Exhibit 10.2

       SEABOARD CORPORATION EXECUTIVE RETIREMENT PLAN TRUST


      THIS AGREEMENT made this 5th day of  November, 2004, by and
between Seaboard Corporation (the "Company") as the settlor,  and
Robert   L.   Steer    as     the    trustee   (the   "Trustee");

     WHEREAS,  the  Company  desires  to  retain  certain  valued
executives in its employment and reward such executives for their
contributions to the achievement of Company goals and  objectives
over a period of years; and

     WHEREAS,  in  furtherance  of  this  objective  the  Company
adopted  the Seaboard Corporation Executive Retirement Plan  (the
"Plan") for the benefit of certain executives selected from  time
to   time   for   participation  in  the  Plan  ("Executive"   or
"Executives"); and

     WHEREAS, the Company wishes to hereby establish a trust (the
"Trust") and to contribute to the Trust assets that will be  held
therein, subject to the claims of the Company's creditors in  the
event  the Company is "Insolvent," as herein defined, until  such
time,  if  any,  that  amounts are paid to Executives  and  their
beneficiaries under the Plan; and

     WHEREAS, the Plan is not an employee benefit plan within the
meaning of the Employee Retirement Income Security Act of  ERISA;
and

     WHEREAS,  it  is  the  intention  of  the  Company  to  make
contributions  to the Trust to provide itself with  a  source  of
funds to assist it in meeting its liabilities under the Plan; and

     WHEREAS,  the Trustee desires to accept the Trust and to act
as the Trustee hereunder;

     NOW,  THEREFORE, the parties do hereby establish  the  Trust
and agree that the Trust shall be comprised, held and disposed of
as follows:

     Section 1.  Establishment of Trust.

     (a)  The Company, in its sole discretion, will transfer to the
Trustee  cash  or other property acceptable to the Trustee  which
shall  become  the  initial principal of the Trust  to  be  held,
administered and disposed of by the Trustee as provided  in  this
Trust Agreement.

     (b)   The  Trust shall be known as the "Seaboard Corporation
Executive Retirement Plan Trust."

     (c)  The Trust hereby established shall be irrevocable.

     (d)  The Trust is intended to be a grantor trust, of which the
Company is the grantor, within the meaning of subpart E, part  1,
subchapter J, chapter 1, subtitle A of the Internal Revenue  Code
of 1986, as amended, and shall be construed accordingly.

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     (e)  The principal of the Trust, and any earnings thereon, shall
be  held  separate and apart from other funds of the Company  and
shall be used exclusively for the uses and purposes of Executives
and  their beneficiaries and general creditors of the Company  as
herein set forth.  Executives and their beneficiaries shall  have
no  preferred claim on, or any beneficial ownership interest  in,
any  assets of the Trust.  Any rights created under the Plan  and
this  Trust Agreement shall be mere unsecured contractual  rights
of  Executives  and  their beneficiaries  against  Company.   Any
assets  held  by the Trust will be subject to the claims  of  the
Company's  general creditors under federal and state law  in  the
event the Company is "Insolvent," as defined in Section 3(a).

     (f)  The Company, in its sole discretion, may at any time, or
from  time  to  time, make additional deposits of cash  or  other
property in trust with the Trustee to augment the principal to be
held, administered and disposed of by the Trustee as provided  in
this  Trust Agreement.  Neither the Trustee nor any Executive  or
beneficiary  shall  have  any right  to  compel  such  additional
deposits  except  to  the  extent provided  by  separate  written
agreement.

     Section 2.  Payments to Executives and Their Beneficiaries.

     (a)  At the time any amount or amounts become payable to  an
Executive  or the Executive's beneficiary (collectively  referred
to  in this Section 2 as the "Payee") under the Plan, the Company
shall  advise the Trustee in writing of (i) the total  amount  of
such  payment  to be made to the Payee under the Plan,  (ii)  the
date  such  payment  is to be made to the Payee,  and  (iii)  the
amount  of  such payment that will be paid by the  Company.   The
Trustee will pay to the Payee the amount of any such payment  not
paid  by  the Company; provided, however, in no event  shall  the
amount  of  such payment made by the Trustee to the Payee  exceed
the  Trust's percentage (as determined under Section 2(d)) of the
total such payment; and provided, further, that any payment  made
by the Trustee shall be subject to withholding as provided in the
following  sentence.  The Trustee shall make  provision  for  the
reporting  and withholding of any federal, state or  local  taxes
that  may  be  required to be withheld with  respect  to  amounts
payable  by  the  Trustee under this Section  2,  and  shall  pay
amounts  withheld  to  the  appropriate  taxing  authorities   or
determine that such amounts have been reported, withheld and paid
by the Company.

     (b)  The entitlement of a Payee to payments under the Plan shall
be  determined by the party authorized to make such determination
under the provisions of the Plan.

     (c)  If the principal of the Trust, and any earnings thereon, are
not  sufficient to make any payment otherwise to be made  by  the
Trustee  under  Section  2(a), then the  Company  shall  pay  the
balance  of  each  such payment.  The Trustee  shall  notify  the
Company where principal and earnings are not sufficient.

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     (d)  As of the last day of each year, an actuary selected by the
Company shall determine (applying the method described in Section
2(e))  the  amount  of  assets as of  such  date  that  would  be
necessary to fully fund all of the vested accrued benefits  under
the  Plan.   The actuary shall advise the Trustee in  writing  of
this dollar amount.  The Trustee shall then determine the Trust's
percentage for purposes of  Section 2(a) by dividing the value of
the  assets held in the Trust as of such last day of the year  by
this dollar amount provided by the actuary; provided, however, in
no  event shall the Trust's percentage exceed 100%.  The  Trust's
percentage  determined as of the last day of a year  shall  apply
for purposes of any payments to be made under Section 2(a) by the
Trustee  to a Payee during the period beginning on the first  day
of the next year and ending on the last day of such next year.

     (e)  The amount of assets that will fully fund all of the vested
accrued benefits under the Plan as of the last day of a year  for
purposes of determining the Trust's percentage under Section 2(d)
shall be the greater of (i) the total amount needed to fully fund
the  projected  benefit obligation for each vested  Executive  as
defined  by Statement of Financial Accounting Standards #87  (FAS
87)  and  based on the actuarial assumptions used by the Seaboard
Corporation for purposes of the required disclosures for the Plan
under FAS 87 as of such end of year measurement date, or (ii) the
total amount that would be needed to pay in a lump sum payment to
each  vested  Executive as of such last day  the  value  of  such
Executive's   accrued  benefit  calculated  applying   the   same
assumptions that would be used for purposes of calculating a lump
sum  payment under the Plan (whether or not the Executive is then
entitled to a lump sum payment under the Plan).

     Section  3.   Trustee Responsibility Regarding  Payments  to
Trust Beneficiary When Company Is Insolvent.

     (a)  The Trustee shall cease payments under the terms of the Plan
if  the  Company is Insolvent.  The Company shall  be  considered
"Insolvent"  for  purposes of this Trust  Agreement  if  (i)  the
Company  is unable to pay its debts as they become due,  or  (ii)
the  Company is subject to a pending proceeding as a debtor under
the United States Bankruptcy Code.

     (b)   At all times during the continuance of this Trust,  as
provided  in Section 1(e), the principal and income of the  Trust
shall  be  subject to claims of general creditors of the  Company
under federal and state law as set forth below.

          (1)  The Board of Directors of the Company shall have the duty to
     inform the Trustee in writing of the Company's Insolvency.  If a
     person  claiming to be a creditor of the Company alleges  in
     writing to the Trustee that the Company has become Insolvent, the
     Trustee may engage an advisor to determine whether the Company is
     Insolvent and, pending such determination, the Trustee shall
     discontinue payments to Executives or their beneficiaries.

          (2)  Unless the Trustee has actual knowledge of the Company's
     Insolvency, or

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     has received notice from the Company or a person
     claiming to be a creditor alleging that the Company is Insolvent,
     the Trustee shall have no duty to inquire whether the Company is
     Insolvent.  The Trustee may in all events rely on such evidence
     concerning the Company's solvency as may be furnished to the
     Trustee and that provides the Trustee with a reasonable basis for
     making a determination concerning the Company's solvency.

          (3)  If at any time the Trustee or its advisor has determined
     that the Company is Insolvent, the Trustee shall discontinue
     payments to Executives or their beneficiaries and shall hold the
     assets of the Trust for the benefit of the Company's general
     creditors.  Nothing in this Trust Agreement shall in any way
     diminish any rights of Executives or their beneficiaries  to
     pursue their rights as general creditors of the Company with
     respect to payments due under the Plan or otherwise.

          (4)  The Trustee shall resume payment under the Plan in
     accordance with Section 2 only after the Trustee or its advisor
     has determined that the Company is not Insolvent (or is no longer
     Insolvent).

     (c)  Provided that there are sufficient assets, if the Trustee
discontinues payments under the Plan from the Trust  pursuant  to
Section  3(b) and subsequently resumes such payments,  the  first
payment following such discontinuance shall include the aggregate
amount  of  all payments due to Executives or their beneficiaries
under  Section 2 for the period of such discontinuance, less  the
aggregate  amount  of  any payments made to Executives  or  their
beneficiaries by the Company in lieu of the payments provided for
under Section 2 during any such period of discontinuance.

     Section 4.  Investment Substitution Rights.

     The  Company shall have the right at any time, and from time
to  time  in its sole discretion, to substitute assets  of  equal
fair  market  value for any assets held by the  Trust;  provided,
however,   any  assets  so  substituted  must  have   a   readily
ascertainable fair market value and may not consist of  any  type
of  equity interest in, or any debt issued by, the Company or any
affiliate  of  the Company or any entity related to the  Company.
This right to substitute assets is exercisable by the Company  in
a  non-fiduciary capacity without the approval or consent of  any
person in a fiduciary capacity.

     Section 5.  Disposition of Income.

     During  the term of this Trust, all income received  by  the
Trust,  net  of  expenses  and taxes, shall  be  accumulated  and
reinvested.

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     Section 6.  Accounting by Trustee.

     The  Trustee  shall  keep  separate  accurate  and  detailed
records  of  all  investments, receipts, disbursements,  and  all
other  transactions required to be made, including such  specific
records  as  shall be agreed upon in writing between the  Company
and  the  Trustee.  Unless waived by the Company, within 60  days
following  the  close of each calendar year and  within  60  days
after  the  removal  or resignation of the Trustee,  the  Trustee
shall  cause to be delivered to the Company a written account  of
its  administration of the Trust during such year or  during  the
period  from the close of the last preceding year to the date  of
such  removal  or  resignation, setting  forth  all  investments,
receipts,  disbursements and other transactions effected  by  it,
including   a  description  of  all  securities  and  investments
purchased  and  sold  with  the cost  or  net  proceeds  of  such
purchases  or  sales (accrued interest paid or  receivable  being
shown  separately),  and showing all cash, securities  and  other
property held in the Trust at the end of such year or as  of  the
date of such removal or resignation, as the case may be.

     Section 7.  Responsibility of Trustee.

    (a)   The  Trustee  shall act with the care, skill,  prudence
and  diligence  under the circumstances then  prevailing  that  a
prudent  person  acting in like capacity and familiar  with  such
matters  would  use  in the conduct of an enterprise  of  a  like
character and with like aims, provided, however, that the Trustee
shall  incur  no  liability to any person for  any  action  taken
pursuant to a direction, request or approval given by the Company
which  is  contemplated by, and in conformity with, the terms  of
the Plan or this Trust and is given in writing by the Company.

     (b)   If  the  Trustee undertakes or defends any  litigation
arising  in  connection with this Trust, the  Company  agrees  to
indemnify  the Trustee against the Trustee's costs, expenses  and
liabilities (including, without limitation, attorneys'  fees  and
expenses)  relating thereto and to be primarily liable  for  such
payments.   If the Company does not pay such costs, expenses  and
liabilities in a reasonably timely manner, the Trustee may obtain
payment from the Trust.

     (c)   The  Trustee may consult with legal counsel  (who  may
also be counsel for the Company generally) with respect to any of
its duties or obligations hereunder.

     (d)   The  Trustee may hire agents, accountants,  actuaries,
investment advisors, financial consultants or other professionals
to  assist  it  in  performing any of its duties  or  obligations
hereunder.

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     (e)   The Trustee shall have, without exclusion, all  powers
conferred   on  Trustees  by  applicable  law,  unless  expressly
provided  otherwise  herein,  provided,  however,  that   if   an
insurance  policy is held as an asset of the Trust,  the  Trustee
shall  have  no power to name a beneficiary of the  policy  other
than the Trust, to assign the policy (as distinct from conversion
of  the  policy  to a different form) other than to  a  successor
Trustee,  or to loan to any person the proceeds of any  borrowing
against such policy.

     (f)  Notwithstanding any powers granted to the Trustee pursuant
to  this Trust Agreement or applicable law, the Trustee shall not
have  any  power  that  could give this Trust  the  objective  of
carrying  on a business and dividing the gains therefrom,  within
the   meaning   of  section  301.7701-2  of  the  Procedure   and
Administrative Regulations promulgated pursuant to  the  Internal
Revenue Code.

     Section 8.  Compensation and Expenses of Trustee.

     The  Company shall pay all administrative and Trustee's fees
and  expenses.   If not so paid, the fees and expenses  shall  be
paid from the Trust.

     Section 9.  Resignation and Removal of Trustee.

     (a)  The Trustee may resign at any time by written notice to
Company, which shall be effective 30 days after receipt  of  such
notice unless the Company and the Trustee agree otherwise.

     (b)  The Trustee may be removed by the Company on 30 days notice
or upon shorter notice accepted by the Trustee.

     (c)  Upon resignation or removal of the Trustee and appointment
of  a successor Trustee, all assets shall be promptly transferred
to the successor Trustee.  The transfer shall be completed within
60  days  after  receipt  of notice of  resignation,  removal  or
transfer, unless the Company extends such time limit.

     (d)  If the Trustee resigns or is removed, a successor shall be
appointed, in accordance with Section 10 hereof, by the effective
date of resignation or removal under paragraph (a) or (b) of this
Section.   If no such appointment has been made, the Trustee  may
apply to a court of competent jurisdiction for appointment  of  a
successor  or for instructions.  All expenses of the  Trustee  in
connection with the proceeding shall be allowed as administrative
expenses of the Trust.

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     Section 10.  Appointment of Successor Trustee.

     (a)  If the Trustee resigns or is removed in accordance with
Section  9(a)  or  Section  9(b), the  Company  may  appoint  any
individual  or bank trust department or other party that  may  be
granted  corporate trustee powers under state law, as a successor
to   replace  the  Trustee  upon  resignation  or  removal.   The
appointment  shall be effective when accepted in writing  by  the
new  Trustee, who shall have all of the rights and powers of  the
former  Trustee, including ownership rights in the Trust  assets.
The  former  Trustee  shall execute any instrument  necessary  or
reasonably  requested by the Company or the successor Trustee  to
evidence the transfer.

     (b)  The successor Trustee need not examine the records and acts
of  any prior Trustee and may retain or dispose of existing Trust
assets, subject to Section 7(a).  The successor Trustee shall not
be  responsible for, and Company shall indemnify and  defend  the
successor Trustee from, any claim or liability resulting from any
action  or  inaction of any prior Trustee or from any other  past
event, or any condition existing at the time it becomes successor
Trustee.

     Section 11.  Indemnification of Trustee.

     If the Trustee is one or more individuals, the Company shall
indemnify  and  hold harmless the Trustee from  and  against  all
claims,  liabilities,  and damages, and all  expenses  reasonably
incurred  by  the  Trustee (including reasonable  attorney  fees)
which arise as a result of the Trustee's action or failure to act
hereunder  unless such action or failure to act  is  due  to  the
Trustee's gross negligence or willful misconduct. If the  Trustee
is  a  corporate trustee, the Company shall indemnify the Trustee
against  any  and all claims, liabilities, and damages,  and  all
expenses reasonable incurred (including reasonable attorney fees)
which arise as a result of the Trustee's action or failure to act
hereunder if such action or failure to act is a direct result  of
a  direction or absence of direction by the Company or any  other
party  to  the  extent such direction or absence of direction  is
authorized or required hereunder.

     Section 12.  Amendment or Termination.

     (a)  This Trust Agreement may be amended by a written instrument
executed  by  the  Trustee and the Company.  Notwithstanding  the
foregoing, no such amendment shall conflict with the terms of the
Plan or shall make the Trust revocable.

     (b)   The Trust shall not terminate until the date on  which
Executives  and  their beneficiaries are no  longer  entitled  to
payments pursuant to the terms of the Plan.  Upon termination  of
the Trust any assets remaining in the Trust shall be returned  to
the Company.

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     Section 13.  Miscellaneous.

     (a)  Any provision of this Trust Agreement prohibited by law
shall  be  ineffective  to the extent of  any  such  prohibition,
without invalidating the remaining provisions hereof.

     (b)  Amounts payable to Executives and their beneficiaries under
this Trust Agreement may not be anticipated, assigned (either  at
law or in equity), alienated, pledged, encumbered or subjected to
attachment,  garnishment,  levy,  execution  or  other  legal  or
equitable process.

     (c)  This Trust Agreement shall be governed by and construed in
accordance with the laws of the State of Kansas.

     Section 14.  Effective Date.

     The  effective date of this Trust Agreement shall be the day
and year first above written.

     IN  WITNESS  WHEREOF,  this Trust Agreement  has  been  duly
executed  by  Company and Trustee the day and  year  first  above
written.

                           SEABOARD CORPORATION


                           By: /s/ H. Harry Bresky
                               H. Harry Bresky, President

                                                          Company




                               /s/ Robert L. Steer
                               Robert L. Steer

                                                         Trustee

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