EXHIBIT 10.1

                              FIRST AMENDMENT TO
                     SWINE PRODUCTION SERVICES AGREEMENT


          THIS FIRST AMENDMENT TO SWINE PRODUCTION SERVICES AGREEMENT is entered
into effective as of the 26th day of July, 1996, by and between ALLIANCE FARMS
COOPERATIVE ASSOCIATION (hereinafter "Association") and FARMLAND INDUSTRIES,
INC. (hereinafter "Farmland").

          WHEREAS, Association and Farmland are parties to a Swine Production
Services Agreement, dated as of July 13, 1994 (the "Agreement");

          WHEREAS, Association and Farmland desire to amend the Agreement as
hereinafter set forth;

          NOW, THEREFORE, in consideration of the mutual agreements contained
herein, the parties hereto agree that the Agreement be amended as follows:

          1.   Effective March 1, 1996, Section 10(d)(ii) of the Agreement
     hereby is amended by deleting the reference to "$20.00" therein and
     inserting in lieu thereof "$10.00" such that said Section 10(d)(ii) shall
     read in its entirety as follows:

               (ii) HANDLING FEE.  A handling fee of $10.00 per head, which
          shall be increased, on an annual basis, by a percentage rate equal to
          the annual rate of inflation, as disclosed by the Consumer Price Index
          - Retail Index as published by the United States Department of
          Commerce using the Index for 1994 as the base year for purposes of the
          calculations required by this subsection (d)(ii).

          2.   Effective September 1, 1995, Section 10 of the Agreement hereby
     is further amended by inserting a new Section 10(j) immediately following
     the existing Section 10(i) of the Agreement, which new Section 10(j) shall
     read in its entirety as follows:

               (i)  UNPURCHASED GILTS.  With respect to any gilts that survive
          finishing by Farmland for use as breeding stock by the Association and
          are not repurchased by the Association as contemplated by subsection
          (a) of this Section, Farmland shall either (i) market such gilts for
          slaughter or (ii) retain such gilts for use as breeding stock.
          Farmland shall pay to the Association a $10.00 per head fee for the
          gilts retained by Farmland for use as breeding stock, which fee shall
          be payable promptly upon the gilts being placed in service as breeding
          stock.

          3.   Except as expressly amended hereby, all of the terms, conditions
     and provisions of the Agreement shall remain unamended and in full force
     and effect in accordance therewith and are hereby ratified and confirmed.
     The amendments provided herein shall be limited precisely as drafted and
     shall not constitute an amendment of any other term, condition or provision
     of the Agreement.

          IN WITNESS WHEREOF, the parties hereto have executed this First
Amendment to Swine Production Services Agreement as of the day and year first
above written.

                              ALLIANCE FARMS COOPERATIVE
                              ASSOCIATION


                              By:
                                   Name:
                                   Title:

                              FARMLAND INDUSTRIES, INC.


                              By:
                                   Name:
                                   Title: