Exhibit 10.2.3

                THIRD AMENDMENT TO FOURTH AMENDED
                  AND RESTATED CREDIT AGREEMENT


      This  THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT
AGREEMENT (this "Amendment") dated as of March 1, 2005,  is  made
and  entered into by and among GOLD KIST INC. (formerly known  as
Gold   Kist   Holdings   Inc.),  a  Delaware   corporation   (the
"Borrower"), the various banks and other lending institutions and
institutional  investors as are listed  on  the  signature  pages
hereof  as Lenders (collectively, the "Lenders" and individually,
a  "Lender"), and COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK
B.A.,  "RABOBANK NEDERLAND", NEW YORK BRANCH, as  agent  for  the
Lenders  (the  "Agent").   All capitalized  terms  used  but  not
otherwise defined herein shall have the meanings set forth in the
Credit Agreement (defined below).

                      W I T N E S S E T H:

     WHEREAS, the Borrower, the Lenders, the Agent, and the other
agents  party thereto are parties to that certain Fourth  Amended
and  Restated  Credit Agreement dated as of March  10,  2004,  as
amended  by  that certain First Amendment to Fourth  Amended  and
Restated  Credit Agreement dated as of July 16,  2004,  and  that
certain  Second  Amendment to Fourth Amended and Restated  Credit
Agreement  dated  as  of September 28, 2004 (as  amended  and  as
otherwise  amended, restated, supplemented or otherwise  modified
from time to time, the "Credit Agreement"); and

      WHEREAS, the Borrower has requested that the Agent and  the
Lenders  amend Section 7.9 of the Credit Agreement and the  Agent
and  the  Lenders have agreed to such amendment on the terms  and
conditions set forth in this Amendment;

      NOW  THEREFORE, in consideration of the foregoing  premises
and  other good and valuable consideration paid by each party  to
the  other,  the  receipt and sufficiency  of  which  are  hereby
acknowledged, the parties hereby agree as follows:

     1.    Amendment  to  Section 7.9 of  the  Credit  Agreement.
Section 7.9 of the Credit Agreement, Hedging Contracts, is hereby
modified and amended by deleting such section in its entirety and
substituting the following in lieu thereof:

          "Section  7.9.  Hedging Contracts.  The Borrower  shall
     not, and shall not permit any Subsidiary to, enter into  any
     Hedging Contract except:  (a) bona fide hedging transactions
     in  commodities that represent production inputs or products
     to  be  marketed, or in commodities needed in operations  to
     meet manufacturing or market demands, provided that (i) long
     cash or futures positions and/or options strategies on corn,
     soybean  meal  and wheat shall in no event cover  more  than
     thirty-nine weeks of the Borrower's anticipated requirements
     for  feed  ingredients,  shall have  been  entered  into  in
     compliance with the Borrower's Corporate Policy For  Futures
     Contracts  approved by the Borrower's Board of Directors  on
     April 24, 1998, as amended by the Executive Committee of the
     Borrower's Board of Directors on October 4, 2002 (and  which
     may  be  subsequently amended to comply with this  Section),
     and  shall  have  been  approved by the  Borrower's  Hedging
     Committee,  and (ii) short positions on corn,  soybean  meal
     and wheat shall be restricted to those positions that at all
     times  relate  in both amount and maturity to  priced  corn,
     soybean  meal and wheat owned or contracted for delivery  by
     the  Borrower, either directly or by futures and/or  options
     positions; and (b) foreign exchange contracts, currency swap
     agreements, interest rate exchange agreements, interest rate
     cap  agreements, interest rate collar agreements, and  other
     similar  agreements  and arrangements which  are  reasonably
     related to existing indebtedness or to monies to be received
     or paid in foreign currencies."

     2.    Strict Compliance.  Except for the amendment set forth
above,  the  text of the Credit Agreement and the Loan  Documents
shall remain in full force and effect.  The Borrower acknowledges
and  expressly agrees that the Lenders reserve the right to,  and
do  in  fact,  require  strict  compliance  with  all  terms  and
provisions of the Credit Agreement and the other Loan Documents.

     3.    Representations and Warranties.  The  Borrower  hereby
represents and warrants in favor of the Agent and each Lender  as
follows:

          (a)      the  Borrower  has  the  corporate  power  and
       authority  (i) to enter into this Amendment, and  (ii)  to
       do  all  acts  and things as are required or  contemplated
       hereunder to be done, observed and performed by it;

          (b)      this   Amendment  has  been  duly  authorized,
       validly  executed and delivered by one or more  authorized
       signatories  of the Borrower, and constitutes  the  legal,
       valid  and binding obligation of the Borrower, enforceable
       against the Borrower in accordance with its terms;

          (c)     the  execution and delivery of  this  Amendment
       and   performance  by  the  Borrower  under   the   Credit
       Agreement  do  not  and will not require  the  consent  or
       approval  of  any  regulatory  authority  or  governmental
       authority or agency having jurisdiction over the  Borrower
       which  has  not  already been obtained, nor contravene  or
       conflict  with the charter documents of the  Borrower,  or
       the   provisions   of   any  statute,   judgment,   order,
       indenture, instrument, agreement or undertaking, to  which
       the  Borrower is a party or by which any of its properties
       are or may become bound; and

          (d)     as  of the date hereof, and after giving effect
       to  this  Amendment  (i) no Default or  Event  of  Default
       exists   under  the  Credit  Agreement,  and   (ii)   each
       representation and warranty set forth in Article 5 of  the
       Credit  Agreement  is  true and correct  in  all  material
       respects.

     4.   Loan Document.  This Amendment shall be deemed to be  a
Loan Document for all purposes.

     5.    Expenses.   The Borrower agrees to pay all  reasonable
expenses  of the Agent incurred in connection with this Amendment
and  the  other  agreements,  instruments  and  documents  to  be
delivered in connection therewith, including, without limitation,
all fees and expenses of counsel to the Agent.

     6.    Counterparts.   This  Amendment  may  be  executed  in
multiple  counterparts, each of which shall be deemed  to  be  an
original  and all of which, taken together, shall constitute  one
and  the same agreement.  Any signatures delivered by a party  by
facsimile transmission or by e-mail transmission of an adobe file
format  document (also known as a PDF file) shall  be  deemed  an
original signature hereto.

     7.    Governing Law.  This Amendment shall be deemed  to  be
made pursuant to the laws of the State of New York applicable  to
contracts  made  and performed in the State of New  York  without
regard  to  the  conflict of laws principles thereof  other  than
Sections 5-1401 and 5-1402 of New York General Obligations Law.

     8.    Conditions to Effectiveness.  This Amendment shall  be
effective   as  of  the  date  first  written  above   upon   the
satisfaction  of  the  following  conditions,  which   shall   be
satisfactory in form and substance to the Agent:

          (a)   Execution.  This Amendment shall have  been  duly
     executed  and delivered by the Borrower, the Agent  and  the
     Required Lenders; and

          (b)   Other  Matters.   The  Loan  Parties  shall  have
     provided such other information, documents, instruments  and
     approvals as the Agent or the Agent's counsel may reasonably
     require.

     9.    Reference  to and Effect on the Loan Documents.   Upon
the  effectiveness  of  this Amendment, on  and  after  the  date
hereof,   each  reference  in  the  Credit  Agreement  to   "this
Agreement",  "hereunder",  "hereof"  or  words  of  like   import
referring  to  the  Credit Agreement, and each reference  in  the
other  Loan  Documents  to "the Credit Agreement",  "thereunder",
"thereof"  or  words  of  like import  referring  to  the  Credit
Agreement, shall mean and be a reference to the Credit  Agreement
as amended hereby.

      IN  WITNESS  WHEREOF, the parties hereto have  caused  this
Amendment  to  be  duly  executed and  delivered  by  their  duly
authorized officers as of the day and year first above written.

BORROWER:GOLD KIST INC. (formerly known as Gold Kist Holdings
Inc.)


                              By:/s/ Stephen O. West
                              Name: Stephen O. West
                              Title: Chief Financial
                                 Officer, Vice President



                              By: /s/ J. David Dyson
                              Name: J. David Dyson
                              Title: Secretary


                                 [CORPORATE SEAL]


AGENT, L/C ISSUER AND LENDER:




COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK
NEDERLAND", NEW YORK BRANCH



                              By:/s/ Richard J. Beard
                              Name: Richard J. Beard
                                 Title: Executive Director


                              By:/s/ Rebecca O. Morrow
                              Name: Rebecca O. Morrow
                              Title: Executive Director


               (SIGNATURES CONTINUE ON NEXT PAGE)

LENDERS:            SUNTRUST BANK


                              By: /s/ Hugh E. Brown
                              Name: Hugh E. Brown
                                 Title: Vice President


ING CAPITAL LLC


                              By: /s/ Lina A. Garcia
                              Name: Lina A. Garcia
                                 Title: Vice President


HARRIS TRUST AND SAVINGS BANK


                              By: /s/ Phil Langheim
                              Name: Phil Langheim
                                 Title: Vice President

U.S. BANK NATIONAL ASSOCIATION


                              By: /s/ Jay Wefel
                              Name: Jay Wefel
                                 Title: Vice President

COBANK, ACB


                              By: /s/ Jim Stutzman
                              Name: Jim Stutzman
                                 Title: Vice President


               (SIGNATURES CONTINUE ON NEXT PAGE)



NATEXIS BANQUES POPULAIRES


                              By: /s/ Guilaume de Parscau
                              Name: Guilaume de Parscau
                           Title: Commodities Finance
                                 Group


                              By: /s/ Stephen A. Jendras
                              Name: Stephen A. Jendras
                                 Title: Vice President

THE CIT GROUP/BUSINESS CREDIT, INC.


                              By: /s/ John Bohan
                              Name: John Bohan
                                 Title:

GREENSTONE FARM CREDIT SERVICES, FLCA


                              By:/s/ Alfred S. Compton, Jr.
                              Name: Alfred S. Compton, Jr.
                                 Title: VP/Sr. Lending Officer
                      CONSENT OF GUARANTORS

      We,  the undersigned, each as a Guarantor pursuant to  that
certain  Third Amended and Restated Subsidiary Guaranty dated  as
of   the   10th  day  of  March,  2004  (as  amended,   restated,
supplemented  or  otherwise  modified  from  time  to  time,  the
"Guaranty"), hereby each (a) acknowledge receipt of a copy of the
foregoing Amendment, and (b) acknowledge, consent and agree  that
(i)  the Guaranty remains in full force and effect, and (ii)  the
execution and delivery of the foregoing Amendment and any and all
documents  executed  in  connection therewith  shall  not  alter,
amend,   reduce   or  modify  our  respective   obligations   and
liabilities under the Guaranty.


                              AGRATECH SEEDS INC.          (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              AGRATRADE FINANCING, INC.    (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              CROSS EQUIPMENT COMPANY, INC. (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              GK FINANCE CORPORATION       (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              GK PEANUTS, INC.             (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              GK PECANS, INC.              (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              LUKER INC.                   (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer


                              AGVESTMENTS, INC.            (SEAL)



                              By:/s/ Stephen O. West
                                Name: Stephen O. West
                                Title: Treasurer



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