Indemnification  and  Exculpation.  The  Company  shall
indemnify and hold harmless any person or  entity  designated  to
act as the Plan  Administrator  or  its designee and each current
and former member of the Board  against  any and all expenses and
liabilities (to the extent  not  indemnified  under any liability
insurance contract or other indemnification  agreement) which the
person incurs  on  account  of  any  act  or  failure  to  act in
connection  with  the  good  faith  administration  of  the Plan.
Expenses against which the Plan Administrator, its  designee or a
member of the Board shall be indemnified hereunder shall include,
without  limitation,  the  amount  of any settlement or judgment,
costs, counsel fees,  and  related charges reasonably incurred in
connection  with  a  claim  asserted,  or a proceeding brought or
settlement thereof.  The foregoing right of indemnification shall
be  in  addition  to  any  other  rights   to   which   the  Plan
Administrator, its designee  or  such  member of the Board may be
entitled as a  matter  of  law, but shall be conditioned upon the
person's notifying  the  Company of the claim of liability within
sixty (60) days of  the  notice  of  that  claim and offering the
Company the  right  to  participate in and control the settlement
and defense of the claim.

     8.04 Expenses.  The expenses of administering the Plan shall
be borne by the Company.

     8.05 FICA  and  Other  Taxes.  The  Company is authorized to
withhold from the Executive's Compensation, the Executive's share
of FICA  and  other  employment  taxes attributable to any Annual
Deferral  Amount  or  Company  Discretionary Amount in accordance
with the Treasury Regulations under Section 3121(v) of the Code.

                           ARTICLE IX

                        CLAIMS PROCEDURE

     9.01 Written Claim.  Benefits  shall  be  paid in accordance
with  the  provisions  of  this  Plan.  The  Executive,   or    a
designated  recipient  or  any  other person claiming through the
Executive may make a written request for benefits under this Plan.
Any  such  claim   shall   be  mailed  or  delivered  to the Plan
Administrator.  Such   claim   shall   be  reviewed  by  the Plan
Administrator  or  a delegate.

<PAGE> 9

     9.02 Denied Claim.  If  the  claim  is denied, in full or in
part,  the  Plan  Administrator  shall  provide  a written notice
within  ninety  (90)  days setting forth the specific reasons for
denial,  and  any additional material or information necessary to
perfect  the  claim,  and  an explanation of why such material or
information  is  necessary,  and   appropriate   information  and
explanation of the steps to be taken if a review of the denial is
desired.

     9.03 Review Procedure.  If  the claim is denied and a review
is  desired, the Executive (or Beneficiary) shall notify the Plan
Administrator  in writing within sixty (60) days after receipt of
the written  notice  of  denial.  In  requesting  a  review,  the
Executive or  Beneficiary  may  request  a  review  of  pertinent
documents  with  regard  to  the  benefits  created   under  this
agreement, may  submit  any  written  issues  and  comments,  may
request  an  extension  of  time  for  such written submission of
issues and comments, and may request  that a hearing be held, but
the  decision  to  hold  a  hearing  shall  be  within  the  sole
discretion of the Plan Administrator.

     9.04 Plan  Administrator Review.  The decision on the review
of  the  denied claim shall be rendered by the Plan Administrator
within  sixty  (60)  days  after  the  receipt of the request for
review (if no hearing is held) or  within  sixty  (60) days after
the hearing if one is held.  The decision  shall  be  written and
shall state the  specific  reasons  for  the  decision  including
reference  to  specific  provisions  of  this  Plan  on which the
decision is based.

                            ARTICLE X

                 NATURE OF COMPANY'S OBLIGATION

     10.01 Company's Obligation.  The Company's obligations under
this Plan shall be an unfunded and unsecured promise to pay.  The
Company  shall not be obligated under any circumstances  to  fund
its obligations under this Plan.

     10.02 Creditor Status.  Any  assets  which  the  Company may
acquire or set aside to  help  cover  its  financial  liabilities
under the Plan are and  must remain general assets of the Company
subject to the claims of  its creditors.  Neither the Company nor
this  Plan  gives  an  Executive  or  Beneficiary  any beneficial
ownership interest in any asset of  the  Company. All  rights  of
ownership in any such assets are and  remain in the Company.  All
Plan Executives  and  Beneficiaries  shall  be  unsecured general
creditors of the Company.

                           ARTICLE XI

                          MISCELLANEOUS

     11.01 Written Notice.  Any notice given under the Plan shall
be  in writing and shall be mailed by United States mail, postage
prepaid.   If  notice is to be given to the Company, such  notice
shall   be  addressed  to  the  Plan  Administrator  at  Seaboard
Corporation.   If  notice is to be given to the  Executive,  such
notice shall be sent to the Executive's last known address.

<PAGE> 10

     11.02 Change  of  Address.  Any  Executive may, from time to
time, change the address to which  notices  shall  be  mailed  by
giving written notice of such new address.

     11.03 Merger,  Consolidation or Acquisition.  The Plan shall
be binding upon  the  Company,  its assigns, and any successor to
the Company which  shall  succeed  to  substantially  all  of its
assets and business through merger, acquisition or consolidation,
and upon an Executive, a Beneficiary, assigns,  heirs,  executors
and administrators.

     11.04 Amendment  and  Termination.  The  Company retains the
sole  and  unilateral  right  to  terminate,  amend,  modify,  or
supplement this Plan, in whole or part, at any time.  However, no
Company action under this right shall reduce the Account  of  any
Executive or Beneficiary (other than a reduction  attributable to
Investment Return), and no Company action  shall  accelerate  the
time of payment of the Executive's Account.

     11.05 Employment.  This  Plan does not provide a contract of
employment between the Company and the Executive, and the Company
reserves the right to terminate  the  Executive's  employment for
any reason, at any time, notwithstanding the  existence  of  this
Plan.

     11.06 Non-transferability.  Except  insofar  as  required or
prohibited by applicable  law,  no  sale,  transfer,  alienation,
assignment,  pledge,  collateralization  or  attachment  of   any
benefits under this Plan shall be  valid  or  recognized  by  the
Company.  Neither the  Executive  or designated Beneficiary shall
have any  power  to  hypothecate,  mortgage,  commute, modify, or
otherwise  encumber  in  advance  of  any of the benefits payable
hereunder, nor shall any of said  benefits  be subject to seizure
for the payment of any debts, judgments, alimony, or maintenance,
owed by the Executive  or  Beneficiary,  or  be  transferable  by
operation  of  law  in  the  event  of bankruptcy, insolvency, or
otherwise.

     11.07 Tax  Withholding.  The  Company  may  withhold  from a
payment any federal, state, or local taxes required by law to  be
withheld with respect to such payment and such sum as the Company
may reasonably estimate as necessary to cover any taxes for which
the Company may be liable and which may be assessed  with  regard
to such payment.

     11.08 Successors. The provisions of this Plan shall bind the
Company and its successors  and  assigns.  The term successors as
used herein shall include any  corporate or other business entity
which shall,  whether  by  merger,  consolidation,   purchase  or
otherwise acquire all or substantially all  of  the  business and
assets of the Company, and successors of  any such corporation or
other business entity

     11.09 Applicable Law.  This  Plan  shall be  governed by the
laws of the State  of  Kansas  to  the  extent  not pre-empted by
federal law.

     11.10 Gender and Number.  Wherever  the context so requires,
masculine pronouns include the feminine  and singular words shall
include the plural.

<PAGE> 11

     11.11 Titles.  Titles  of  the  Articles  of  this Plan  are
included for ease of reference only and are not to  be  used  for
the purpose of construing any portion or provision  of  this Plan
document.

     IN  WITNESS  WHEREOF, the Company has caused this instrument
to be executed by its duly authorized officer on  this  22nd  day
of December, 2008.


                                  SEABOARD CORPORATION

                                  By  /s/ Steven J. Bresky
                                      Steven J. Bresky, President

<PAGE> 12