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                                                                    Exhibit 10.9

                                                                [Execution Copy]

                               MICHAEL FOODS, INC.

                                  SEVERANCE AND
                              DEFERRED COMPENSATION
                                    AGREEMENT

      AGREEMENT, made effective April 10, 2001, by and among Michael Foods,
Inc., a Minnesota corporation (the "Company"), James Mohr ("Employee") and, for
purposes of Section 4 hereof, M-Foods Holdings, Inc., a Delaware corporation
("Holdings").

                             Preliminary Statements:

1.    The Company considers the establishment and maintenance of a sound and
      vital management team essential to protecting and enhancing its best
      interest and the best interests of the Company's shareholders.

2.    In this connection, the Company recognizes that the possibility of a
      change in control of the Company exists and that such possibility and the
      uncertainty and questions which it may raise among management personnel,
      may result in the departure or distraction of such personnel to the
      detriment of the Company and the Company's shareholders.

3.    Accordingly, the Company has adopted a Severance Plan for Eligible
      Employees of Michael Foods, Inc. and its subsidiaries, as amended (the
      "Plan"), and the Board of Directors of the Company ("Board") has directed
      management of the Company to implement such Plan.

4.    In addition, the Company recognizes the Employee's substantial
      contribution to the growth and success of the Company and for this reason
      has decided to make certain changes in the Employee's compensation
      arrangements, which the Board has determined will reinforce and encourage
      the continued attention and dedication to the Company of the Employee as a
      member of the Company's senior management in the best interests of the
      Company and its shareholders.

NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein and in order to induce Employee to remain in the Company's
employ, the parties hereto hereby agree as follows:

1.    Participation in Plan. Employee is hereby designated a "Key Employee" for
      purposes of the Plan and is eligible for the severance benefits provided
      therein. Such benefits shall be in lieu of any further salary payments to
      Employee for periods subsequent to termination of employment, to the
      extent Employee becomes eligible for such severance payments by reason of
      termination of employment.

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2.    Term. This Agreement shall commence on the date hereof and shall continue
      in effect until the Plan has been terminated. From and after the date
      hereof, this Agreement shall supersede any other agreement between the
      parties hereto with respect to the subject matter hereof.

3.    Plan. This Agreement hereby incorporates by reference the terms(1) and
      conditions of the Plan which shall be binding upon Employee.

4.    Deferral of Certain Compensation. In connection with the Employee's
      agreement to cancel all of his options to acquire Company Common Stock
      pursuant to the terms of that certain Option Cancellation Agreement, dated
      as of the date hereof, by and between the Employee and the Company, the
      Company shall (a) pay to Employee an amount equal to $129,990 (the
      "Cancellation Payment") and (b) rollover an amount equal to $384,000 (the
      "Deferred Amount") to an unfunded, unsecured nonqualified deferred
      compensation arrangement established for this purpose (the "Deferred
      Account"). Each of the Employee, the Company and Holdings agrees that
      Holdings, through an intercompany transfer, shall assume all obligations
      associated with the Deferred Amount. The Cancellation Payment shall be
      paid by the Company to the Employee on the Effective Date, or as soon as
      reasonably practicable thereafter.

      With respect to the Deferred Account, the Deferred Amount shall be deemed
      to be invested (i.e., an actual investment will not be made), as of the
      Effective Date, in (A) 3,840 Class A Units (the "Investors A Units") of
      M-Foods Investors, LLC, a Delaware limited liability company ("Investors")
      and (B) 3,840 Class A Units (the "Dairy A Units") of M-Foods Dairy
      Holdings, LLC, a Delaware limited liability company ("Dairy Holdings").
      Holdings shall credit Employee's Deferred Account with certain of the
      distributions that would be received by the Deferred Account if such
      Deferred Account were actually invested in the manner set forth in the
      preceding sentence in Investors A Units and Dairy A Units, the extent of
      such crediting to be in accordance with the calculations set forth in the
      following two paragraphs. All amounts in the Employee's Deferred Account
      shall be subject to the claims of the creditors of Holdings.

      With respect to the Investors A Units, Holdings shall credit Employee's
      Deferred Account with any distributions made in respect of such Investors
      A Units pursuant to or in accordance with Sections 4.4(a)(i) and
      4.4(a)(ii) of the Investors' Amended and Restated Limited Liability
      Company Agreement, dated April 10, 2001 (the "Investors LLC Agreement").
      In the event Investors distributes non-cash property to holders of
      Investors A Units pursuant to Sections 4.4(a)(i) or 4.4(a)(ii) of the
      Investors LLC Agreement, Holdings shall credit Employee's Deferred Account
      in an amount equal to the fair market value of such property, as
      determined by the Management Committee of Investors. Employee's Deferred
      Account shall not be credited with any distributions made in respect of
      Investors A Units pursuant to or in accordance with any subsections of
      Section 4.4 of the Investors LLC Agreement other than Sections 4.4(a)(i)
      and 4.4(a)(ii) thereof. In the event that Investors A Units are sold by

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(1) All definitions contained herein will be conformed to substantially mirror,
as appropriate, the definitions contained in (the "Management Stock Purchase and
Unit Subscription Agreement").

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      one or more holders of Investors A Units to a buyer unrelated on the date
      hereof to the holders of Investors A Units, Holdings shall credit
      Employee's Deferred Account with an amount equal to the result of (x) the
      percentage of outstanding Investors A Units being purchased by an
      unrelated buyer (including, for purposes of this percentage calculation,
      the number of Investors A Units deemed held by the Deferred Account and
      any other unfunded, unsecured nonqualified deferred compensation
      arrangements similarly established to be deemed to hold Investors A Units)
      multiplied by (y) the number of Investors A Units deemed held in the
      Deferred Account multiplied by (z) the lesser of (i) the amount of cash or
      fair market value of any property, as determined by the Management
      Committee of Investors, received by holders of Investors A Units in
      exchange for an Investors A Unit and (ii) the sum of the Unreturned
      Capital and Unpaid Preferred Return (as such terms are defined in the
      Investors LLC Agreement) of an Investors A Unit (assuming such Investors A
      Unit was issued on the Closing Date, as such term is defined in the
      Employee's Management Stock Purchase and Unit Subscription Agreement,
      dated as of the date hereof, by and between the Employee and Investors
      (the "Management Stock Purchase and Unit Subscription Agreement")); it
      being understood and agreed that any distribution made pursuant to this
      sentence shall, with respect to future distributions, reduce the number of
      Investors A Units deemed held by the Deferred Account by the percentage
      described in subclause (x) of this sentence.

      With respect to the Dairy A Units, Holdings shall credit Employee's
      Deferred Account with any distributions made in respect of such Dairy A
      Units pursuant to or in accordance with Sections 4.4(a)(ii) and
      4.4(a)(iii) of the Limited Liability Company Agreement of Dairy Holdings,
      dated April 10, 2001 (the "Dairy Holdings LLC Agreement"). In the event
      Dairy Holdings distributes non-cash property to holders of Dairy A Units
      pursuant to Sections 4.4(a)(ii) or 4.4(a)(iii) of the Dairy Holdings LLC
      Agreement, Holdings shall credit Employee's Deferred Account in an amount
      equal to the fair market value of such property, as determined by the
      Management Committee of Dairy Holdings. Employee's Deferred Account shall
      not be credited with any distributions made in respect of Dairy A Units
      pursuant to or in accordance with any subsections of Section 4.4 of the
      Dairy Holdings LLC Agreement other than Sections 4.4(a)(ii) and
      4.4(a)(iii) thereof. In the event that Dairy A Units are sold by one or
      more holders of Dairy A Units to a buyer unrelated on the date hereof to
      the holders of Dairy A Units, Holdings shall credit Employee's Deferred
      Account with an amount equal to the result of (x) the percentage of
      outstanding Dairy A Units being purchased by an unrelated buyer
      (including, for purposes of this percentage calculation, the number of
      Dairy A Units deemed held by the Deferred Account and any other unfunded,
      unsecured nonqualified deferred compensation arrangements similarly
      established to be deemed to hold Dairy A Units) multiplied by (y) the
      number of Dairy A Units deemed held in the Deferred Account multiplied by
      (z) the lesser of (i) the amount of cash or fair market value of any
      property, as determined by the Management Committee of Dairy Holdings,
      received by holders of Dairy A Units in exchange for a Dairy A Unit and
      (ii) the sum of the Unreturned Capital and Unpaid Preferred Return (as
      such terms are defined in the Dairy Holdings LLC Agreement) of a Dairy A
      Unit (assuming such Dairy A Unit was issued on the Closing Date, as such
      term is defined in the Dairy Unit Subscription Agreement, dated as of the
      date hereof, between Dairy Holdings and the Employee (the "Dairy Unit
      Subscription

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      Agreement")); it being understood and agreed that any distribution made
      pursuant to this sentence shall, with respect to future distributions,
      reduce the number of Dairy A Units deemed held by the Deferred Account by
      the percentage described in subclause (x) of this sentence.

      Employee shall receive from Holdings distributions from his Deferred
      Account, in the amount indicated, upon the occurrence of the following
      events: (i) upon a Change in Control, Employee shall receive a total
      distribution of the amount then deemed held in the Deferred Account; (ii)
      upon the tenth anniversary of the date hereof, Employee shall receive a
      total distribution of the amount then deemed held in the Deferred Account;
      (iii) upon the purchase by Investors of any of Employee's Class B Units
      pursuant to Section 7.2 of the Employee's Management Stock Purchase and
      Unit Subscription Agreement, Employee shall receive a distribution from
      the Deferred Account equal to the result of (x) the percentage of
      Employee's Class B Units being purchased by Investors multiplied by (y)
      the number of Investors A Units deemed held in the Deferred Account
      multiplied by (z) the lesser of (A) the fair market value of an Investors
      A Unit, as determined by the Management Committee of Investors and (B) the
      sum of the Unreturned Capital and Unpaid Preferred Return (as such terms
      are defined in the Investors LLC Agreement) of an Investors A Unit
      (assuming such Investors A Unit was issued on the Closing Date, as such
      term is defined in the Employee's Management Stock Purchase and Unit
      Subscription Agreement); it being understood and agreed that any
      distribution made pursuant to clause (iii) of this sentence shall, with
      respect to future distributions, reduce the number of Investors A Units
      deemed held by the Deferred Account by the percentage described in
      subclause (x) of such clause (iii); and (iv) upon the purchase by Dairy
      Holdings of any of Employee's Class B Units pursuant to Section 7.2 of the
      Employee's Dairy Unit Subscription Agreement, Employee shall receive a
      distribution from the Deferred Account equal to the result of (x) the
      percentage of Employee's Class B Units being purchased by Dairy Holdings
      multiplied by (y) the number of Dairy A Units deemed held in the Deferred
      Account multiplied by (z) the lesser of (A) the fair market value of a
      Diary A Unit, as determined by the Management Committee of Dairy Holdings
      and (B) the sum of the Unreturned Capital and Unpaid Preferred Return (as
      such terms are defined in the Dairy Holdings LLC Agreement) of a Dairy A
      Unit (assuming such Dairy A Unit was issued on the Closing Date, as such
      term is defined in the Employee's Dairy Unit Subscription Agreement); it
      being understood and agreed that any distribution made pursuant to clause
      (iv) of this sentence shall, with respect to future distributions, reduce
      the number of Dairy A Units deemed held by the Deferred Account by the
      percentage described in subclause (x) of such clause (iv). The form of
      payment made with respect to any of the foregoing distributions shall be a
      cash payment except that (1) in the event of a Change in Control in which
      the consideration effecting such Change in Control is non-cash
      consideration, such distribution may be made in the form of such non-cash
      consideration, the fair market value of which shall be determined by the
      Management Committee of Investors, and (2) in the event of a distribution
      of the type described in clause (iii) or (iv) above, if, with respect to
      Holdings, any of the Cash Deferral Conditions (as such term is defined in
      the Employee's Management Stock Purchase and Unit Subscription Agreement)
      exists, the portion of the cash payment so affected may be made by the
      delivery of Holdings' unfunded and unsecured promise to pay Employee the
      portion of the cash payment so affected in cash,

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      together with interest, at the first date on which the Cash Deferral
      Conditions no longer exist. The interest on such delayed cash payment will
      accrue annually at the "prime rate" published by The Wall Street Journal
      on the date Holdings delivers its unfunded and unsecured promise.

5.    Binding Agreement. This Agreement shall inure to the benefit of and be
      enforceable by the Employee's personal or legal representatives,
      executors, administrators, successors, heirs, distributes, devisees and
      legatees. If the Employee should die while any amounts would still be
      payable to the Employee hereunder if the Employee had continued to live,
      all such amounts, unless otherwise provided herein, shall be paid in
      accordance with the terms of this Agreement to the Employee's devisee,
      legatee, or other designee or, if there be no such designee, to the
      Employee's estate.

6.    Notice. For the purpose of this Agreement, notices and all other
      communications provided for herein shall be in writing and shall be deemed
      to have been duly given when personally delivered, telecopied (with
      confirmation of receipt), one day after deposit with a reputable overnight
      delivery service (charges prepaid) and three days after deposit in the
      U.S. Mail (postage prepaid and return receipt requested) to, if to the
      Company, the address then- provided by the Company as its corporate
      headquarters and, if to the Employee, the address shown on the unit
      register of Investors.

7.    Employee at Will. Nothing in this Agreement or in the Plan shall be
      construed as to make the Employee anything other than an Employee at Will
      of the Company. The Company may terminate the Employee's employment with
      or without cause, however defined, either before or after a Change in
      Control as defined in the Plan.

8.    Miscellaneous. No provisions of this Agreement may be modified, waived, or
      discharged unless such waiver, modification or discharge is agreed to in
      writing and signed by the Employee and such officer as may be authorized
      by the Board. No waiver by either party hereto, at any time of any breach
      by the other party hereto of or compliance with any condition or provision
      of this Agreement to be performed by such other party, shall be deemed a
      waiver of similar or dissimilar provisions or conditions at the same, or
      at any prior or subsequent, time. No agreements or representations, oral
      or otherwise, express or implied, with respect to the subject matter
      hereof have been made by either party which are not set forth expressly in
      this Agreement. It is intended that the benefits payable hereunder shall
      be considered paid to the Employee for the Employee's past services to the
      Company and continuing services from the date hereof.

9.    Validity. The invalidity or unenforceability of any provisions of this
      Agreement shall not affect the validity or enforceability of any other
      provisions of this Agreement, which shall remain in full force and effect.
      The validity of this Agreement and the interpretation thereof shall be
      governed by and construed in accordance with the laws of the State of
      Minnesota.

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      IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be
effective as of the date first written above.


                                       MICHAEL FOODS, INC.

                                       By: _____________________________________

                                       Its: ____________________________________


                                       M-FOODS HOLDINGS, INC.

                                       By: _____________________________________

                                       Its: ____________________________________

                                       _________________________________________
                                                      James Mohr