SEABOARD
                     CORPORATION



                 2009 Annual Report



<PAGE>



 Description of Business

 Seaboard    Corporation   is   a   diversified   international
 agribusiness  and  transportation  company.   In  the   United
 States,  Seaboard is primarily engaged in pork production  and
 processing,  and ocean transportation.  Overseas, Seaboard  is
 primarily   engaged   in   commodity   merchandising,    grain
 processing, sugar production, and electric power generation.

 Table of Contents

  Letter to Stockholders                                        2

  Division Summaries                                            4

  Principal Locations                                           6

  Summary of Selected Financial Data                            7

  Company Performance Graph                                     8

  Quarterly Financial Data (unaudited)                          9

  Management's Discussion & Analysis of Financial Condition
   and Results of Operations                                   10

  Management's Responsibility for Consolidated Financial
   Statements                                                  25

  Management's Report on Internal Control over Financial
   Reporting                                                   25

  Report of Independent Registered Public Accounting Firm on
   Consolidated Financial Statements                           26

  Report of Independent Registered Public Accounting Firm on
   Internal Control over Financial Reporting                   27

  Consolidated Statements of Earnings                          28

  Consolidated Balance Sheets                                  29

  Consolidated Statements of Cash Flows                        30

  Consolidated Statements of Changes in Equity                 31

  Notes to Consolidated Financial Statements                   32

  Stockholder Information                                      60

This report, including information included or incorporated  by
reference  in  this  report, contains  certain  forward-looking
statements with respect to the financial condition, results  of
operations, plans, objectives, future performance and  business
of   Seaboard  Corporation  and  its  subsidiaries  (Seaboard).
Forward-looking  statements  generally  may  be  identified  as
statements  that are not historical in nature;  and  statements
preceded  by, followed by or that include the words "believes,"
"expects,"  "may,"  "will," "should,"  "could,"  "anticipates,"
"estimates,"  "intends,"  or  similar  expressions.   In   more
specific  terms,  forward-looking statements, include,  without
limitation:  statements concerning the projection of  revenues,
income  or  loss,  capital expenditures, capital  structure  or
other  financial items, including the impact of  mark-to-market
accounting on operating income; statements regarding the  plans
and  objectives of management for future operations; statements
of   future  economic  performance;  statements  regarding  the
intent,  belief  or current expectations of  Seaboard  and  its
management  with respect to: (i) Seaboard's ability  to  obtain
adequate financing and liquidity, (ii) the price of feed stocks
and other materials used by Seaboard, (iii) the sales price  or
market  conditions for pork, grains, sugar and  other  products
and   services,   (iv)   statements   concerning   management's
expectations   of   recorded   tax   effects   under    certain
circumstances,  (v) the volume of business and working  capital
requirements   associated   with   the   competitive    trading
environment  for  the  Commodity Trading and  Milling  segment,
(vi)   the  charter  hire rates and fuel  prices  for  vessels,
(vii)  the stability of the Dominican Republic's economy,  fuel
costs  and  related  spot  market  prices  and  collection   of
receivables  in the Dominican Republic, (viii) the  ability  of
Seaboard to sell certain grain inventories in foreign countries
at a current cost basis and the related contract performance by
customers,  (ix)  the  effect  of the  fluctuation  in  foreign
currency    exchange    rates,   (x)   statements    concerning
profitability  or  sales volume of any of Seaboard's  segments,
(xi)  the  anticipated  costs  and  completion  timetable   for
Seaboard's  scheduled  capital improvements,  acquisitions  and
dispositions,  (xii) the impact from the H1N1 flu  incident  on
the  demand  and  overall market prices for  pork  products  or
(xiii) other trends affecting Seaboard's financial condition or
results  of  operations,  and  statements  of  the  assumptions
underlying or relating to any of the foregoing statements.

This  list  of  forward-looking statements  is  not  exclusive.
Seaboard undertakes no obligation to publicly update or  revise
any  forward-looking statement, whether  as  a  result  of  new
information,   future  events,  changes   in   assumptions   or
otherwise.   Forward-looking statements are not  guarantees  of
future   performance   or   results.    They   involve   risks,
uncertainties  and  assumptions.   Actual  results  may  differ
materially  from  those  contemplated  by  the  forward-looking
statements  due  to  a  variety of  factors.   The  information
contained  in  this  report, including without  limitation  the
information  under  the headings "Management's  Discussion  and
Analysis of Financial Condition and Results of Operations"  and
"Letter  to  Stockholders", identifies important factors  which
could cause such differences.

<PAGE> 1

                     Letter to Stockholders

This  was  a  challenging year for us financially as we  suffered
through   both  the  general  worldwide  recession  plus  certain
industry and country specific disruptions. With operations in  39
countries  in  a  broad  mix  of industries,  it  is  practically
impossible  to  hit  on all cylinders; on the  other  hand,  this
diversification  fuels our growth and reduces volatility  in  our
financial  results. Globally, we can always count on  supply  and
demand   imbalances,  political  and  economic  disruptions   and
extraordinary  natural  and man-made  disasters  to  create  both
challenges and opportunities. Controlling those areas  which  are
within our control namely, quality of product, service and costs,
and  maintaining an effective operating environment and  a  well-
defined culture, remain our goal at Seaboard. In this regard,  we
have not wavered in 2009.

Although  net  income for 2009 was down 37% from 2008,  operating
income, a more indicative reflection of performance, was down 80%
year to year, from $121.8 million to $23.7 million. Gross margins
have  narrowed  overall and we are mindful of the  trend  of  our
increased general and administrative expenses.  Our balance sheet
remains extremely strong with plenty of liquidity to fund working
capital increases, weather unexpected losses and make substantial
investments should opportunities arise. Over the last four years,
we  have  spent  almost $440 million in capital  improvements  to
drive  growth  and  to keep us operationally efficient  and  cost
effective.  We continue to monitor the marketplace in  search  of
investments which are strategic and long-term in nature in  hopes
of  finding  complementary and synergistic businesses to  augment
our existing portfolio.

It's  hard  to  imagine a more chaotic year than  2008  but  2009
proved  to  be  even more extraordinary for us. Specifically,  we
suffered  through  the  havoc created by the  H1N1  virus  as  it
impacted  the  entire protein sector, including  Seaboard  Foods.
This  resulted  in a sharp reduction in prices  and  volumes  for
several months. In addition, political forces took their toll  in
certain countries: in Argentina, with domestic price controls; in
Venezuela, with nationalization of certain ports of call  and  in
the  U.S.,  with  the increased role and impact  of  the  federal
government in the economy and commercial markets.  Although  each
of  these  events affected us negatively, our diversification  in
business segments and geographic locations allowed us to  cushion
the  blow  and no single event caused irreparable or irreversible
damage.  As  we  expand  our  reach  worldwide  and  broaden  our
interests,  the  probability of adverse incidents  increases  but
with a lesser impact on the company overall.

While pork processing and further processing margins continued to
produce good results, losses from hog production more than offset
those  positive  results. The H1N1 flu and  recessionary  factors
contributed  to lower product prices by reducing overall  demand.
While 2009 was a difficult year for everyone in the industry,  we
remain  extremely  confident  that  the  attributes  of  vertical
integration   such   as   food  safety,   product   quality   and
consistency will provide us a competitive advantage over the long-
term.  Hog producers cannot sustain continued losses and although
processors know this, competing meats, uncertainty in the  export
markets  and  permanent changes in feed grain  usage/demand  have
resulted  in an environment which has created volatility  in  our
earnings.  Ultimately,  we believe the US  will  adapt  to  these
changes  by  continuing to enlarge the supply  of  grain  and  by
satisfying protein demand through efficient animal production and
processing.

Including  our  marketing agreement with Triumph Foods,  Seaboard
Foods markets about 9% market share of all pork processed in  the
U.S.,  making us the fourth largest pork processor. We  are  also
the  second largest hog producer in the U.S. It is our  intention
to  leverage this position to capture additional margins  with  a
broader mix of value-added products, retail alliances and further
processing activities.

Aside from these macro issues, we continue to launch new products
for  foodservice and retail markets in both the U.S. and  abroad.
With   consistent  quality,  food  safety  and  farm  to   market
identification,  we  expect  our  vertically  integrated   system
to  continue  to  provide us significant opportunities  as  these
issues  become more and more important to end consumers  in  both
domestic  and  export markets.  We are hopeful that the  toughest
times are behind us.

Ocean transportation is one of the best indicators in gauging the
health  of the global economy and multi-lateral trade. Consistent
with  the  worldwide recession and contracted global trade,  both
Seaboard  Marine volumes and overall freight rates  decreased  in
2009.  The strength of our many trade lanes depends on the health
of  tourism,  textiles, mining and GNP growth  in  the  Caribbean
Basin  and Latin America. This year marked the first decrease  in
year-over-year unit volumes for Seaboard Marine in over a decade.
Many of our global competitors have suffered enormous losses over
the  last  year  due to shrinking trade volumes and overcapacity.
Price wars ensued early in the year seemingly without regard  for
financial  consequences. As trade patterns  began  to  stabilize,
shipping  companies  throughout the world began  the  process  of
reducing  capacity in a variety of ways to match  trade  volumes.
Due to reduced demand, ship charter rates decreased significantly
and  we  were able to take advantage of these cost savings.  Over
the  last several years, we have upgraded our container fleet and
cargo handling equipment and with the decline in ship values,  we
continue  to  reconfigure  our fleet  through  a  combination  of
chartered  and  owned  tonnage. This is a  great  opportunity  to
utilize more modern, efficient and versatile vessels.

Sadly,   our  weekly  service  into  Port-au-Prince,  Haiti   was
interrupted by the devastating earthquake on January 12, 2010. We
are  currently maintaining our service via a twice weekly  feeder
vessel  from  Kingston, Jamaica through the

<PAGE> 2

temporary use  of  a sister  company's  grain berth in Laffiteau,
Haiti.  Despite  the tragedy,  it  has  been  gratifying  to  see
Seaboard  Marine  and Commodity Trading and Milling  (CT&M)  work
together to quickly and creatively provide the transportation and
discharge  facilities needed for  critical  relief and commercial
cargoes.

Although  many  shipping  lines  drastically   scaled   back  and
suffered tremendous  financial losses  in 2009,  Seaboard  Marine
stayed  the course.  All routes were maintained at a high service
level.  The philosophy  of  creative   and  responsive   customer
service  will continue.  Having   created   a network  of  strong
port to port connections throughout the Caribbean Basin and Latin
America   over   the   years,  Seaboard   Marine   remains   well
positioned to take advantage  of growing trade volumes within the
Western Hemisphere as the world economy recovers.

2009  proved  to  be  another  outstanding  year  for  CT&M,   an
impressive  result given the panic at the beginning of  the  year
with commodity prices in a freefall. Maintaining normal inventory
and  forward positions for our grain processing facilities had  a
negative impact on earnings. However, our access to liquidity and
lower  replacement cost inputs allowed our operations  to  retain
solid  margins.  The  quick rebound in the freight  markets  also
supported   CT&M's  earnings  as  our  ocean  freight   ownership
contributed to bottom line results.

CT&M   continues  to  expand  its  trading  business  to  satisfy
affiliate and third party raw material requirements by opening up
new  origins  of  supply,  improving  logistics  through  greater
control   of   vessel   transportation   and   modernizing   port
infrastructures.  In lesser developed countries,  controlling  as
many  components of the supply chain as possible becomes critical
to  quality of service. Toward this end, we have opened commodity
and freight trading offices in Europe, Latin America and the U.S.
and we continue to pursue potential investments in selected grain
origination  markets. In addition, we are expanding our  presence
in specialty commodities through investments in infrastructure in
Canada,  rice  milling  assets in Guyana and  a  trading  company
acquisition  which  we expect to close in the near  future.  This
year  we  have been successful in further integrating our milling
and  trading  businesses  by  moving more  products  through  our
destination markets. This affords us a greater degree of security
and  product  integrity. In 2010, we plan to further expand  this
model  to  move more cargo through our sister division,  Seaboard
Marine,  and  thus  exercise more transactional  control  of  our
commodity trade.

CT&M  plans  to pursue the expansion of its industrial operations
through  the acquisition or green-field development of additional
grain  based businesses, down-stream industries such as  poultry,
baking and pasta and the expansion and renovation of our existing
mill capacity in several markets. Our grain processing facilities
remain a critical piece of our integrated supply chain model.

Tragically, the massive earthquake in Haiti took the lives of  15
employees  of Les Moulins d' Haiti, our non-consolidated  milling
operation  near  Port-au-Prince. Fortunately, the  warehouse  and
storage  facilities  remain operational  and  adequate  insurance
coverage  was  in  place allowing Les Moulins d' Haiti to rebuild
and  expand  capacity. We expect  to resume milling operations in
early 2011.  Many  of our employees  and their families have lost
their homes  and suffered terribly  as a result of this disaster.
It  is our  intention  to   continue  to  support  our  employees
in  part through  continued  employment to support general  cargo
handling and flour merchandising through our private port
facilities.

Tabacal has made significant progress toward maximizing the long-
term value of its land and assets through the conversion of sugar
cane into sugar, alcohol and energy. Despite some minor setbacks,
this  business should be well positioned to take advantage of  an
improved world sugar and alcohol outlook. In the latter  half  of
2009,  world  sugar prices rose sharply. This  was  triggered  by
India's short crop and continued competition for sugar cane  from
ethanol.  In particular, Brazilian sugar production continues  to
compete  directly  with ethanol demand for  domestic  and  export
consumption and sugar prices have risen in tandem with  those  of
virtually  all  fossil  fuel sources.  Similarly,  Argentina  has
recently implemented a program requiring the blending of  ethanol
into  gasoline.  This  government  program  should  help  develop
alcohol  as  a  much  needed source of energy  as  well  as  help
stabilize the financial returns for land use.

Although  we  have  seen a troubling decline in operating  income
over  the  last five years, we are not demoralized.  In fact,  in
the face of these uncertain times, our diversified and integrated
structure  has  proven  to be a durable  and  sustainable  model.
Moreover,  our  success stems from the people  who  have  devoted
their  careers  to  Seaboard, who, I believe, display  a  genuine
sense  of  ownership  and  pride.  Our  people  have  helped   to
successfully carry us through good times and bad. In consistently
adhering  to the goal of producing quality products and  services
to our customers, maintaining a competitive spirit and conducting
ourselves with professionalism, integrity and respect, we  should
continue to enjoy a good measure of success.


                                /s/ Steven J. Bresky
                                Steven J. Bresky
                                President and
                                Chief Executive Officer

<PAGE> 3

Pork Division

Seaboard's  Pork  Division  is  one  of  the  largest  vertically
integrated  pork  processors in the United States.   Seaboard  is
able  to  control animal production and processing from  research
and  development in nutrition and genetics, to the production  of
high quality meat products at our processing facility.

Seaboard's  processing facility is located in  Guymon,  Oklahoma.
The  facility  has  a  daily  double shift  capacity  to  process
approximately 18,500 hogs and generally operates at capacity with
additional   weekend  shifts  depending  on  market   conditions.
Seaboard  produces and sells fresh and frozen  pork  products  to
further   processors,  foodservice  operators,  grocery   stores,
distributors  and  retail outlets throughout the  United  States.
Seaboard  also  sells to distributors and further  processors  in
Japan,  Mexico and other foreign markets.  Hogs processed at  the
plant  principally include Seaboard raised hogs as well  as  hogs
raised by third parties purchased under contract and in the  spot
market.

Seaboard's  hog  production facilities  consist  of  genetic  and
commercial  breeding, farrowing, nursery and finishing  buildings
located   in   Oklahoma,  Kansas,  Texas  and  Colorado.    These
facilities  have a capacity to produce approximately 4.0  million
hogs  annually.  Seaboard owns and operates six centrally located
feed mills to provide formulated feed to these facilities.

Seaboard's  Pork  Division also owns two bacon processing  plants
located  in  Salt  Lake  City, Utah and Missoula,  Montana.   The
processing  plants produce sliced and pre-cooked bacon  primarily
for  food  service.  These operations enabled Seaboard to  expand
its  integrated  pork  model  into value-added  products  and  to
enhance its ability to extend production to include other further
processed pork products.

In  the second quarter of 2008, Seaboard commenced production  of
biodiesel  at  a facility constructed in Guymon,  Oklahoma.   The
biodiesel  is produced from pork fat from Seaboard's Guymon  pork
processing  plant  and from animal fat supplied  by  non-Seaboard
facilities.   The  biodiesel  is  sold  to  third  parties.   The
facility  can also produce biodiesel from vegetable  oil.   Also,
during   2009  Seaboard  completed  construction  of  and   began
operations at a majority-owned ham-boning and processing plant in
Mexico.

Seaboard's  Pork Division has an agreement with  a  similar  size
pork processor, Triumph Foods LLC (Triumph), to market all of the
pork   products  produced  at  Triumph's  plant  in  St.  Joseph,
Missouri.   Pursuant  to  this agreement,  Seaboard  is  able  to
provide  the  same  quality products to its  customers  that  are
produced  in  its  own  facilities.  Seaboard  markets  the  pork
products  for  a  fee  primarily based  on  the  number  of  head
processed  by Triumph Foods and is entitled to be reimbursed  for
certain expenses.

Commodity Trading & Milling Division

Seaboard's  Commodity Trading & Milling Division  markets  wheat,
corn,  soybean meal, rice and other similar commodities  in  bulk
overseas  to  third  party  customers and  affiliated  companies.
These   commodities   are   purchased  worldwide   with   primary
destinations in Africa, South America, and the Caribbean.

The  division  annually sources, transports  and  markets  up  to
approximately  4.5  million metric tons of wheat,  corn,  soybean
meal,  rice and other related commodities to the food and  animal
feed  industries.   The  division  efficiently  provides  quality
products  and  reliable  services  to  industrial  customers   in
selected   markets.    Seaboard  integrates   the   delivery   of
commodities to its customers primarily through the use of company
owned and chartered bulk carriers.

Seaboard's  Commodity Trading and Milling Division has facilities
in  17 countries. The commodity trading business operates through
eight   offices  in  seven  countries  and  one  non-consolidated
affiliate  location  in  South  America.   The  grain  processing
businesses operate facilities at 24 locations in 12 countries and
include four consolidated and nine non-consolidated affiliates in
Africa,  South  America,  and  the Caribbean.   These  businesses
produce approximately 2.5 million metric tons of finished product
per year.

<PAGE> 4

Marine Division

Seaboard's   Marine  Division  provides  containerized   shipping
service  between  the  United States, the  Caribbean  Basin,  and
Central   and  South  America.   Seaboard's  primary  operations,
located   in  Miami,  include  a  135,000  square-foot   off-port
warehouse  for cargo consolidation and temporary storage  and  an
81  acre  terminal at the Port of Miami.  At the Port of Houston,
Seaboard operates a 62 acre cargo terminal facility that includes
approximately 690,000 square feet of on-dock warehouse space  for
temporary  storage  of bagged grains, resins and  other  cargoes.
Seaboard also makes scheduled vessel calls to Brooklyn, New York,
Fernandina Beach, Florida, New Orleans, Louisiana and 40  foreign
ports.

Seaboard's marine fleet consists of 12 owned and approximately 22
chartered  vessels, as well as dry, refrigerated and  specialized
containers and other related equipment.  Seaboard is the  largest
shipper  in terms of cargo volume to and from the Port of  Miami.
Seaboard   Marine  provides  direct  service  to  25   countries.
Seaboard  also provides extended service from our domestic  ports
of  call  to  and  from multiple foreign destinations  through  a
network of connecting carrier agreements with major regional  and
global carriers.

To maximize fleet utilization, Seaboard uses a network of offices
and  agents throughout the United States, Canada, Latin  America,
and  the  Caribbean Basin to book both northbound and  southbound
cargo to and from the United States and between the countries  it
serves.    Seaboard's   full   service  capabilities,   including
agreements with a network of connecting carriers, allow transport
by  truck or rail of import and export cargo to and from  various
U.S. ports.  Seaboard's frequent sailings and fixed-day schedules
make  it  convenient  for  customers to coordinate  manufacturing
schedules  and  maintain  inventories at  cost-efficient  levels.
Seaboard's approach is to work in partnership with its  customers
to  provide  the  most reliable and effective  level  of  service
throughout  the  United States, Latin America and  the  Caribbean
Basin and between the countries it serves.

Other Divisions

In Argentina, Seaboard is involved in the production and refining
of  sugar.   The  sugar is primarily marketed locally  with  some
exports to the United States, other South American countries  and
Europe.  Seaboard's mill, one of the largest in Argentina, has  a
processing capacity of approximately 250,000 metric tons of sugar
and  approximately  14 million gallons of alcohol  (hydrated  and
dehydrated) per year.  The mill is located in the Salta  Province
of  northern  Argentina  with administrative  offices  in  Buenos
Aires.   Approximately 60,000 acres of land owned by Seaboard  in
Argentina is planted with sugar cane, which supplies the majority
of  the  raw product processed by the mill.  Depending  on  local
market conditions, sugar may also be purchased from third parties
for resale.  During 2008 this division began construction of a 40
megawatt  cogeneration  power plant,  which  is  expected  to  be
completed  in  the  third quarter of 2010.  In addition,  in  the
first  quarter  of  2010, the Company began sales  of  dehydrated
alcohol  to  certain local oil companies under the national  bio-
ethanol  program  which  requires  alcohol  to  be  blended  with
gasoline.

Seaboard  owns two floating electric power generating  facilities
in  the  Dominican  Republic, consisting of a  system  of  diesel
engines  mounted  on  barges with a combined  rated  capacity  of
approximately 112 megawatts.  Seaboard operates as an independent
power  producer generating electricity for the local power  grid.
Seaboard  is  not  directly  involved  in  the  transmission   or
distribution  of  electricity but does  have  contracts  to  sell
directly  to  third  party  users.   Electricity  is  sold  under
contract  to  certain large commercial users, under a  short-term
contract that expires at the end of March 2010 with a government-
owned  distribution  company  and on  the  spot  market  that  is
accessed  by three wholly government-owned distribution companies
and  limited  others.   On  March 2, 2009,  an  agreement  became
effective  under  which Seaboard will sell the two  barges.   The
agreement  calls  for the sale to occur on or around  January  1,
2011.   Completion of the sale is dependent upon the satisfaction
of   several  conditions,  including  meeting  certain   baseline
performance and emission tests.  Failure to satisfy or  cure  any
deficiencies  could  result  in the agreement  being  terminated.
Seaboard is considering options to continue its power business in
the  Dominican  Republic  after  the  sale  of  these  assets  is
completed.

Seaboard  processes  jalapeno peppers at its plant  in  Honduras.
These  products  are  shipped to the United  States  on  Seaboard
Marine vessels and distributed from Seaboard's port facilities.

<PAGE> 5


                               Principal Locations


Corporate Office

Seaboard Corporation     Minoterie de Matadi,       Seaboard de Colombia, S.A.
Merriam, Kansas           S.A.R.L.*                  Colombia
                           Democratic Republic of
                           Congo                    Seaboard de Nicaragua, S.A.
Pork                                                 Nicaragua
                         Minoterie du Congo, S.A.
Seaboard Foods LLC        Republic of Congo         Seaboard del Peru, S.A.
Pork Division Office                                 Peru
 Merriam, Kansas         Moderna Alimentos, S.A.*
                         Molinos Champion, S.A.*    Seaboard Freight & Shipping
Processing Plant          Ecuador                    Jamaica Limited
 Guymon, Oklahoma                                     Jamaica
                         National Milling Company
Live Production           of Guyana, Inc.           Seaboard Honduras, S. de
 Operation Offices         Guyana                    R.L. de C.V.
  Julesburg, Colorado                                 Honduras
  Hugoton, Kansas        National Milling
  Leoti, Kansas           Corporation Limited       Seaboard Marine Bahamas
  Liberal, Kansas          Zambia                    Ltd.
  Rolla, Kansas                                       Bahamas
  Guymon, Oklahoma       Rafael del Castillo &
  Hennessey, Oklahoma     Cia. S.A.*                Seaboard Marine (Trinidad)
  Optima, Oklahoma         Colombia                  Ltd.
                                                      Trinidad
Processed Meats          Seaboard West Africa
 Salt Lake City, Utah     Limited                   Seaboard Marine of Haiti,
 Missoula, Montana         Sierra Leone              S.E.
                                                      Haiti
High Plains Bioenergy,   Unga Holdings Limited*
 LLC                      Kenya and Uganda          SEADOM, S.A.
  Guymon, Oklahoma                                   Dominican Republic
                         Marine
Seaboard de Mexico                                  SeaMaritima S.A. de C.V.
 USA LLC                 Seaboard Marine Ltd.        Mexico
  Mexico                  Marine Division Office
                           Miami, Florida           Sugar
Commodity Trading
 & Milling               Port Operations            Ingenio y Refineria San
                          Brooklyn, New York         Martin del Tabacal SRL
Commodity Trading         Fernandina Beach, Florida   Argentina
 Operations               Houston, Texas
  Bermuda                 Miami, Florida            Power
  Colombia                New Orleans, Louisiana
  Ecuador                                           Transcontinental Capital
  Greece                  Agencias Generales         Corp. (Bermuda) Ltd.
  Miami, Florida           Conaven, C.A.              Dominican Republic
  Peru*                     Venezuela
  South Africa                                      Other
  Switzerland             Agencia Maritima del
                           Istmo, S.A.              Mount Dora Farms de
Fairfield Rice Inc.*        Costa Rica               Honduras, S.R.L.
 Guyana                                               Honduras
                          Cayman Freight Shipping
Les Moulins d'Haiti        Services, Ltd.           Mount Dora Farms Inc.
 Haiti                      Cayman Islands           Houston, Texas

Lesotho Flour Mills       JacintoPort International
 Limited*                  LLC
  Lesotho                   Houston, Texas

Life Flour Mill Ltd.*     Representaciones Maritimas
 Premier Feeds Mills       y Aereas, S.A.
 Company Limited*           Guatemala
  Nigeria
                          Sea Cargo, S.A.
                           Panama

*Represents a non-controlled, non-consolidated affiliate

<PAGE> 6

                      Summary of Selected Financial Data

                                          Years ended December 31,
(Thousands of dollars except per share amounts)

                            2009       2008       2007       2006       2005

Net sales               $3,601,308 $4,267,804 $3,213,301 $2,707,397 $2,688,894

Operating income        $   23,723 $  121,809 $  169,915 $  296,995 $  320,045

Net earnings
 attributable to
 Seaboard               $   92,482 $  146,919 $  181,332 $  258,689 $  266,662

Basic earnings per
 common share           $    74.74 $   118.19 $   144.15 $   205.09 $   212.20

Diluted earnings per
 common share           $    74.74 $   118.19 $   144.15 $   205.09 $   211.94

Total assets            $2,337,133 $2,331,361 $2,093,699 $1,961,433 $1,816,321

Long-term debt, less
 current maturities     $   76,532 $   78,560 $  125,532 $  137,817 $  201,063

Stockholders' equity    $1,545,419 $1,463,578 $1,355,199 $1,242,410 $1,013,904

Dividends per common
 share                  $     3.00 $     3.00 $     3.00 $     3.00 $     3.00

Seaboard  Corporation, and affiliated companies in its  Commodity
Trading  and  Milling segment, resolved a dispute  with  a  third
party  related  to  a  2005 transaction.  As a  result,  Seaboard
Overseas Limited received $16,787,000, net of expenses, or $13.57
per  common share in the third quarter of 2009 included in  other
income.   There was no tax expense on this transaction. See  Note
11   to   the  Consolidated  Financial  Statements  for   further
discussion.

As  of December 31, 2006, Seaboard adopted Statement of Financial
Accounting  Standard  No. 158 (SFAS 158), "Employers'  Accounting
for Defined Benefit Pension and Other Postretirement Plans."  The
adoption  of  SFAS 158 reduced stockholders equity by $25,014,000
as  an  adjustment to Accumulated Other Comprehensive Loss.   See
Note  10  to  the Consolidated Financial Statements  for  further
discussion.

In  the fourth quarter of 2005, Seaboard made a one-time election
to  repatriate  previously permanently invested foreign  earnings
resulting  in  a total tax expense of approximately  $11,586,000,
recognized  a tax benefit of $21,428,000 for the finalization  of
certain  tax years as a result of a settlement with the  Internal
Revenue Service and recognized a tax benefit of $4,977,000  as  a
result  of an agreement with the Puerto Rican Treasury department
that favorably resolved certain prior years' tax issues.  The net
effect  of  these  events  was an increase  in  net  earnings  of
$14,819,000,  or  $11.78 per common share on a  diluted  earnings
basis  for  the  year.  See Note 7 of the Consolidated  Financial
Statements for further discussion.

In  January 2005, Seaboard agreed to a tax settlement related  to
prior year tax returns resulting in a tax benefit of $14,356,000,
or  $11.44  per common share, which was recognized in the  fourth
quarter of 2004.

<PAGE> 7

                  Company Performance Graph

The  Securities  and  Exchange Commission  requires  a  five-year
comparison  of  stock performance for Seaboard with  that  of  an
appropriate broad equity market index and similar industry index.
Seaboard's  common  stock is traded on  the  NYSE  Amex  Equities
(formerly  the  NYSE  Alternext US) and provides  an  appropriate
comparison for Seaboard's stock performance.  Because there is no
single industry index to compare stock performance, the companies
comprising the Dow Jones Food and Marine Transportation  Industry
indices (the "Peer Group") were chosen as the second comparison.

The  following  graph shows a five-year comparison of  cumulative
total  return for Seaboard, the NYSE Amex Equities Index and  the
companies comprising the Dow Jones Food and Marine Transportation
Industry  indices weighted by market capitalization for the  five
fiscal   years   commencing  December  31,   2004,   and   ending
December  31, 2009.  The information presented in the performance
graph is historical in nature and is not intended to represent or
guarantee future returns.

            COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
       Among Seaboard Corporation, The NYSE Amex Composit Index
                          And A Peer Group

                The graph depicts data points below.

*$100 invested on 12/31/04 in stock or index, including
reinvestment of dividends.  Fiscal year ending December 31.

The comparison of cumulative total returns presented in the above
graph was plotted using the following index values and common
stock price values:
                     12/31/04  12/31/05  12/31/06  12/31/07  12/31/08  12/31/09
 Seaboard Corporation $100.00   $151.74   $177.61   $148.15   $120.61   $136.64
 NYSE Amex Equities   $100.00   $125.80   $150.40   $178.95   $108.56   $147.27
 Peer Group           $100.00   $ 94.79   $114.71   $124.67   $ 95.96   $115.61

<PAGE> 8

Quarterly Financial Data (unaudited)

(UNAUDITED)
(Thousands of dollars except per share amounts)

                               1st       2nd        3rd        4th    Total for
                             Quarter   Quarter    Quarter    Quarter   the Year
2009

Net sales                  $ 917,568 $ 869,830 $  854,625 $  959,285 $3,601,308

Operating income           $  16,042 $   2,769 $   (2,679)$    7,591 $   23,723

Net earnings attributable
 to Seaboard               $  15,973 $  26,919 $   36,715 $   12,875 $   92,482

Earnings per common share  $   12.89 $   21.76 $    29.69 $    10.41 $    74.74

Dividends per common share $    0.75 $    0.75 $     0.75 $     0.75 $     3.00

Closing market price range per common share:

                  High     $1,215.00 $1,285.00 $ 1,382.82 $ 1,549.00

                  Low      $  805.00 $  935.00 $ 1,040.00 $ 1,172.00

_______________________________________________________________________________

2008

Net sales                  $ 993,668 $ 999,951 $1,131,691 $1,142,494 $4,267,804

Operating income           $  59,382 $   3,096 $   31,714 $   27,617 $  121,809

Net earnings attributable
 to Seaboard               $  70,027 $  20,963 $   32,905 $   23,024 $  146,919

Earnings per common share  $   56.28 $   16.85 $    26.47 $    18.55 $   118.19

Dividends per common share $    0.75 $    0.75 $     0.75 $     0.75 $     3.00

Closing market price range per common share:

                  High     $1,645.00 $1,854.00 $ 1,826.00 $ 1,359.00

                  Low      $1,251.00 $1,470.00 $ 1,210.00 $   795.00

_______________________________________________________________________________

Seaboard  Corporation, and affiliated companies in its  Commodity
Trading  and  Milling segment, resolved a dispute  with  a  third
party  related  to  a  2005 transaction.  As a  result,  Seaboard
Overseas Limited received $16,787,000, net of expenses, or $13.57
per  common share in the third quarter of 2009 included in  other
income.   There was no tax expense on this transaction. See  Note
11   to   the  Consolidated  Financial  Statements  for   further
discussion.

During   the   first  and  second  quarters  of  2009,   Seaboard
repurchased   3,233  and  435  common  shares  respectively,   as
authorized  by Seaboard's Board of Directors.  During the  first,
third  and  fourth  quarters of 2008, Seaboard  repurchased  369,
2,390  and  1,093  common shares respectively, as  authorized  by
Seaboard's  Board of Directors.  See Note 12 to the  Consolidated
Financial Statements for further discussion.

During   the  fourth  quarter  of  2008,  Seaboard  recorded   an
impairment charge of $7,000,000 ($4,270,000 net of tax), or $3.44
per  share,  related to the value of other intangible assets  not
subject   to  amortization.   See  Note  2  to  the  Consolidated
Financial  Statements for further discussion.   Also  during  the
fourth  quarter  of  2008,  Seaboard recorded  a  write  down  of
$5,653,000 ($4,940,000 net of tax), or $3.98 per share, for grain
inventories  related to its commodity trading business  that  are
committed  to  various customers in foreign countries  for  which
customer contract performance is a heightened concern.  See  Note
4   to   the   Consolidated  Financial  Statements  for   further
discussion.

<PAGE> 9

               Management's Discussion & Anaylsis


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

OVERVIEW

Seaboard  is  a  diverse agribusiness and transportation  company
with  global operations in several industries.  Most of the sales
and costs of Seaboard's segments are significantly influenced  by
worldwide fluctuations in commodity prices or changes in  foreign
political and economic conditions.  Accordingly, sales, operating
income  and cash flows can fluctuate significantly from  year  to
year.  As  each  segment  operates in  unrelated  industries  and
different  geographical  locations,  management  evaluates  their
operations separately.  Seaboard's reporting segments  are  based
on  information used by Seaboard's Chief Executive Officer in his
capacity   as   chief  operating  decision  maker  to   determine
allocation of resources and assess performance.

Pork Segment

The  Pork  segment  is primarily a domestic  business  with  some
export  sales  to  Japan,  Mexico,  and  other  foreign  markets.
Revenues  from the sale of pork products are primarily  generated
from  a  single  hog processing plant in Guymon, Oklahoma,  which
operates  at  daily  double shift processing capacity  of  18,500
hogs,  two  bacon further processing plants located in Salt  Lake
City, Utah and Missoula, Montana, and a ham-boning and processing
plant  in Mexico.  In 2009, Seaboard raised approximately 75%  of
the  hogs  processed at the Guymon plant with the  remaining  hog
requirements purchased primarily under contracts from independent
producers.   This  segment is Seaboard's most  capital  intensive
segment  with  approximately 62% of Seaboard's fixed  assets  and
material dollar amounts for live hog inventories.

Of  Seaboard's businesses, management believes the  Pork  segment
also  has  the greatest exposure to commodity price fluctuations.
As  a result, this segment's operating income and cash flows  can
materially  fluctuate from year to year, significantly  affecting
Seaboard's  consolidated operating income and cash flows.   Sales
prices  are  directly  affected by both  domestic  and  worldwide
supply  and  demand for pork products and other  proteins.   Feed
costs  are the most significant single component of the  cost  of
raising  hogs and can be materially affected by prices  for  corn
and  soybean meal.  In addition, costs can be materially affected
by  market  prices  for  hogs purchased from  third  parties  for
processing  at  the  plant.   As the  Guymon  plant  operates  at
capacity,  to  improve  operating income Seaboard  is  constantly
working towards improving the efficiencies of the Pork operations
as  well  as  considering ways to increase margins  by  expanding
product offerings.

The  Pork  segment also produces biodiesel to be  sold  to  third
parties.   Biodiesel  is produced from pork fat  from  Seaboard's
Guymon  pork  processing plant and from animal  fat  provided  by
other  parties.  The processing plant also can produce  biodiesel
from  vegetable  oil.   This plant was completed  in  the  second
quarter  of  2008.   See  Note  6 to the  Consolidated  Financial
Statements for discussion on the expired federal tax credits  for
the operation.  Also, during 2009 Seaboard completed construction
of  and  began  operations  at  a majority-owned  ham-boning  and
processing plant in Mexico.

The  Pork  segment  has an agreement with  a  similar  size  pork
processor, Triumph Foods LLC (Triumph), to market all of the pork
products  produced  at Triumph's plant in St.  Joseph,  Missouri.
The  Pork  segment markets the related pork products  for  a  fee
primarily based on the number of head processed by Triumph Foods.
This  plant  has a capacity similar to that of Seaboard's  Guymon
plant  and operates upon an integrated model similar to  that  of
Seaboard's.    Seaboard's sales prices for its pork products  are
primarily  based on a margin sharing arrangement  that  considers
the  average  sales  price  and mix of products  sold  from  both
Seaboard's and Triumph Food's hog processing plants.

Commodity Trading and Milling Segment

The  Commodity  Trading  and Milling segment  primarily  operates
overseas  with locations in Africa, Bermuda, South  America,  the
Caribbean   and   Europe.   These  foreign  operations   can   be
significantly  impacted  by  local  crop  production,   political
instability,  local  government policies, economic  and  industry
conditions, and currency fluctuations.  This segment's sales  are
also  significantly  affected by fluctuating  prices  of  various
commodities,  such  as  wheat,  corn,  soybean  meal  and   rice.
Although  this segment owns eight ships, most of the third  party
trading  business  is transacted with chartered  ships.   Charter
hire   rates,  influenced  by  available  charter  capacity   for
worldwide  trade  in bulk cargoes, and related  fuel  costs  also
affect business volumes and margins as they did during the recent
period of extreme price volatility.  The milling businesses, both
consolidated and non-consolidated affiliates, operate in  foreign
and, in most cases, lesser developed countries.  Subsidized wheat
and  flour exports can create fluctuating market conditions  that
can  have  a  significant impact on both the trading and  milling
businesses' sales and operating income.

<PAGE> 10

             Management's Discussion & Anaylsis

The majority of the Commodity Trading and Milling segment's sales
pertain to the commodity trading business.  Grain is sourced from
domestic  and international locations and delivery of  grains  to
third  party  and  affiliate customers in  various  international
locations.    The  execution  of  these  purchase  and   delivery
transactions have long cycles of completion which may extend  for
several  months  with a high degree of price  volatility.   As  a
result,  these  factors can significantly affect  sales  volumes,
operating  income, working capital and related  cash  flows  from
quarter-to-quarter.

Seaboard concentrates on the supply of raw materials to its  core
milling operations and to third party commodity trades in support
of   these  milling  operations.   Seaboard  continues  to   seek
opportunities  in  trading and milling  businesses  in  order  to
achieve greater scale, volumes and profitability.

Marine Segment

The Marine segment provides containerized cargo shipping services
primarily from the United States to 25 countries in the Caribbean
Basin,  Central and South America.  As a result, fluctuations  in
economic  conditions  or  unstable political  situations  in  the
regions  or  countries  in  which Seaboard  operates  can  affect
import/export trade volumes.  When certain regions  or  countries
experienced  such  conditions, Seaboard's volumes  and  operating
profits  were significantly affected.  In addition, containerized
cargo  rates can fluctuate depending on local supply  and  demand
for  shipping services.  This segment time-charters or leases the
majority  of  its  ocean cargo vessels and is  thus  affected  by
fluctuations in charter hire rates as well as fuel costs.

As a result of the recent global downturn in containerized trade,
there  soon  could  be  distressed assets  such  as  vessels  and
handling equipment available at attractive prices.  Seaboard will
carefully  evaluate such opportunities.  Seaboard also  continues
to  explore  ways  to increase volumes on existing  routes  while
seeking  opportunities  to broaden its  route  structure  in  the
region.

Sugar Segment

Seaboard's  Sugar segment operates a vertically integrated  sugar
complex in Argentina.  This segment's sales and operating  income
are  significantly affected by local and worldwide sugar  prices.
Yields from the Argentine sugar harvest can have an impact on the
local  price  of  sugar.   Also, but to a  lesser  degree,  price
fluctuations  in the world market can affect local  sugar  prices
and  export sales volumes and prices.  Depending on local  market
conditions, this business purchases from third parties sugar  for
resale.   Over  the  past  several years, Seaboard  made  various
modifications to this business to improve the efficiency  of  its
operations  and expand its sugar and alcohol operations.  In  the
first  quarter  of  2010, the Company began sales  of  dehydrated
alcohol  to  certain local oil companies under the national  bio-
ethanol  program  which  requires  alcohol  to  be  blended  with
gasoline.

Prior  to the first quarter of 2009, the Sugar segment was  named
Sugar   and  Citrus  reflecting  the  citrus  and  related  juice
operations of this business.  During the first quarter  of  2009,
management reviewed its strategic options for the citrus business
in  light  of a continually difficult operating environment.   In
the  first  quarter of 2009, management decided not  to  process,
package  or  market the 2009 harvest for the citrus  and  related
juice  operations.   In the second quarter  of  2009,  management
decided  to  integrate and transform some of the land  previously
used for citrus production into sugar cane production.

The  functional  currency of the Sugar segment is  the  Argentine
peso.   The currency exchange rate can have an impact on reported
U.S.  dollar  sales, operating income and cash flows.   Financing
needs  for  the  foreseeable future will  remain  high  for  this
operation  as  a result of ongoing expansion of sugar  production
and  construction  of  a  40  megawatt cogeneration  power  plant
expected  to be completed in the third quarter of 2010.  Seaboard
continues  to  explore ways to improve and  expand  its  existing
operations  while considering other alternatives to  expand  this
segment.

Power Segment

Seaboard's  Power segment operates as an unregulated  independent
power  producer  in the Dominican Republic (DR) generating  power
from  diesel  engines  mounted on  two  barges.   This  segment's
financing  needs  have been minimal for the existing  operations.
During  the  past few years, operating cash flows have fluctuated
from  inconsistent customer collections.  Seaboard has  contracts
to  sell  approximately 20% of the power it generates to  certain
government-approved  commercial  large  users   under   long-term
contracts.  Seaboard also has a short-term contract that  expires
at  the end of March 2010 for approximately 34% of its power with
a   government-owned  distribution  company.    This   short-term
contract  exposes Seaboard to a concentrated credit risk  as  the
customer,  from time to

<PAGE> 11

              Management's Discussion & Anaylsis

time,  has  significant  past due  balances.  Energy  produced in
excess of contracted amounts is sold on the spot market primarily
to three wholly government-owned distribution companies or  other
power producers who lack  sufficient  power production to service
their customers.

The  DR  regulatory body schedules power production based on  the
amount  of funds available to pay for the power produced and  the
relative  costs of the power produced.  Fuel is the largest  cost
component,  but  increases  in fuel prices  generally  have  been
passed  on  to  customers.   See  Note  13  to  the  Consolidated
Financial Statements for discussion on a pending sale of the  two
barges  in  the near future.  Seaboard is considering options  to
continue  its power business in the Dominican Republic after  the
sale  is  completed.   In addition, from time  to  time  Seaboard
pursues   additional  investment  opportunities  in   the   power
industry.

LIQUIDITY AND CAPITAL RESOURCES

Summary of Sources and Uses of Cash

Cash and short-term investments as of December 31, 2009 increased
$95.9  million  from  December 31, 2008.  The  increase  was  the
result  of  cash  generated  by operating  activities  of  $246.4
million, $16.8 million received from a gain on a disputed sale as
discussed in Note 11 to the Consolidated Financial Statements and
$15.0 million received for the potential sale of power barges, as
discussed  in  Note 13 to the Consolidated Financial  Statements.
During  2009,  cash  was used to reduce notes  payable  by  $95.1
million,  to  reduce  long-term debt by  $46.9  million  and  for
capital  expenditures  of  $54.3 million.   Cash  from  operating
activities  for 2009 increased $135.1 million compared  to  2008,
primarily  as a result of decreases in working capital  items  of
accounts  receivable and inventory in 2009 compared to  increases
in  2008, partially offset by lower net earnings in 2009 compared
to 2008.

Cash and short-term investments as of December 31, 2008 increased
$39.3  million from December 31, 2007, while cash from  operating
activities  was  $111.3  million  for  2008.   The  increase  was
primarily  the  result of the combination of cash from  operating
activities,  an  increase in notes payable of  $79.4  million  in
excess  of cash used for capital expenditures of $134.6  million,
scheduled  principal payments of long-term debt of $11.7  million
and $5.0 million used to repurchase common stock as discussed  in
Note  12  to  the Consolidated Financial Statements.   Cash  from
operating activities for 2008 decreased $34.6 million compared to
2007, primarily reflecting lower net earnings for the year.

Capital Expenditures, Acquisitions and Other Investing Activities

During  2009  Seaboard invested $54.3 million in property,  plant
and  equipment, of which $15.2 million was expended in  the  Pork
segment,  $14.7 million in the Marine segment, $21.6  million  in
the  Sugar  segment and $2.8 million in the remaining businesses.
For  the  Pork  segment,  the  expenditures  were  primarily  for
improvements to existing hog facilities, upgrades to  the  Guymon
pork  processing  plant and construction of  the  ham-boning  and
processing plant in Mexico.  The ham-boning and processing  plant
was  completed  in the second quarter of 2009.   For  the  Marine
segment,  $10.3 million was spent to purchase cargo carrying  and
handling equipment.  In the Sugar segment, $13.8 million was used
for   development  of  the  cogeneration  power  plant  with  the
remaining capital expenditures primarily being used for expansion
of  cane growing operations. All other capital expenditures  were
primarily  of  a  normal recurring nature and primarily  included
replacement  of  machinery and equipment,  and  general  facility
modernizations and upgrades.

The total 2010 capital expenditures budget is $90.3 million.  The
Pork   segment  plans  to  spend  $16.9  million  primarily   for
improvements  to existing facilities and related equipment.   The
Marine segment has budgeted to spend $34.1 million primarily  for
additional  cargo  carrying  and  handling  equipment  and   port
development projects.  In addition, management will be evaluating
whether  to  purchase additional containerized cargo vessels  for
the Marine segment and dry bulk vessels for the Commodity Trading
and  Milling  segment during 2010.  The Sugar  segment  plans  to
spend  $25.7  million, including $12.2 million for the  continued
development of a 40 megawatt cogeneration power plant,  with  the
remaining amount for normal upgrades to existing operations.  The
cogeneration  power  plant is expected to be operational  by  the
third  quarter  of  2010 for a total constructed  cost  of  $37.2
million.  The balance of $13.6 million is planned to be spent  in
all  other  businesses.  Management anticipates paying for  these
capital  expenditures from available cash, the use  of  available
short-term   investments   or  Seaboard's   available   borrowing
capacity.   As  of December 31, 2009 Seaboard had commitments  of
$18.7   million  to  spend  on  construction  projects,  purchase
equipment, and make facility improvements.

<PAGE> 12

              Management's Discussion & Analysis

During  2008 Seaboard invested $134.6 million in property,  plant
and  equipment, of which $52.6 million was expended in  the  Pork
segment,  $46.3 million in the Marine segment, $31.0  million  in
the  Sugar  segment and $4.7 million in the remaining businesses.
For  the  Pork  segment,  $12.8 million  was  spent  constructing
additional  hog finishing space, $9.3 million was  spent  on  the
construction of a biodiesel plant and $8.2 million was  spent  on
the  ham-boning  and processing plant.  For the  Marine  segment,
$36.5  million was spent to purchase cargo carrying and  handling
equipment.   In  the Sugar segment, $10.4 million  was  used  for
development  of the cogeneration power plant with  the  remaining
capital  expenditures  being  used  primarily  for  expansion  of
alcohol  distillery  operations and  expansion  of  cane  growing
operations.  All other capital expenditures were primarily  of  a
normal  recurring  nature and primarily included  replacement  of
machinery and equipment, and general facility modernizations  and
upgrades.

During  2007 Seaboard invested $164.2 million in property,  plant
and  equipment, of which $78.1 million was expended in  the  Pork
segment,  $3.0  million  in  the Commodity  Trading  and  Milling
segment,  $61.0 million in the Marine segment, $21.4  million  in
the  Sugar  segment and $0.7 million in the remaining businesses.
For the Pork segment, $31.7 million was spent on the construction
of  a  biodiesel  plant and $22.9 million was spent  constructing
additional  hog  finishing space.  For the Marine segment,  $21.8
million was spent to purchase two containerized cargo vessels and
$21.4  million was spent to purchase cargo carrying and  handling
equipment.   In the Sugar segment, the capital expenditures  were
primarily used for expansion of cane growing operations,  various
improvements  to  the  sugar  mill  and  expansion   of   alcohol
distillery  operations.  All  other  capital  expenditures   were
primarily  of  a  normal recurring nature and primarily  included
replacements  of  machinery and equipment, and  general  facility
modernizations and upgrades.

On  March  2,  2009,  an agreement became effective  under  which
Seaboard will sell its two power barges in the Dominican Republic
on  or  around  January 1, 2011 for $70.0 million.  During  March
2009,  $15.0  million was paid to Seaboard and the $55.0  million
balance  of the purchase price was paid into escrow and  will  be
paid to Seaboard at the closing of the sale.   See Note 13 to the
Consolidated Financial Statements for further discussion.

In  late September 2007, Seaboard acquired for $8.5 million a 40%
non-controlling  interest, including cash  contributed  into  the
business,  in  a  flour  milling business  located  in  Colombia.
During  the  fourth quarter of 2007, Seaboard acquired  for  $6.6
million  a  50%  non-controlling  interest  in  a  grain  trading
business  in Peru.  Both investments are accounted for using  the
equity method.

In  January 2007, Seaboard repurchased the 4.74% equity  interest
in  its subsidiary, Seaboard Foods LLC, from the former owners of
Daily's.  As part of the Purchase Agreement, on January  2,  2007
Seaboard  paid $30.0 million of the purchase price for the  4.74%
equity interest to the former owners of Daily's. During the third
quarter of 2007, Seaboard paid approximately $31.2 million to the
former owners of Daily's as the final payment to repurchase their
minority  interest in Seaboard Foods, LLC.  See  Note  2  to  the
Consolidated Financial Statements for further discussion.

Financing Activities, Debt and Related Covenants

In the fourth quarter of 2009, Seaboard obtained letter of credit
financing  that replaced existing letters of credit resulting  in
an increase to borrowing capacity by approximately $16.3 million.

The  following table represents a summary of Seaboard's available
borrowing  capacity  as of December 31, 2009.   At  December  31,
2009,  there  were no borrowings outstanding under the  committed
lines  of  credit and borrowings under the uncommitted  lines  of
credit   totaled   $33.8   million,  all   related   to   foreign
subsidiaries.   Letters  of credit reduced  Seaboard's  borrowing
capacity  under  its committed and uncommitted  credit  lines  by
$41.7   million   and   $3.8  million,  respectively,   primarily
representing $26.4 million for Seaboard's outstanding  Industrial
Development Revenue Bonds and $16.8 million related to  insurance
coverage.   Also included in notes payable at December  31,  2009
was a term note of $47.5 million denominated in U.S. dollars.

<PAGE> 13

               Management's Discussion & Analysis

                                                       Total amount
(Thousands of dollars)                                  available

Long-term credit facilities - committed                   $300,000

Short-term uncommitted demand notes                        135,588

Uncommitted term note                                       47,500

Total borrowing capacity                                   483,088

Amounts drawn against lines                                (33,762)

Uncommitted term note                                      (47,500)

Letters of credit reducing borrowing availability          (45,500)

Available borrowing capacity at December 31, 2009         $356,326

Seaboard  has  capacity  under existing  covenants  to  undertake
additional  debt financings of approximately $844.8 million.   As
of  December  31,  2009,  Seaboard  is  in  compliance  with  all
restrictive covenants relating to these arrangements.  See Note 8
to  the  Consolidated Financial Statements for a summary  of  the
material   terms  of  Seaboard's  credit  facilities,   including
financial ratios and covenants.

Scheduled  long-term debt maturities range from $1.5  million  to
$32.5  million  per year, for a total of $36.4 million  over  the
next three years.  As of December 31, 2009, Seaboard has cash and
short-term  investments of $469.2 million, total working  capital
of $907.3 million and a $300.0 million line of credit maturing on
July  10,  2013.   Accordingly,  management  believes  Seaboard's
combination  of  internally generated  cash,  liquidity,  capital
resources  and  borrowing capabilities will be adequate  for  its
existing  operations and any currently known potential plans  for
expansion  of existing operations or business segments for  2010.
Management    does,   however,   periodically   review    various
alternatives for future financing to provide additional liquidity
for  future operating plans.  Despite the current global business
climate, management intends to continue seeking opportunities for
expansion in the industries in which Seaboard operates, utilizing
existing   liquidity  and  available  borrowing   capacity,   and
currently does not plan to pursue other financing alternatives.

On November 6, 2009, the Board of Directors authorized up to $100
million  for a new share repurchase program.  The previous  share
repurchase program approved by the Board of Directors  on  August
7,  2007,  ended  on  August 31, 2009.   Seaboard  used  cash  to
repurchase 3,668 shares of common stock at a total price of  $3.4
million in 2009, 3,852 shares of common stock at a total price of
$5.0 million in 2008 and 17,089 shares of common stock at a total
price  of  $30.5  million  in 2007.   See  Note  12  for  further
discussion.

Contractual Obligations and Off-Balance-Sheet Arrangements

The  following table provides a summary of Seaboard's contractual
cash obligations as of December 31, 2009.

                                              Payments due by period
                                         Less than    1-3       3-5   More than
(Thousands  of  dollars)         Total     1 year    years     years   5 years

Vessel time and voyage-
  charter commitments        $  134,393  $ 69,631  $ 44,973  $ 19,789  $      -

Contract grower finishing
  agreements                     85,892    12,106    21,621    18,762    33,403

Other operating lease
  payments                      291,958    19,467    32,340    27,110   213,041

Total lease obligations         512,243   101,204    98,934    65,661   246,444

Long-term debt                   78,869     2,337    34,023     8,509    34,000

Short-term notes payable         81,262    81,262         -         -         -

Other purchase commitments      544,280   389,449   154,831         -         -

Total contractual cash
  obligations and
  commitments                $1,216,654  $574,252  $287,788  $ 74,170  $280,444

<PAGE> 14

            Management's Discussion & Analysis

The  Marine segment enters into contracts to time-charter vessels
for use in its operations.  To support the operations of the Pork
segment,  Seaboard  has contract grower finishing  agreements  in
place  with  farmers  to  raise  a portion  of  Seaboard's  hogs.
Seaboard  has  entered  into grain and feed  ingredient  purchase
contracts to support the live hog operations of the Pork  segment
and has contracted for the purchase of additional hogs from third
parties.   The Commodity Trading and Milling segment enters  into
commodity   purchase  contracts  and  ocean  freight   contracts,
primarily  to  support sales commitments.  Seaboard  also  leases
various  facilities  and equipment under noncancelable  operating
lease  agreements.   See  Note 11 to the  Consolidated  Financial
Statements  for  a  further discussion and for  a  more  detailed
listing of other purchase commitments.

Seaboard  has also issued $1.4 million of guarantees  to  support
certain  activities  of  non-consolidated  affiliates  and  third
parties  who provide services for Seaboard.  See Note 11  to  the
Consolidated Financial Statements for a detailed discussion.

RESULTS OF OPERATIONS

Net  sales  for  the year ended December 31, 2009  were  $3,601.3
million,  $4,267.8 million in 2008 and $3,213.3 million in  2007.
The  decrease  in net sales in 2009 was primarily the  result  of
price  decreases  for commodities sold by the  commodity  trading
business,  lower cargo volumes for the Marine segment and,  to  a
lesser  extent,  a  decrease in sales prices for  pork  products.
Partially  offsetting  the decreases were  increased  commodities
trading  volumes  to  non-consolidated foreign  affiliates.   The
increase  in  net  sales  in 2008 was  primarily  the  result  of
significant price increases for commodities sold by the commodity
trading  business  and, to a lesser extent,  increased  commodity
trading  volumes. Also increasing sales were higher  cargo  rates
and,  to  a  lesser extent, higher cargo volumes for  the  Marine
segment.

Operating  income  was $23.7 million in 2009, $121.8  million  in
2008  and $169.9 million in 2007.  The 2009 decrease compared  to
2008  primarily  reflected  lower commodity  trading  and  Marine
segment  margins and a $32.6 million fluctuation  of  marking  to
market   Commodity  Trading  and  Milling  derivative  contracts,
respectively,  as  discussed below.  The decrease  was  partially
offset  by  higher margins on pork products sold  primarily  from
lower  feed costs.  The 2008 decrease compared to 2007  primarily
reflected  the higher feed costs for hogs as a result  of  higher
corn  prices and, to a lesser extent, higher soybean meal prices.
Also  decreasing  operating income were lower margins  on  marine
cargo  services  as  a  result of higher fuel  prices  and  other
related operating costs.  The decreases were partially offset  by
the  result  of  higher commodity trading margins  that  are  not
expected  to  repeat  and  the effect of  the  mark-to-market  of
derivatives  in the Commodity Trading and Milling  segment  along
with the higher cargo rates for the Marine segment.

On January 12, 2010, Haiti was struck by an earthquake.  Seaboard
has  a  non-controlling interest in a foreign  affiliate  with  a
flour  mill operation in Lafiteau, Haiti.  Part of this  facility
was  severely  damaged  as  a result  of  the  earthquake.   This
affiliate  business intends to rebuild the damaged  part  of  the
facility and will continue to operate the portion of the facility
that was not damaged.  This facility was fully insured, including
business  interruption  and inventory coverage.    Seaboard  also
sells  wheat  and  flour  to  this  business  through  Seaboard's
commodity trading operations.  In addition, the primary  port  in
Haiti,  located  in  Port-au-Prince from which Seaboard  Marine's
vessels normally dock, was severely damaged.  Seaboard is not the
owner  operator  of this port location but does operate  a  small
terminal  facility nearby that sustained minor  damage  from  the
earthquake,  which is covered by insurance.  Currently,  Seaboard
has  no  indication how long it will take before regular  service
can  be  resumed to Haiti's primary port but is currently routing
cargoes  through  secondary  ports in  Haiti  and  the  Dominican
Republic.   Based  on  management's current  expectations,  which
includes assessment of anticipated insurance proceeds, this event
will not have a material impact on the financial statements.

Pork Segment

(Dollars in millions)                  2009      2008      2007

Net sales                            $1,065.3  $1,126.0  $1,003.8
Operating income (loss)              $  (15.0) $  (45.9) $   39.5

Net  sales  of the Pork segment decreased $60.7 million  for  the
year ended December 31, 2009 compared to 2008.  The decrease  was
primarily  the result of a decrease in overall sales  prices  for
pork  products,  partially  offset  by  higher  volumes  of  pork
products  sold for export.  Increased volumes were made  possible
by the expansion in daily capacity

<PAGE> 15

              Management's Discussion & Analysis

at the Guymon processing plant during the  first quarter of 2008.
The lower sales  prices for pork products appear to be the result
of an excess supply of pork  products in the domestic market, the
world  economic  challenges  as well  as the impacts  of H1N1 flu
related concerns.  In April 2009, reports  of  a  new  flu strain
believed to  originate  in  Mexico  rapidly  received wide-spread
public attention.  In  response  to initial  reports referring to
this strain as "swine flu", certain countries  banned   U.S. pork
exports and  this  segment  noted  a  decrease  in overall market
prices  for  its  pork  products.  By  year-end,  several foreign
markets lifted their bans on imports of U.S.  pork  products  and
prices began to improve slightly.

Operating  loss  decreased  $30.9  million  for  the  year  ended
December  31,  2009  compared with  2008.   The  improvement  was
primarily  a  result of cost decreases more than  offsetting  the
sales  price  decreases  discussed  above.   The  cost  decreases
primarily  were  related  to lower feed costs  (principally  from
lower  corn  prices),  the impact of using the  LIFO  method  for
determining  certain inventory costs, and lower  costs  of  third
party hogs.  LIFO increased operating results by $17.9 million in
2009 compared to a decrease of $17.2 million in 2008 primarily as
a  result of lower costs to purchase corn and soybean meal during
2009.   Also, in 2008 Seaboard incurred an impairment  charge  of
$7.0 million as discussed below.

Management  is  unable to predict future market prices  for  pork
products  or  the  cost  of feed and hogs  purchased  from  third
parties.   Management  anticipates  this  segment's  results   to
improve  to  profitable levels in 2010 as sales prices  for  pork
products begin to increase as long as costs, such as the price of
corn  used for feed, do not increase significantly.  As discussed
in  Note 6 to the Consolidated Financial Statements, there  is  a
possibility  that  some amount of the biodiesel  plant  could  be
deemed impaired during some future period including fiscal  2010,
which  may  result in a charge to earnings if current projections
are not met.

Net  sales of the Pork segment increased $122.2 million  for  the
year ended December 31, 2008 compared to 2007.  The increase  was
primarily  the  result  of  higher  pork  sales  volumes,   which
reflected  increases  in  both domestic  and  export  sales.  The
increased  volumes were made possible by the expansion  in  daily
capacity at the Guymon processing plant during the first  quarter
of  2008.  Sales of biodiesel related to the start-up of the  new
biodiesel processing plant during the second quarter of 2008 also
contributed  to  the increase in net sales.  To a lesser  extent,
the  results  of  the Pork segment were affected by  higher  pork
product prices.

Operating  income  decreased $85.4 million  for  the  year  ended
December 31, 2008 compared with 2007.  The decrease was primarily
a  result of higher feed costs from higher corn prices and  to  a
lesser   extent,  soybean  meal  prices.   To  a  lesser  extent,
operating  losses related to the start-up of the biodiesel  plant
affected operating income.  In addition, as further discussed  in
Note  2  to  the  Consolidated Financial Statements,  during  the
fourth quarter of 2008 Seaboard incurred an impairment charge  of
$7.0 million related to Daily's trade name.  Partially offsetting
these  decreases  was  the  increase in  sales  prices  for  pork
products noted above.

Commodity Trading and Milling Segment

(Dollars in millions)                                2009      2008      2007

Net sales                                          $1,531.6  $1,897.4  $1,152.0

Operating income as reported                       $   24.8  $   96.5  $   20.9
 Less mark-to-market adjustments                       14.5     (18.1)     13.2
  Operating income excluding mark-to-market
  adjustments                                      $   39.3  $   78.4  $   34.1

Income from foreign affiliates                     $   19.1  $   12.6  $    5.2

Net  sales of the Commodity Trading and Milling segment decreased
$365.8  million for the year ended December 31, 2009 compared  to
2008.   The  decrease was primarily the result of price decreases
for   commodities   sold  by  the  commodity  trading   business,
especially  for  wheat, partially offset by  increased  commodity
trading  volumes  to  non-consolidated  foreign  affiliates.   As
worldwide  commodity  price  fluctuations  cannot  be  predicted,
management is unable to predict the level of future sales.

Operating  income  decreased $71.7 million for 2009  compared  to
2008.   The  decrease primarily reflected certain long  inventory
positions,  especially  wheat, taken by Seaboard  which  provided
higher  than average commodity trading margins during  the  first
six   months   of   2008  as  the  price  of  these   commodities
significantly increased to historic highs at the time of sale  in
2008.   In  addition,  the  decrease  includes  a  $32.6  million
fluctuation  of  marking  to market the

<PAGE> 16

              Management's Discussion & Analysis

derivative  contracts  as discussed  below.  Operating income was
also impacted by  certain  grain inventory related write-downs in
2009  and  2008  as  discussed  in  Note  4  to  the Consolidated
Financial Statements.

Due  to  the uncertain political and economic conditions  in  the
countries  in which Seaboard operates and the current  volatility
in  the  commodity markets management is unable to predict future
sales  and  operating  results.  However, management  anticipates
positive  operating  income  for 2010,  excluding  the  potential
effects of marking to market derivative contracts.

If  Seaboard  had  not applied mark-to-market accounting  to  its
derivative instruments, operating income for 2009 and 2007  would
have   been   higher   by  $14.5  million  and   $13.2   million,
respectively,  and 2008 would have been lower by  $18.1  million.
While  management  believes its commodity  futures  and  options,
foreign  exchange  contracts and forward freight  agreements  are
primarily  economic  hedges  of  its  firm  purchase  and   sales
contracts  or  anticipated  sales contracts,  Seaboard  does  not
perform  the  extensive record-keeping required  to  account  for
these  types  of transactions as hedges for accounting  purposes.
Accordingly,  while  the  changes  in  value  of  the  derivative
instruments  were marked to market, the changes in value  of  the
firm  purchase or sales contracts were not marked to  market.  As
products   are   delivered  to  customers,  these  mark-to-market
adjustments  should  be primarily offset by realized  margins  or
losses  as  revenue is recognized and thus, these  mark-to-market
adjustments  could  reverse in fiscal 2009.  Management  believes
eliminating  these  adjustments, as noted  in  the  table  above,
provides  a more reasonable presentation to compare and  evaluate
year-to-year financial results for this segment.

Income  from  foreign affiliates for the year ended December  31,
2009  increased $6.5 million from 2008 primarily as a  result  of
favorable market conditions for certain foreign affiliates.   The
increase was also the result of one of the entities discontinuing
its operations by selling its trade name and certain assets to an
entity in exchange for a minority ownership in such entity and  a
separate  sale of land and building to a third party.  Seaboard's
proportionate   share   of  these  two  transactions   represents
approximately $2.3 million of the income from foreign  affiliates
for  2009.   See Note 5 to the Consolidated Financial  Statements
for  further  discussion.   Based on  the  uncertainty  of  local
political  and economic situations in the countries in which  the
flour  and  feed mills operate, management cannot predict  future
results  although  management anticipates that 2010  income  from
foreign affiliates will be lower than 2009.

Net  sales of the Commodity Trading and Milling segment increased
$745.4  million for the year ended December 31, 2008 compared  to
2007.   The  increase was primarily the result  of  significantly
higher  prices  of  commodities sold  by  the  commodity  trading
business,  especially wheat, and, to a lesser  extent,  increased
commodity  trading volumes.  The increased trading  volumes  were
primarily a result of Seaboard expanding its business in new  and
existing markets, including trading rice.

Operating  income  increased $75.6 million for 2008  compared  to
2007.   The  increase  primarily  reflected  increased  commodity
trading  margins and, to a lesser extent, the increased commodity
trading  volumes  discussed  above.  The  increase  in  commodity
trading   margins  primarily  reflected  certain  long  inventory
positions, principally wheat, previously taken by Seaboard, which
provided higher than average commodity trading margins during the
first   half   of  2008,  as  the  price  of  these   commodities
significantly  increased to historic highs at the time  of  sale.
The  increase  also  reflected the $31.3 million  fluctuation  of
marking to market the derivative contracts as discussed above.

Income  from  foreign affiliates for the year ended December  31,
2008  increased $7.4 million from 2007 as a result  of  favorable
market conditions.

Marine Segment

(Dollars in millions)                     2009     2008     2007

Net sales                                $737.6   $958.0   $822.2
Operating income                         $ 24.1   $ 62.4   $104.2

Net  sales of the Marine segment decreased $220.4 million for the
year  ended  December 31, 2009, compared to 2008 primarily  as  a
result  of  economic declines in most markets served by  Seaboard
resulting  in lower cargo volumes and, to a lesser extent,  lower
cargo rates especially during the last half of 2009.

Operating  income  decreased by $38.3 million compared  to  2008.
The  decrease  was  primarily  the  result  of  lower  rates,  as
discussed  above,  not  being offset by comparable  decreases  in
certain  costs,  such  as port costs and

<PAGE> 17

              Management's Discussion & Analysis

stevedoring.  However, significant decreases  did  occur  related
to  fuel  costs for vessels, charterhire and trucking expenses on
a per unit  shipped  basis.  Management cannot predict changes in
future cargo volumes and cargo rates or to what extent changes in
economic conditions in markets served will continue to affect net
sales  or  operating  income  during  2010.  However,  management
anticipates this segment  will  be  profitable  in  2010 although
somewhat lower  during the first half than  2009 given the recent
fluctuations  in  global trade volume and cargo rates.

Net  sales of the Marine segment increased $135.8 million for the
year  ended  December 31, 2008, compared to 2007 primarily  as  a
result  of  higher  cargo rates and, to a lesser  extent,  higher
cargo  volumes.   Cargo  rates were  higher  in  certain  markets
primarily  as  a  result of higher cost-recovery  surcharges  for
fuel.  Cargo volumes were higher as a result of the expansion  of
services  provided  in  certain markets  and  favorable  economic
conditions during 2008 in several Latin American markets served.

Operating  income  decreased by $41.8 million compared  to  2007.
The  decrease  was  primarily the result of significantly  higher
fuel  costs  for vessels on a per unit shipped basis.   Operating
income also decreased as a result of higher operating costs on  a
per  unit  shipped basis including charter hire and  owned-vessel
operating costs, trucking, terminal costs and stevedoring.

Sugar Segment

(Dollars in millions)                     2009     2008     2007

Net sales                                $143.0   $142.1   $125.9
Operating income (loss)                  $ (0.9)  $  3.7   $ 15.5
Income from foreign affiliates           $  1.0   $  0.5   $  0.4

Net  sales  of the Sugar segment increased $0.9 million  for  the
year  ended December 31, 2009 compared to 2008.  The increase  is
primarily  the result of increased volumes produced and  sold  in
the  export  markets  partially offset by  lower  domestic  sugar
prices  and the elimination of the citrus operations.   Argentine
governmental authorities continue to attempt to control inflation
by  limiting  the  price of basic commodities,  including  sugar.
Accordingly, management cannot predict sugar prices for 2010.

Operating  income decreased $4.6 million during 2009 compared  to
2008 primarily as a result of lower margins on alcohol sales from
lower  sales prices and lower margins from the citrus operations.
Although  the  citrus operations had negative margins  for  2008,
during  2009  the negative margins were slightly higher  as  this
segment  recorded  a $5.3 million charge to earnings  during  the
first  and  second quarters of 2009 related to the write-down  of
citrus  inventories, the integration and transformation  of  land
previously  used for citrus production into sugar cane production
and  related  costs  as  discussed in Note  9  to  the  Condensed
Consolidated  Financial Statements.  The decrease  also  reflects
higher  selling  and  administrative  personnel  costs  in  2009.
Management  anticipates higher operating income in  this  segment
for  2010  compared to 2009.  In the first quarter of 2010,  this
segment  began sales of dehydrated alcohol to certain  local  oil
companies  under the national bio-ethanol program which  requires
alcohol   to   be  blended  with  gasoline.   In  addition,   the
construction  of  a  40  megawatt  cogeneration  power  plant  is
expected to be completed during the third quarter of 2010.

Net sales of the Sugar and Citrus segment increased $16.2 million
for  the  year  ended December 31, 2008 compared  to  2007.   The
increase  primarily  reflected  higher  domestic  sugar   prices.
Operating income decreased $11.8 million during 2008 compared  to
2007  primarily as a result of losses incurred by the citrus  and
juice  businesses,  principally from citrus  quality  issues  and
increased  production costs for the juice business.  In addition,
operating  income  decreased as a result of  higher  selling  and
administrative  personnel costs.  Total gross margin  from  sugar
sales  did  not increase in 2008 compared to 2007 as  the  higher
sugar  prices discussed above were primarily offset by  a  higher
percentage  of sales from sugar purchased from third parties  for
resale.  This sugar had a significantly lower margin compared  to
sugar  produced  by  Seaboard.  Increased production  costs  also
affected gross margin from sugar sales.

Power Segment

(Dollars in millions)                     2009     2008     2007

Net sales                                $107.1   $129.4   $ 94.0
Operating income                         $  8.2   $  7.8   $  5.4

Net  sales for the Power segment decreased $22.3 million for 2009
compared  to  2008 primarily reflecting lower rates.   The  lower
rates  were  attributable  primarily  to  lower  fuel  costs,   a
component  of  pricing.  Operating income increased $0.4  million
during  2009  compared to 2008 primarily as  a  result  of  lower
production   costs  partially  offset  by  higher  administrative
personnel costs.  Management cannot predict future fuel costs  or
the  extent to which rates will fluctuate compared to fuel costs,
although management anticipates this segment to remain profitable
in  2010.   See Note 13 to the Consolidated Financial  Statements
for  the  pending sale of certain assets of this business  on  or
around January 1, 2011.   Accordingly, such assets are classified
as  held for sale as of December 31, 2009 and depreciation ceased
on these assets as of January 1, 2010.

Net  sales for the Power segment increased $35.4 million for 2008
compared  to  2007  primarily as a result of higher  rates.   The
higher rates were attributable primarily to higher fuel costs,  a
component  of  pricing.  Operating income increased $2.4  million
during  2008  compared to 2007 primarily as a  result  of  higher
rates being in excess of higher fuel costs.

Selling, General and Administrative Expenses

Selling, general and administrative (SG&A) expenses for the  year
ended  December 31, 2009 increased by $18.0 million over 2008  to
$193.9  million.   This increase was primarily due  to  increased
personnel  costs,  including increased costs  of  $13.9  million,
included  in  Corporate expenses, related to Seaboard's  deferred
compensation programs (which are offset by the effect of the mark-
to-market   investments  recorded  in  other  investment   income
discussed  below).   As a percentage of revenues, SG&A  increased
to  5.4% for 2009 compared to 4.1% for 2008 primarily as a result
of  decreased  sales  in the Commodity Trading  and  Milling  and
Marine segments.

SG&A  expenses for the year ended December 31, 2008 increased  by
$3.8  million  over  2007 to $175.9 million.  This  increase  was
primarily due to increased personnel costs.  Partially offsetting
the  increase were decreased costs related to Seaboard's deferred
compensation programs (which are offset by the effect of the mark-
to-market   investments  recorded  in  other  investment   income
discussed below).  Also, partially offsetting the increase was  a
$3.7  million  pension settlement loss recognized  in  the  first
quarter of 2007 related to the late Mr. H. H. Bresky's retirement
payment  in  February  2007  as  discussed  in  Note  10  to  the
Consolidated Financial Statements.  As a percentage of  revenues,
SG&A  decreased  to  4.1%  for 2008 compared  to  5.4%  for  2007
primarily as a result of increased sales in the Commodity Trading
and Milling segment.

Interest Expense

Interest  expense totaled $13.2 million, $15.4 million and  $12.6
million  for  the years ended December 31, 2009, 2008  and  2007,
respectively.   Interest expense decreased for 2009  compared  to
2008,  primarily  as a result of a lower average  level  of  both
short-term  and  long-term  borrowings  outstanding  during  2009
partially  offset by higher average interest rates on  short-term
borrowings  outstanding.   Interest expense  increased  for  2008
compared to 2007, primarily as a result of a higher average level
of short-term borrowings outstanding during 2008 partially offset
by a lower average level of long-term borrowings outstanding.

Interest Income

Interest  income totaled $17.3 million, $14.9 million  and  $18.9
million  for  the years ended December 31, 2009, 2008  and  2007,
respectively.   The  increase  for 2009  primarily  reflected  an
increase  in  average  funds invested.   The  decrease  for  2008
primarily reflected a decrease in average funds invested.

Foreign Currency Gains (Losses)

Foreign  currency  gains (losses) totaled $2.4  million,  $(19.7)
million  and $0.1 million for the years ended December 31,  2009,
2008  and  2007, respectively.  The fluctuation for 2009 compared
to  2008 primarily related to the unusually high currency  losses
incurred during the fourth quarter of 2008, as noted below,  from
the  global liquidity crisis occurring at that time which did not
occur  during  2009.  The fluctuation for 2008 compared  to  2007
primarily related to currency translation and realized losses  in
the   commodity   trading   business  related   to   transactions
denominated  in South African rand and, to a lesser  extent,  the
Euro  Zone  euro principally during the fourth quarter  of

<PAGE> 19

            Management's Discussion & Analysis


2008. Although Seaboard does not utilize  hedge  accounting,  the
commodity trading business does utilize foreign currency exchange
contracts  to  manage its risks and exposure to foreign  currency
fluctuations caused primarily by the South African rand  and  the
Euro  Zone  euro.   Management believes  the  gains  and  losses,
including  the mark-to-market effects, of these foreign  currency
contracts  relate  to the underlying commodity  transactions  and
classifies such gains and losses in cost of sales.   In addition,
the  2008 loss includes currency losses related to the yen  based
borrowing  by  the Sugar segment, principally during  the  fourth
quarter of 2008.  A significant portion of this currency loss was
offset  by  a  currency gain on the underlying  debt,  which  was
recorded in a cumulative translation adjustment account in equity
as  of  December 31, 2008.  Seaboard operates in many  developing
countries.   The  political  and  economic  conditions  of  these
markets, along with fluctuations in the value of the U.S. dollar,
cause   volatility  in  currency  exchange  rates  which  exposes
Seaboard  to fluctuating foreign currency gains and losses  which
cannot be predicted by Seaboard.

Other Investment Income, Net

Other  investment income, net totaled $15.5 million, $7.5 million
and  $6.1 million for the years ended December 31, 2009, 2008 and
2007,  respectively.  Other investment income for 2009  primarily
reflected income of $6.0 million in the Power segment related  to
the  settlement  of  a receivable, not directly  related  to  its
business  and purchased at a discount, gains of $4.3  million  in
the mark-to-market value of Seaboard's investments related to the
deferred compensation programs and gains of $2.8 million on  debt
trading  securities.  Other investment income for 2008  primarily
reflected $8.9 million on equity securities transactions,  income
of $7.6 million in the Power segment related to the settlement of
a  receivable, not directly related to its business and purchased
at  a  discount,  and  income  of $1.1  million  related  to  the
assignment  of  rights related to an investment as  discussed  in
Note  13  to  the  Consolidated Financial Statements.   Partially
offsetting the above income items was a $9.6 million loss in  the
mark-to-market  value of Seaboard's investments  related  to  the
deferred compensation programs in 2008.

Gain on Disputed Sale, Net

In  July 2009, Seaboard Corporation, and affiliated companies  in
its  Commodity  Trading and Milling segment, resolved  a  dispute
with  a  third  party related to a 2005 transaction  in  which  a
portion  of  its  trading operations was sold to a  firm  located
abroad.  As  a  result of this action, Seaboard Overseas  Limited
received $16.8 million, net of expenses, in the third quarter  of
2009.  There was no tax expense on this transaction.

Miscellaneous, Net

Miscellaneous,  net totaled $6.5 million, $2.5 million  and  $5.2
million and for the years ended December 31, 2009, 2008 and 2007,
respectively.   For  2009, miscellaneous,  net  included  a  $5.3
million gain on interest exchange agreements.  During the  second
quarter of 2007, Seaboard recognized a gain of $4.1 million  from
a  favorable settlement received in June 2007 related to  a  land
expropriation in Argentina.  This land settlement was recorded as
miscellaneous  income  since the land was expropriated  prior  to
Seaboard's purchase of the sugar and citrus business, thus  never
a part of the sugar and citrus operations recorded by Seaboard.

Income Tax Expense

The  effective  tax benefit rate decreased for 2009  compared  to
2008  primarily from lower permanently deferred foreign  earnings
and lower domestic taxable loss. The effective tax rate decreased
for  2008 compared to 2007 primarily from lower domestic  taxable
income resulting in a tax benefit based on domestic taxable  loss
compared to permanently deferred foreign earnings.

OTHER FINANCIAL INFORMATION

Seaboard  is  subject  to various federal and  state  regulations
regarding environmental protection and land and water use.  Among
other  things, these regulations affect the disposal of livestock
waste  and  corporate  farming matters  in  general.   Management
believes it is in compliance, in all material respects, with  all
such  regulations.   Laws and regulations  in  the  states  where
Seaboard  conducts  its pork operations are restrictive.   Future
changes   in  environmental  or  corporate  farming  laws   could
adversely  affect  the  manner  in which  Seaboard  operates  its
business and its cost structure.

In  June  2009,  the  FASB  issued  ASC  Topic  810-10  (formerly
Financial Accounting Standard (FAS) No. 167 "Amendments  to  FASB
Interpretation  No.  46(R)").  This Topic  amends  Interpretation
46(R)  and  requires  an  enterprise to perform  an  analysis  to
determine whether the enterprise's variable interest or interests
give  it  a controlling financial interest in a variable interest
entity  (VIE).  This analysis identifies the primary  beneficiary
of  a VIE as the enterprise

<PAGE> 20

                Management's Discussion & Analysis

that has both the power to direct the most significant activities
of a VIE and the obligation to absorb  losses  or  the  right  to
receive benefits from the VIE.

This   Topic  eliminates  the  quantitative  approach  previously
required  for  determining the primary beneficiary  of  the  VIE,
which  was  based  on  determining which enterprise  absorbs  the
majority of the entity's expected losses, receives a majority  of
the  entity's expected residual returns, or both. This Topic also
amends  Interpretation 46(R) to require ongoing reassessments  of
whether  an  enterprise is the primary beneficiary of a  variable
interest entity and requires certain additional disclosures about
the  VIE.   Seaboard will be required to adopt this Topic  as  of
January 1, 2010.  Management believes the adoption of this  Topic
will  not have a material impact on Seaboard's financial position
or net earnings.

Management  does not believe its businesses have been  materially
adversely affected by general inflation.

CRITICAL ACCOUNTING ESTIMATES

The  preparation  of  the  consolidated financial  statements  in
conformity with accounting principles generally accepted  in  the
United   States   requires  management  to  make  estimates   and
assumptions  that  affect  the reported  amounts  of  assets  and
liabilities   and  the  disclosure  of  contingent   assets   and
liabilities at the date of the consolidated financial  statements
and  the  reported  amounts of revenue and  expenses  during  the
reporting  period.   Actual  results  could  differ  from   those
estimates.   Management has identified the  accounting  estimates
believed  to be the most important to the portrayal of Seaboard's
financial  condition and results, and which require  management's
most  difficult,  subjective or complex  judgments,  often  as  a
result  of the need to make estimates about the effect of matters
that  are  inherently uncertain.  Management has  reviewed  these
critical  accounting estimates with the Audit  Committee  of  the
Board of Directors.  These critical accounting policies include:

Allowance  for  Doubtful  Accounts - Seaboard  primarily  uses  a
specific  identification approach, in management's best judgment,
to   evaluate   the  adequacy  of  this  reserve  for   estimated
uncollectible  receivables as of the consolidated  balance  sheet
date.   Changes  in estimates, developing trends  and  other  new
information  can  have a material effect on  future  evaluations.
Furthermore,  Seaboard's total current and long-term  receivables
are  heavily weighted toward foreign receivables ($181.6  million
or  59.7%  at December 31, 2009), including receivables due  from
foreign  affiliates  ($47.4 million at  December  31,  2009)  and
receivables in the Power segment, which generally represent  more
of  a collection risk than its domestic receivables.  Receivables
due   from  foreign  affiliates  are  generally  associated  with
entities  located in foreign countries considered underdeveloped,
as  discussed  below,  which  can experience  conditions  causing
sudden  changes to their ability to repay such receivables  on  a
timely  basis or in full.  For the Power segment, which  operates
in  the  Dominican Republic (DR), collection patterns  have  been
sporadic and are sometimes based upon negotiated settlements  for
past  due  receivables  resulting in material  revisions  to  the
allowance for doubtful accounts from year to year.  For  example,
currently the Power segment sells approximately 34% of its  power
generation  to  a government-owned distribution company  under  a
short-term contract that expires at the end of March 2010 and for
which  Seaboard bears a concentrated credit risk as this customer
is usually behind in its payments on account.  As of December 31,
2009,  this  customer account had billings outstanding  of  $12.8
million.    Future  collections of receivables  or  lack  thereof
could result in a material charge or credit to earnings depending
on  the ultimate resolution of each individual customer past  due
receivable.   Bad debt expense for the years ended  December  31,
2009,  2008  and  2007 was $2.1 million, $0.8  million  and  $1.4
million, respectively.

Valuation  of Inventories - Inventories are generally  valued  at
the  lower  of cost or market.  In determining market, management
makes  assumptions regarding replacement costs,  estimated  sales
prices,  estimated costs to complete, estimated  disposal  costs,
and  normal  profit margins.  For commodity trading  inventories,
when  contract  performance  by a  customer  becomes  a  concern,
management must also evaluate available options to dispose of the
inventory,   including  assumptions  about  potential  negotiated
changes  to sales contracts, sales prices in alternative  markets
in   various   foreign   countries  and  potentially   additional
transportation  costs.   At  times,  management   must   consider
probability   weighting  various  viable  alternatives   in   its
determination  of  the net realizable value of  the  inventories.
These assumptions and probabilities are subjective in nature  and
are  based on management's best estimates and judgments  existing
at  the time of preparation.  Changes in future market prices  of
grains  or  facts and circumstances could result  in  a  material
write-down  in value of inventory or increased future margins  on
the sale of inventory.

Impairment  of  Long-lived Assets - At each balance  sheet  date,
long-lived  assets, primarily property, plant and equipment,  are
reviewed  for  impairment when events or changes in circumstances
indicate  that  the  carrying  amount

<PAGE> 21

              Management's Discussion & Analysis

may not be recoverable.  Recoverability  of assets to be held and
used  is  measured  by a comparison of the carrying amount of the
asset to future net cash flows  expected  to  be generated by the
asset  group.   If  such assets  are  considered  to be impaired,
the  impairment  to  be  recognized  is measured by the amount by
which the carrying amount of the assets exceeds the fair value of
the assets.  Some of the key assumptions  utilized in determining
future  projected  cash flows  include   estimated  growth rates,
expected future sales prices and estimated  costs. In some cases,
judgment  is  also required in assigning probability weighting to
the various future cash flow scenarios. The probability weighting
percentages  used  and  the  various  future  projected cash flow
models  prepared  by   management   are   based   on   facts  and
circumstances  existing   at   the   time   of   preparation  and
management's best estimates and  judgment  of   future  operating
results.   Seaboard  cannot  predict  the  occurrence  of certain
future events that might adversely  affect the  reported value of
long-lived assets, which include  but  are  not  limited  to,   a
change in the business climate, government incentives, a negative
change in relationships with  significant  customers, and changes
to  strategic  decisions  made  in  response  to  economic    and
competitive conditions.  Changes in  these  facts,  circumstances
and  management's  estimates  and  judgment  could  result  in an
impairment of fixed assets resulting  in  a  material  charge  to
earnings.   See Note 6 to the Consolidated  Financial  Statements
for  further discussion on the  Pork  Segment  and  its  recorded
value  for  the  biodiesel processing  plant  of $43.2 million at
December 31, 2009.

Goodwill  and  Other  Intangible  Assets  -  Goodwill  and  other
indefinite-life  intangible assets, not subject to  amortization,
are  evaluated annually for impairment at the quarter-end closest
to the anniversary date of the acquisition, or more frequently if
circumstances indicate that impairment is likely.  The impairment
tests  require  management to make judgments in determining  what
assumptions to use in estimating fair value.  One of the  methods
used  by  Seaboard to determine fair value is the income approach
using  discounted future projected cash flows.  Some of  the  key
assumptions utilized in determining future projected  cash  flows
include estimated growth rates, expected future sales prices  and
costs,  and  future capital expenditures requirements.   In  some
cases,   judgment  is  also  required  in  assigning  probability
weighting  to  the  various  future  cash  flow  scenarios.   The
probability  weighting percentages used and  the  various  future
projected  cash flow models prepared by management are  based  on
facts  and circumstances existing at the time of preparation  and
management's  best  estimates and judgment  of  future  operating
results.   Seaboard  cannot  predict the  occurrence  of  certain
future  events that might adversely affect the reported value  of
goodwill  and indefinite-life intangible assets that may include,
but  are  not  limited  to, a change in the business  climate,  a
negative change in relationships with significant customers,  and
changes  to  strategic decisions, including decisions to  expand,
made in response to economic and competitive conditions.  Changes
in  these  facts,  circumstances and management's  estimates  and
judgment  could result in an impairment of goodwill and/or  other
intangible  assets  resulting in a material charge  to  earnings.
See  Note 2 to the Consolidated Financial Statements for  further
discussion regarding the Pork segment and its recorded intangible
asset  values related to Daily's, including an impairment  charge
of $7.0 million recorded in the fourth quarter of 2008 related to
Daily's  trade name.  At December 31, 2009, Seaboard had goodwill
of  $40.6  million  and other intangible assets  not  subject  to
amortization of $17.0 million.

Income Taxes - Income taxes are determined by management based on
current   tax   regulations  in  the  various  worldwide   taxing
jurisdictions  in  which  Seaboard  conducts  its  business.   In
various situations, accruals have been made for estimates of  the
tax  effects  for certain transactions, business structures,  the
estimated  reversal  of timing differences and  future  projected
profitability  of  Seaboard's various  business  units  based  on
management's interpretation of existing facts, circumstances  and
tax  regulations.   Should  new  evidence  come  to  management's
attention  which could alter previous conclusions  or  if  taxing
authorities  disagree with the positions taken by  Seaboard,  the
change  in  estimate  could  result  in  a  material  adverse  or
favorable   impact   on   the  financial   statements.    As   of
December  31,  2009, Seaboard has deferred tax  assets  of  $65.3
million,  net  of the valuation allowance of $28.6  million,  and
deferred tax liabilities of $114.4 million.  For the years  ended
December  31,  2009, 2008 and 2007, income tax  expense  included
$(11.5)    million,   $(6.3)   million   and   $(22.5)   million,
respectively, for deferred taxes to federal, foreign,  state  and
local taxing jurisdictions.

Accrued Pension Liability - The measurement of Seaboard's pension
liability  and  related  expense is dependent  on  a  variety  of
assumptions   and  estimates  regarding  future  events.    These
assumptions  include discount rates, assumed rate  of  return  on
plan  assets,  compensation increases, turnover rates,  mortality
rates and retirement rates.  The discount rate and return on plan
assets   are   important  elements  of  liability   and   expense
measurement and are reviewed on an annual basis.  The  effect  of
decreasing both the discount rate and assumed rate of  return  on
plan

<PAGE> 22

              Management's Discussion & Analysis

assets  by  50  basis  points  would  be an increase  in  pension
expense  of approximately $1.6 million per year.  The effects  of
actual  results  differing from the assumptions  (i.e.  gains  or
losses)  are  primarily accumulated in accrued pension  liability
and  amortized over future periods if it exceeds the 10% corridor
and,   therefore,  could  affect  Seaboard's  recognized  pension
expense in such future periods, as permitted under ASC Topic  715
(formerly  FAS  No.  87, "Employers' Accounting  for  Pensions").
Accordingly,  accumulated gains or losses in excess  of  the  10%
corridor are amortized over the average future service of  active
participants.   The unrecognized losses as of December  31,  2008
exceeded  this  10%  threshold as a  result  of  the  significant
investment  losses incurred during 2008.  As a result, Seaboard's
pension  expense  for its defined benefit pension  plan  for  its
salaried  and clerical employees increased by approximately  $3.1
million  for  2009 as compared to 2008 due to loss  amortization.
See  Note 10 to the Consolidated Financial Statements for further
discussion   of  management's  assumptions  and  projected   2010
expense.

DERIVATIVE INFORMATION

Seaboard is exposed to various types of market risks in its  day-
to-day  operations.   Primary market risk exposures  result  from
changing   commodity  prices,  freight  rates,  foreign  currency
exchange  rates  and  interest rates.  Although  used  to  manage
overall  market  risks, Seaboard does not perform  the  extensive
record-keeping required to account for derivative transactions as
hedges.   Management  believes it uses derivatives  primarily  as
economic  hedges  although  they do not  qualify  as  hedges  for
accounting  purposes.  Since these derivatives are not  accounted
for  as  hedges, fluctuations in the related prices could have  a
material  impact  on earnings in any given year.   From  time  to
time, Seaboard may enter into speculative derivative transactions
related to its market risks.

Changes  in  commodity prices affect the cost  of  necessary  raw
materials and other inventories, finished product sales and  firm
sales  commitments.   Seaboard uses  various  grain  and  oilseed
futures and options purchase contracts to manage certain risks of
increasing prices of raw materials and firm sales commitments  or
anticipated sales contracts.  Short sales contracts are then used
to   offset  the  open  purchase  derivatives  when  the  related
commodity  inventory is purchased in advance  of  the  derivative
maturity,  effectively offsetting the initial futures  or  option
purchase  contract.  From time to time, hog futures are  used  to
manage  risks  of  increasing prices of live  hogs  acquired  for
processing, and pork bellies and hog futures are used  to  manage
risks  of  fluctuating  prices of pork  product  inventories  and
related future sales.  From time to time, Seaboard may enter into
short  positions in energy related resources (i.e.  heating  oil,
crude oil, etc.) to manage certain exposures related to bioenergy
margins.   Inventories that are sensitive to changes in commodity
prices, including carrying amounts at December 31, 2009 and 2008,
are presented in Note 4 to the Consolidated Financial Statements.
Raw material requirements, finished product sales, and firm sales
commitments are also sensitive to changes in commodity prices.

From  time-to-time,  the Commodity Trading  and  Milling  segment
enters  into certain forward freight agreements, viewed as taking
long  positions  in the freight market as well as covering  short
freight sales, which may or may not result in actual losses  when
future trades are executed.  These forward freight agreements are
viewed  by  management as an economic hedge against the potential
of  future  rising  charter hire rates to  be  incurred  by  this
segment for bulk cargo shipping while conducting its business  of
delivering  grains to customers in many international  locations.
Forward  freight agreements had virtually no net  exposure  to  a
change in market price as the two open forward freight agreements
offset each other at December 31, 2008.  As of December 31, 2009,
there were no such agreements outstanding.

Because  changes  in foreign currency exchange rates  affect  the
cash paid or received on foreign currency denominated receivables
and payables, Seaboard manages certain of these risks through the
use of foreign currency forward exchange agreements.  Changes  in
interest rates affect the cash required to service variable  rate
debt.  From  time to time, Seaboard uses interest rate  swaps  to
manage risks of increasing interest rates.

In  December 2008 and again in March 2009, Seaboard entered  into
ten-year  interest  rate exchange agreements which  involves  the
exchange  of fixed-rate and variable-rate interest payments  over
the life of the agreements without the exchange of the underlying
notional  amounts  to  mitigate the effects  of  fluctuations  in
interest rates on variable rate debt.  Seaboard agreed to  pay  a
fixed  rate  and  receive  a variable rate  of  interest  on  two
notional  amounts of $25.0 million each.  In June 2009,  Seaboard
terminated  both interest rate exchange agreements with  a  total
notional value of $50.0 million.  As of December 31, 2009,  there
were no interest rate exchange agreements outstanding.

<PAGE> 23

                Management's Discussion & Analysis


The following table presents the sensitivity of the fair value of
Seaboard's  open  net  commodity  future  and  option  contracts,
forward  freight  agreements,  foreign  currency  contracts   and
interest  rate exchange agreements to a hypothetical 10%  adverse
change in market prices or in foreign exchange rates and interest
rates  as  of December 31, 2009 and December 31, 2008.   For  all
open derivatives, the fair value of such positions is a summation
of  the fair values calculated for each item by valuing each  net
position at quoted market prices as of the applicable date.

(Thousands of dollars)   December 31, 2009      December 31, 2008

Grains and oilseeds         $   9,808              $   5,788
Hogs and pork bellies             186                    868
Energy related resources          284                    253
Foreign currencies             23,080                 21,414
Interest rates                      -                    570

The table below provides information about Seaboard's non-trading
financial instruments sensitive to changes in interest  rates  at
December  31,  2009.   For debt obligations, the  table  presents
principal cash flows and related weighted average interest  rates
by expected maturity dates.  At December 31, 2009, long-term debt
included   foreign  subsidiary  obligations   of   $0.7   million
denominated  in  CFA francs (a currency used in  several  central
African  countries), $0.2 million payable in Argentine pesos  and
the  foreign  subsidiary  obligations denominated  in  Mozambique
metical  were  repaid in 2009.  At December 31,  2008,  long-term
debt  included  foreign subsidiary obligations  of  $1.1  million
denominated  in  CFA  francs, $0.3 million payable  in  Argentine
pesos,  and  $0.1  million  denominated  in  Mozambique  metical.
Weighted  average variable rates are based on rates in  place  at
the  reporting date.  Short-term instruments including short-term
investments, non-trade receivables and current notes payable have
carrying  values that approximate market and are not included  in
this table due to their short-term nature.

(Dollars in thousands) 2010   2011     2012    2013    2014 Thereafter   Total

Long-term debt:

 Fixed rate        $2,105   $1,477  $32,546  $  556  $  153   $     -   $36,837

 Average interest
  rate             11.33%    8.87%    7.03%  15.92%  15.92%         -     7.52%

 Variable rate     $  232   $    -  $     -  $    -  $7,800   $34,000   $42,032

 Average interest
  rate              7.00%        -        -       -   0.39%     0.41%     0.44%

Non-trading  financial  instruments  sensitive  to   changes   in
interest rates at December 31, 2008 consisted of fixed rate long-
term debt totaling $83.6 million with an average interest rate of
6.84%,  and  variable rate long-term debt totaling $42.1  million
with an average interest rate of 1.44%.

<PAGE> 24

Management's Responsibility for Consolidated Financial Statements

The  management  of  Seaboard Corporation  and  its  consolidated
subsidiaries (Seaboard) is responsible for the preparation of its
consolidated   financial  statements  and   related   information
appearing   in  this  report.   Management  believes   that   the
consolidated  financial  statements  fairly  present   Seaboard's
financial  position and results of operations in conformity  with
U.S.  generally  accepted accounting principles  and  necessarily
includes amounts that are based on estimates and judgments  which
it  believes  are reasonable based on current circumstances  with
due consideration given to materiality.

Management relies on a system of internal controls over financial
reporting  that is designed to provide reasonable assurance  that
assets  are  safeguarded, transactions are executed in accordance
with  company  policy  and  U.S.  generally  accepted  accounting
principles, and are properly recorded, and accounting records are
adequate  for  preparation  of  financial  statements  and  other
information and disclosures. The concept of reasonable  assurance
is  based on recognition that the cost of a control system should
not   exceed  the  benefits  expected  to  be  derived  and  such
evaluations  require  estimates and judgments.   The  design  and
effectiveness of the system are monitored by a professional staff
of internal auditors.

All  internal control systems, no matter how well designed,  have
inherent  limitations.  Internal control over financial reporting
is  a process that involves human diligence and compliance and is
subject to lapses in judgment and breakdowns resulting from human
failures.   Therefore,  even  those  systems  determined  to   be
effective  can provide only reasonable assurance with respect  to
financial statement preparation and presentation.

The  Board of Directors pursues its review of auditing,  internal
controls  and  financial statements through its audit  committee,
composed  entirely of independent directors.  In the exercise  of
its responsibilities, the audit committee meets periodically with
management,  with the internal auditors and with the  independent
registered public accounting firm to review the scope and results
of  audits.  Both the internal auditors and the registered public
accounting  firm have unrestricted access to the audit  committee
with or without the presence of management.

The  consolidated financial statements have been audited  by  the
independent registered public accounting firm of KPMG LLP.  Their
responsibility is to examine records and transactions related  to
the  consolidated financial statements to the extent required  by
the  standards of the Public Company Accounting Oversight  Board.
KPMG  has  rendered their opinion that the consolidated financial
statements  are  fairly presented, in all material  respects,  in
conformity  with  U.S. generally accepted accounting  principles.
Their report is included herein.

Management's Report on Internal Control over Financial Reporting

The  management  of  Seaboard Corporation  and  its  consolidated
subsidiaries  (Seaboard)  is  responsible  for  establishing  and
maintaining  adequate internal control over financial  reporting,
as  such  term is defined in Exchange Act Rule 13a-15(f).   Under
the  supervision and with the participation of management and its
Internal  Audit Department, Seaboard conducted an  evaluation  of
the   effectiveness  of  its  internal  control  over   financial
reporting based on the framework in Internal Control - Integrated
Framework issued by the Committee of Sponsoring Organizations  of
the  Treadway  Commission (COSO).  Based on its evaluation  under
the   framework  in  Internal  Control  -  Integrated  Framework,
management  concluded  that  Seaboard's  internal  control   over
financial reporting was effective as of December 31, 2009.

Seaboard's  registered independent public accounting  firm,  that
audited  the  consolidated financial statements included  in  the
annual report, has issued an audit report on the effectiveness of
Seaboard's  internal  control over  financial  reporting.   Their
report is included herein.

<PAGE> 25

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders
Seaboard Corporation:

We  have audited the accompanying consolidated balance sheets  of
Seaboard  Corporation  and  subsidiaries  (the  Company)  as   of
December   31,  2009  and  2008,  and  the  related  consolidated
statements  of  earnings, changes in equity, and cash  flows  for
each    of   the   years   in   the   three-year   period   ended
December  31,  2009. These consolidated financial statements  are
the    responsibility   of   the   Company's   management.    Our
responsibility  is  to express an opinion on  these  consolidated
financial statements based on our audits.

We  conducted our audits in accordance with the standards of  the
Public Company Accounting Oversight Board (United States).  Those
standards  require that we plan and perform the audit  to  obtain
reasonable  assurance about whether the financial statements  are
free of material misstatement. An audit includes examining, on  a
test  basis,  evidence supporting the amounts and disclosures  in
the  financial  statements. An audit also includes assessing  the
accounting  principles  used and significant  estimates  made  by
management, as well as evaluating the overall financial statement
presentation.  We  believe that our audits provide  a  reasonable
basis for our opinion.

In our opinion, the consolidated financial statements referred to
above  present  fairly, in all material respects,  the  financial
position   of  Seaboard  Corporation  and  subsidiaries   as   of
December  31, 2009 and 2008, and the results of their  operations
and  their  cash  flows for each of the years in  the  three-year
period ended December 31, 2009, in conformity with U.S. generally
accepted accounting principles.

We  also  have audited, in accordance with the standards  of  the
Public   Company  Accounting  Oversight  Board  (United  States),
Seaboard  Corporation's internal control over financial reporting
as  of  December  31,  2009,  based on  criteria  established  in
Internal  Control - Integrated Framework issued by the  Committee
of  Sponsoring  Organizations of the Treadway Commission  (COSO),
and  our  report  dated  March 5, 2010 expressed  an  unqualified
opinion  on  the effectiveness of the Company's internal  control
over financial reporting.

                                   /s/KPMG LLP

Kansas City, Missouri
March 5, 2010

<PAGE> 26


Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders
Seaboard Corporation:

We  have  audited  Seaboard Corporation's internal  control  over
financial  reporting as of December 31, 2009, based  on  criteria
established  in Internal Control-Integrated Framework  issued  by
the   Committee  of  Sponsoring  Organizations  of  the  Treadway
Commission   (COSO).   Seaboard   Corporation's   management   is
responsible  for  maintaining  effective  internal  control  over
financial  reporting and for its assessment of the  effectiveness
of  internal  control over financial reporting, included  in  the
accompanying  "Management's  Report  on  Internal  Control   over
Financial Reporting". Our responsibility is to express an opinion
on  the Company's internal control over financial reporting based
on our audit.

We  conducted our audit in accordance with the standards  of  the
Public Company Accounting Oversight Board (United States).  Those
standards  require that we plan and perform the audit  to  obtain
reasonable  assurance  about whether effective  internal  control
over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control
over  financial  reporting, assessing the risk  that  a  material
weakness  exists,  and  testing and  evaluating  the  design  and
operating effectiveness of internal control based on the assessed
risk.   Our  audit also included performing such other procedures
as  we considered necessary in the circumstances. We believe that
our audit provides a reasonable basis for our opinion.

A  company's  internal  control over  financial  reporting  is  a
process  designed to provide reasonable assurance  regarding  the
reliability  of  financial  reporting  and  the  preparation   of
financial  statements for external purposes  in  accordance  with
generally  accepted accounting principles.  A company's  internal
control  over  financial reporting includes  those  policies  and
procedures  that (1) pertain to the maintenance of records  that,
in   reasonable  detail,  accurately  and  fairly   reflect   the
transactions  and dispositions of the assets of the company;  (2)
provide  reasonable assurance that transactions are  recorded  as
necessary  to  permit  preparation  of  financial  statements  in
accordance  with  generally accepted accounting  principles,  and
that receipts and expenditures of the company are being made only
in  accordance with authorizations of management and directors of
the  company;  and  (3)  provide reasonable  assurance  regarding
prevention or timely detection of unauthorized acquisition,  use,
or disposition of the company's assets that could have a material
effect on the financial statements.

Because  of  its  inherent  limitations,  internal  control  over
financial  reporting  may  not prevent or  detect  misstatements.
Also,  projections of any evaluation of effectiveness  to  future
periods  are  subject  to  the  risk  that  controls  may  become
inadequate  because of changes in conditions, or that the  degree
of compliance with the policies or procedures may deteriorate.

In  our opinion, Seaboard Corporation maintained, in all material
respects,  effective internal control over financial reporting as
of  December 31, 2009, based on criteria established in  Internal
Control-Integrated   Framework  issued  by   the   Committee   of
Sponsoring Organizations of the Treadway Commission.

We  also  have audited, in accordance with the standards  of  the
Public  Company Accounting Oversight Board (United  States),  the
consolidated   balance   sheets  of  Seaboard   Corporation   and
subsidiaries  as of December 31, 2009 and 2008, and  the  related
consolidated statements of earnings, changes in equity  and  cash
flows  for  each  of  the  years in the three-year  period  ended
December  31, 2009, and our report dated March 5, 2010  expressed
an   unqualified   opinion   on  those   consolidated   financial
statements.


                                      /s/KPMG LLP


Kansas City, Missouri
March 5, 2010

<PAGE> 27

                             SEABOARD CORPORATION
                       Consolidated Statement of Earnings

                                                   Years ended December 31,
(Thousands of dollars except per share amounts)   2009       2008       2007

Net sales:

Products (includes sales to foreign
  affiliates of $543,066, $587,922
  and $299,174)                               $2,718,736 $3,144,432 $2,268,310
Service revenues                                 775,498    993,942    851,038
Other                                            107,074    129,430     93,953
 Total net sales                               3,601,308  4,267,804  3,213,301

Cost of sales and operating expenses:
Products                                       2,619,396  3,005,924  2,120,412
Services                                         671,598    847,956    667,146
Other                                             92,701    116,253     83,769
 Total cost of sales and operating expenses    3,383,695  3,970,133  2,871,327

Gross income                                     217,613    297,671    341,974

Selling, general and administrative expenses     193,890    175,862    172,059

 Operating income                                 23,723    121,809    169,915

Other income (expense):
   Interest expense                              (13,158)   (15,354)   (12,588)
   Interest income                                17,336     14,939     18,867
   Income from foreign affiliates                 20,158     13,084      3,874
   Foreign currency gain (loss), net               2,432    (19,713)       120
   Other investment income, net                   15,500      7,522      6,065
   Gain on disputed sale, net of expenses         16,787          -          -
   Miscellaneous, net                              6,463      2,539      5,192
    Total other income, net                       65,518      3,017     21,530

Earnings before income taxes                      89,241    124,826    191,445

Income tax benefit (expense)                       2,276     22,689    (10,177)

Net earnings                                  $   91,517 $  147,515 $  181,268
  Less: Net (income) loss attributable to
   noncontrolling interests                          965       (596)        64

Net earnings attributable to Seaboard         $   92,482 $  146,919 $  181,332


Earnings per common share                     $    74.74 $   118.19 $   144.15

Weighted average shares outstanding            1,237,452  1,243,087  1,257,901

Dividends declared per common share           $     3.00 $     3.00 $     3.00

        See accompanying notes to consolidated financial statements.

<PAGE> 28

                             SEABOARD CORPORATION
                          Consolidated Balance Sheets

                                                             December 31,
(Thousands of dollars except per share amounts)           2009          2008

                                Assets

Current assets:

   Cash and cash equivalents                          $   61,857    $   60,594

   Short-term investments                                407,351       312,680

   Receivables:
      Trade                                              194,764       207,534
      Due from foreign affiliates                         47,352       100,434
      Other                                               35,861        60,012
                                                         277,977       367,980
      Allowance for doubtful accounts                     (7,330)       (7,303)
        Net receivables                                  270,647       360,677

   Inventories                                           498,587       508,995

   Deferred income taxes                                  10,490        14,195

   Deferred costs                                         95,788        20,546

   Other current assets                                   80,582        94,167

        Total current assets                           1,425,302     1,371,854

Investments in and advances to foreign affiliates         82,232        68,091

Net property, plant and equipment                        691,343       763,675

Goodwill                                                  40,628        40,628

Intangible assets, net                                    20,676        22,285

Other assets                                              76,952        64,828

Total Assets                                          $2,337,133    $2,331,361

                 Liabilities and Stockholders' Equity

Current liabilities:

   Notes payable to banks                             $   81,262    $  177,205

   Current maturities of long-term debt                    2,337        47,054

   Accounts payable                                      141,193       122,869

   Accrued compensation and benefits                      84,165        72,857

   Deferred revenue                                      112,889        50,252

   Accrued voyage costs                                   33,874        48,382

   Other accrued liabilities                              62,320        73,472

      Total current liabilities                          518,040       592,091

Long-term debt, less current maturities                   76,532        78,560

Deferred income taxes                                     59,546        81,205

Accrued pension liability                                 64,161        70,920

Other liabilities                                         73,435        45,007

      Total non-current and deferred liabilities         273,674       275,692

Commitments and contingent liabilities

Stockholders' equity:

   Common stock of $1 par value.  Authorized 1,250,000
    and 4,000,000 shares; issued and outstanding
    1,236,758 and 1,240,426 shares                         1,237         1,240

   Accumulated other comprehensive loss                 (114,786)     (111,703)

   Retained earnings                                   1,655,222     1,569,818

Total Seaboard stockholders' equity                    1,541,673     1,459,355

   Noncontrolling interests                                3,746         4,223

Total equity                                           1,545,419     1,463,578

Total Liabilities and Stockholders' Equity            $2,337,133    $2,331,361

         See accompanying notes to consolidated financial statements.

<PAGE> 29

                                  SEABOARD CORPORATION
                          Consolidated Statement of Cash Flows

                                                   Years ended December 31,
(Thousands of dollars)                            2009      2008        2007

   Cash flows from operating activities:

   Net earnings                                $  91,517 $ 147,515 $   181,268

   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization              91,841    90,381      79,221
       Income from foreign affiliates            (20,158)  (13,084)     (3,874)
       Dividends received from foreign affiliates  7,906     1,333       1,954
       Other investment income, net              (15,500)   (7,522)     (6,065)
       Foreign currency exchange losses            6,578    19,606       4,496
       Deferred income taxes                     (15,298)   (7,602)    (26,740)
       Loss (gain) from sale of fixed assets         530        39      (1,285)
       Gain on disputed sale, net of expenses    (16,787)        -           -
       Intangible asset impairment charge              -     7,000           -
   Changes in current assets and liabilities,
     net of portion of operations sold and
     business acquired:
        Receivables, net of allowance             93,861   (14,518)    (80,360)
        Inventories                                1,552  (119,859)    (52,699)
        Other current assets                     (58,823)  (44,344)    (20,968)
        Current liabilities, exclusive of debt    69,738    43,264      63,255
   Other, net                                      9,400     9,057       7,630
Net cash from operating activities               246,357   111,266     145,833

   Cash flows from investing activities:
   Purchase of short-term investments           (346,522) (287,411) (1,683,849)
   Proceeds from the sale of short-term
    investments                                  211,403   204,494   1,851,589
   Proceeds from the maturity of short-term
    investments                                   66,842    61,675      24,842
   Purchase of long-term investments              (3,108)        -      (2,000)
   Investments in and advances to foreign
    affiliates, net                                   71      (710)    (15,192)
   Capital expenditures                          (54,276) (134,634)   (164,173)
   Repurchase of noncontrolling interest in a
    controlled subsidiary                              -         -     (61,260)
   Proceeds from the sale of fixed assets          3,255     4,412       4,148
   Payment received for the potential sale of
    power barges                                  15,000         -           -
   Net proceeds from disputed sale                16,787         -           -
   Other, net                                         46      (442)     (4,754)
Net cash from investing activities               (90,502) (152,616)    (50,649)

   Cash flows from financing activities:
   Notes payable to banks, net                   (95,072)   79,354      19,111
   Principal payments of long-term debt          (46,914)  (11,679)    (63,536)
   Repurchase of common stock                     (3,370)   (5,012)    (30,488)
   Dividends paid                                 (3,711)   (3,728)     (3,765)
   Dividends paid to noncontrolling interests       (112)     (104)       (136)
   Other, net                                       (291)   (1,081)          -
Net cash from financing activities              (149,470)   57,750     (78,814)

Effect of exchange rate change on cash            (5,122)   (3,152)       (393)

Net change in cash and cash equivalents            1,263    13,248      15,977

Cash and cash equivalents at beginning of year    60,594    47,346      31,369

Cash and cash equivalents at end of year       $  61,857 $  60,594 $    47,346

          See accompanying notes to consolidated financial statements.

<PAGE> 30

<TABLE>
<CAPTION>
                                                         SEABOARD CORPORATION
                                               Consolidated Statement of Changes in Equity

                                                                           Accumulated
                                                                              Other
                                                Common    Additional      Comprehensive    Retained   Noncontrolling
(Thousands of dollars except per share amounts)  Stock      Capital            Loss        Earnings      Interest        Total
<S>                                             <C>        <C>              <C>           <C>            <C>           <C>
Balances, January 1, 2007                       $ 1,261    $ 21,574         $ (82,493)    $1,262,965     $ 39,103      $1,242,410
Comprehensive income:
   Net earnings                                                                              181,332          (64)        181,268
   Other comprehensive income net
     of income tax expense of $(2,492):
       Foreign currency translation adjustment                                 (2,908)                                     (2,908)
       Unrealized gain on investments                                            (212)                                       (212)
       Unrecognized pension cost                                                7,059                                       7,059
       Unrealized loss on cash flow hedges                                         55                                          55
       Amortization of deferred
         gains on interest rate swaps                                            (152)                                       (152)
                  Total Comprehensive income                                                                              185,110
Purchase of noncontrolling interests                                                                      (37,932)        (37,932)
Dividends paid to noncontrolling interests                                                                   (136)           (136)
Repurchase of Common Stock                          (17)    (21,574)                          (8,897)                     (30,488)
Dividends on common stock                                                                     (3,765)                      (3,765)
Balances, December 31, 2007                       1,244           -           (78,651)     1,431,635          971       1,355,199

Comprehensive income:
   Net earnings                                                                              146,919          596         147,515
   Other comprehensive income net
     of income tax benefit of $11,525:
       Foreign currency translation adjustment                                 (9,492)                                     (9,492)
       Unrealized gain on investments                                             632                                         632
       Unrecognized pension cost                                              (24,192)                                    (24,192)
                  Total Comprehensive income                                                                              114,463
Addition of noncontrolling interests                                                                        2,760           2,760
Dividends paid to noncontrolling interests                                                                   (104)           (104)
Repurchase of Common Stock                           (4)                                      (5,008)                      (5,012)
Dividends on common stock                                                                     (3,728)                      (3,728)
Balances, December 31, 2008                       1,240           -          (111,703)     1,569,818        4,223       1,463,578

Comprehensive income:
   Net earnings                                                                               92,482         (965)         91,517
   Other comprehensive income net
     of income tax benefit of $3,206:
       Foreign currency translation adjustment                                 (9,365)                                     (9,365)
       Unrealized gain on investments                                             798                                         798
       Unrecognized pension cost                                                5,484                                       5,484
                  Total Comprehensive income                                                                               88,434
Addition of noncontrolling interests                                                                          600             600
Dividends paid to noncontrolling interests                                                                   (112)           (112)
Repurchase of Common Stock                           (3)          -                 -         (3,367)                      (3,370)
Dividends on common stock                                                                     (3,711)                      (3,711)
Balances, December 31, 2009                     $ 1,237    $      -         $(114,786)    $1,655,222     $  3,746      $1,545,419
<FN>
                                          See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE> 31

          Notes to Consolidated Financial Statements

Note 1

Summary of Significant Accounting Policies

Operations of Seaboard Corporation and its Subsidiaries

Seaboard  Corporation  and  its  subsidiaries  (Seaboard)  is   a
diversified   international   agribusiness   and   transportation
company.  In the United States, Seaboard is primarily engaged  in
pork   production   and  processing,  and  ocean  transportation.
Overseas,    Seaboard   is   primarily   engaged   in   commodity
merchandising, grain processing, sugar production,  and  electric
power  generation.   Seaboard Flour LLC  and  SFC  Preferred  LLC
(Parent   Companies)  are  the  owners  of  72.3%  of  Seaboard's
outstanding common stock.

Principles of Consolidation and Investments in Affiliates

The  consolidated financial statements include  the  accounts  of
Seaboard  Corporation and its domestic and foreign  subsidiaries.
All  significant intercompany balances and transactions have been
eliminated   in  consolidation.   Investments  in  non-controlled
foreign  affiliates  are  accounted for  by  the  equity  method.
Financial  information  from  certain  foreign  subsidiaries  and
affiliates is reported on a one- to three-month lag depending  on
the specific entity.

Short-term Investments

Short-term  investments  are  retained  for  future  use  in  the
business  and  may include money market accounts, municipal  debt
securities, corporate bonds and U.S. government obligations  and,
on  a  limited basis, foreign government bonds, high yield bonds,
currency  futures  and  domestic equity securities.   Investments
held  by Seaboard that are categorized as available-for-sale  are
reported   at  their  estimated  fair  value  with  any   related
unrealized  gains and losses reported net of tax, as a  component
of  accumulated other comprehensive income.  Investments held  by
Seaboard  that are categorized as trading securities are reported
at  their  estimated  fair value with any  unrealized  gains  and
losses  included  in other investment income on the  Consolidated
Statement  of Earnings.  Debt securities that are categorized  as
held  to  maturity,  are  recorded at amortized  cost,  which  is
adjusted  for amortization of premiums and accretion of discounts
to  maturity.  Such amortization is included in interest  income.
Gains  and losses on sale of investments are generally  based  on
the specific identification method.

Accounts Receivable

Accounts  receivable  are  recorded at the  invoiced  amount  and
generally  do  not  bear interest.  The Power  segment,  however,
collects  interest on certain past due accounts and the Commodity
Trading  and Milling segment provides extended payment terms  for
certain   customers   and/or  markets  due  to   local   business
conditions.   The allowance for doubtful accounts  is  Seaboard's
best  estimate of the amount of probable credit losses.  For most
operating  segments,  Seaboard  uses  a  specific  identification
approach  to determine, in management's judgment, the  collection
value  of  certain past due accounts based on contractual  terms.
For  the  Marine segment, the allowance for doubtful accounts  is
based  on  an  aging  percentage methodology primarily  based  on
historical write-off experience.  Seaboard reviews its  allowance
for  doubtful accounts monthly.  Account balances are charged off
against  the  allowance after all means of collection  have  been
exhausted and the potential for recovery is considered remote.

Inventories

Seaboard  uses  the lower of last-in, first-out  (LIFO)  cost  or
market  for  determining inventory cost of live hogs, fresh  pork
product and related materials.  Grain, flour and feed inventories
at foreign milling operations are valued at the lower of weighted
average cost or market.  All other inventories, including further
processed  pork  products, are valued at the lower  of  first-in,
first-out (FIFO) cost or market.

Deferred Costs

Deferred  costs  represent inventory delivered to  customers  and
related shipping costs incurred for certain commodity trades that
Seaboard  has  received the majority of payments for  the  trades
(which  are  recorded  as  deferred revenues)  but  has  not  yet
recognized  as revenue as the final sale price is not  yet  fixed
and  determinable.   The corresponding deferred  margin  on  such
trades is not deemed material.

Property, Plant and Equipment

Property,  plant and equipment are carried at cost and are  being
depreciated  generally on the straight-line  method  over  useful
lives  ranging from 3 to 30 years.  Property, plant and equipment
leases  which  are deemed to be installment purchase  obligations
have  been  capitalized and included in the property,  plant  and
equipment  accounts.   Routine  and  planned  major  maintenance,
repairs, and minor renewals are expensed as incurred while  major
renewals and improvements are capitalized.

<PAGE> 32

            Notes to Consolidated Financial Statements

Impairment of Long-lived Assets

Long-lived  assets, primarily property, plant and equipment,  are
reviewed  for  impairment when events or changes in circumstances
indicate  that  the  carrying  amount  may  not  be  recoverable.
Recoverability  of assets to be held and used is  measured  by  a
comparison  of  the  carrying  amount  of  the  asset  to  future
undiscounted  net  cash flows expected to  be  generated  by  the
asset.   If  such  assets  are determined  to  be  impaired,  the
impairment  to be recognized is measured by the amount  by  which
the  carrying  amount of the assets exceeds  the  estimated  fair
value  of  the assets.  Assets to be disposed of are reported  at
the  lower  of  the carrying amount or fair value less  costs  to
sell.  See Note 6 for further discussion on the Pork Segment  and
its recorded value of the biodiesel processing plant.

Goodwill and Other Intangible Assets

Goodwill   and  other  indefinite-life  intangible   assets   are
evaluated  annually for impairment at the quarter-end closest  to
the  anniversary date of the acquisition, or more  frequently  if
circumstances  indicate  that impairment  is  likely.   Separable
intangible  assets  with finite lives are  amortized  over  their
estimated useful lives.  Any one event or a combination of events
such  as  change  in the business climate, a negative  change  in
relationships   with  significant  customers,  and   changes   to
strategic  decisions,  including decisions  to  expand,  made  in
response  to economic or competitive conditions could require  an
interim  assessment prior to the next required annual assessment.
The  most  recent impairment tests performed and  current  market
conditions indicated goodwill and other intangible assets are not
impaired as of December 31, 2009.  However, future conditions and
marketplace   changes  could  significantly  impact   prospective
determinations of estimated cash flows as of December 31, 2009.

Accrued Self-Insurance

Seaboard  is  self-insured  for certain  levels  of  general  and
vehicle   liability,  property,  workers'  compensation,  product
recall  and  health  care  coverage.  The  cost  of  these  self-
insurance  programs  is accrued based upon estimated  settlements
for  known  and  anticipated claims.   Changes  in  estimates  to
previously  recorded reserves are reflected in current  operating
results.

Deferred Grants

Included  in other liabilities at December 31, 2009 and 2008  was
$6,469,000 and $6,894,000, respectively, of deferred grants.  The
deferred  grants represent economic development funds contributed
by  government  entities that were limited to construction  of  a
pork  processing  facility in Guymon, Oklahoma.  Deferred  grants
are  being amortized as a reduction of depreciation expense  over
the life of the assets acquired with the funds.

Asset Retirement Obligation

Seaboard  has recorded long-lived assets and a related  liability
for  the  asset retirement obligation costs associated  with  the
closure  of the hog lagoons it is legally obligated to  close  in
the future should Seaboard cease operations or plan to close such
lagoons voluntarily in accordance with a changed operating  plan.
Based on detailed assessments and appraisals obtained to estimate
the future retirement costs, Seaboard has determined and recorded
the  present  value  of the projected costs in non-current  other
liabilities   on  the  Consolidated  Balance  Sheet,   with   the
retirement  asset  depreciated over  the  economic  life  of  the
related  asset.   For  2009, the adjustment to  existing  lagoons
relates  to  changes  in  certain state  regulations  for  lagoon
closures.   The following table shows the changes  in  the  asset
retirement obligation during 2009 and 2008.

                                               Years ended December 31,
(Thousands of dollars)                               2009     2008

Beginning balance                                  $ 8,846   $8,117

Accretion expense                                      652      602

Liability for additional lagoons placed in service       -      127

Adjustment to existing lagoons                       1,592        -

Ending balance                                     $11,090   $8,846

<PAGE> 33

          Notes to Consolidated Financial Statements

Income Taxes

Deferred income taxes are recognized for the tax consequences  of
temporary  differences by applying enacted  statutory  tax  rates
applicable  to future years to differences between the  financial
statement  carrying amounts and the tax bases of existing  assets
and   liabilities.   However,  in  the  future  as  these  timing
differences  reverse,  a  lower  statutory  tax  rate  may  apply
pursuant  to  the  provisions for domestic manufacturers  of  the
American Jobs Creation Act of 2004.  In accordance with Financial
Accounting   Standards   Board   (FASB)   Accounting    Standards
Codification (ASC) Topic 740-10-55 (formerly FASB Staff  Position
No. 109-1, "Application of FASB Statement No. 109, Accounting for
Income  Taxes,  to  the  Tax Deduction  on  Qualified  Production
Activities Provided by the American Jobs Creation Act of  2004"),
Seaboard will recognize the benefit or cost of this change in the
future.

Revenue Recognition

Revenue  of the containerized cargo service is recognized ratably
over  the  transit time for each voyage with expenses  associated
with  containerized cargo service being recognized  as  incurred.
Revenue of the commodity trading business is recognized when  the
commodity  is delivered to the customer, collection is reasonably
assured,  and the sales price is fixed or determinable.  Revenues
from  all  other commercial exchanges are recognized at the  time
products  are  shipped or delivered in accordance  with  shipping
terms  or  services  rendered, the customer takes  ownership  and
assumes  risk of loss, collection is reasonably assured  and  the
sales price is fixed or determinable.  As a result of a marketing
agreement with Triumph Foods, beginning in 2006, Seaboard's sales
prices  for  its pork products included in product  revenues  are
primarily  based on a margin sharing arrangement  that  considers
the  average  sales  price  and mix of products  sold  from  both
Seaboard's  and  Triumph Foods' hog processing plants.   Seaboard
earns a fee for marketing the pork products of Triumph Foods  and
recognizes  this fee as service revenue primarily  based  on  the
number of head processed by Triumph Foods.

Use of Estimates

The  preparation  of  the  consolidated financial  statements  in
conformity  with  U.S.  generally accepted accounting  principles
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities, the disclosure of
contingent assets and liabilities at the date of the consolidated
financial  statements and the reported amounts  of  revenues  and
expenses  during  the  reporting period.   Actual  results  could
differ from those estimates.

Earnings Per Common Share

Earnings  per  common share are based upon the  weighted  average
shares outstanding during the period.  Basic and diluted earnings
per share are the same for all periods presented.

Cash and Cash Equivalents

For  purposes  of  the  consolidated statements  of  cash  flows,
management   considers   all  demand   deposits   and   overnight
investments  as  cash  equivalents.   Net  cash  from   operating
activities  was increased and net cash from investing  activities
was  decreased  from prior year presentation  by  $1,333,000  and
$1,954,000  for  2008 and 2007, respectively, to conform  to  the
2009  presentation of dividends received from foreign affiliates.
The  following  table  shows the amounts paid  for  interest  and
income taxes.
                                           Years ended December 31,
(Thousands of dollars)                     2009       2008     2007

Interest (net of amounts capitalized)   $ 13,845   $ 14,037 $ 11,733
Income taxes (net of refunds)            (10,542)    10,815   20,993

Supplemental Noncash Transactions

As more fully described in Note 13, in May 2009 Seaboard received
sovereign government bonds of the Dominican Republic with  a  par
value  of $20,000,000 denominated in U.S. dollars to satisfy  the
same  amount  of  outstanding billings owed by  a  customer  that
Seaboard had classified as long-term.  During the fourth  quarter
of 2009, Seaboard sold a portion of these bonds with par value of
$9,700,000.  At December 31, 2009, the remaining $10,300,000  par
value  of  bonds are classified as available-for-sale short  term
investments  on  the Consolidated Balance Sheet.  During  January
and February 2010, Seaboard sold the remaining bonds resulting in
an immaterial loss.

<PAGE> 34

          Notes to Consolidated Financial Statements

As more fully described in Note 2, Seaboard repurchased the 4.74%
equity  interest in Seaboard Foods LLC from the former owners  of
Daily's   effective  January  1,  2007.   The   following   table
summarizes   the  non-cash  transactions  resulting   from   this
repurchase.

                                                   Year ended
(Thousands of dollars)                          December 31, 2007

Increase in fixed assets                              $    7,976
Increase in intangible assets                              3,745
Increase in goodwill                                      12,256
Decrease in non-controlling interest                      37,933
Increase in deferred income tax liability                   (650)
Cash paid                                             $   61,260

In  the  fourth  quarter  of  2007, the  Power  segment  received
$4,500,000  of  fixed assets for the settlement of a  receivable,
not  related  to  its business and purchased at a  discount,  and
recognized  a  gain  of $3,596,000 included in  other  investment
income.

Foreign Currency Transactions and Translation

Seaboard has operations in and transactions with customers  in  a
number  of  foreign countries.  The currencies of  the  countries
fluctuate  in relation to the U.S. dollar.  Certain of the  major
contracts  and  transactions, however, are  denominated  in  U.S.
dollars.  In addition, the value of the U.S. dollar fluctuates in
relation  to  the  currencies  of  countries  where  certain   of
Seaboard's foreign subsidiaries and affiliates primarily  conduct
business.   These  fluctuations  result  in  exchange  gains  and
losses.   The  activities  of  these  foreign  subsidiaries   and
affiliates  are  primarily conducted with  U.S.  subsidiaries  or
operate  in  hyper-inflationary environments.  As a  result,  the
financial   statements  of  certain  foreign   subsidiaries   and
affiliates  are  re-measured  using  the  U.S.  dollar   as   the
functional  currency.  Included in foreign currency gain  (loss),
net  for the years ended December 31, 2009, 2008 and 2007  was  a
foreign  currency gain of $4,794,000, a foreign currency loss  of
$(4,575,000)   and  a  foreign  currency  gain   of   $1,000,000,
respectively.     These  losses  and  gains   reflect   the   re-
measurements  as of December 31, 2008 and 2007 of a note  payable
denominated in Japanese Yen, as discussed in Note 8, of a foreign
consolidated subsidiary accounted for on a one-month  lag  except
for this re-measurement of this note payable.  The currency gains
for 2009 and 2007 and losses for 2008 were primarily offset by  a
mark-to-market currency loss for December in 2009 and 2007 and  a
gain  in  December  for 2008 from a foreign  currency  derivative
contract  discussed  in  Note 9.  The note  payable  and  related
foreign currency derivative were terminated in December 2009.

Seaboard's   Sugar   segment  and  three   non-controlled,   non-
consolidated foreign affiliates (milling businesses in  Colombia,
Kenya  and  Lesotho),  use  local currency  as  their  functional
currency.   Assets  and  liabilities of  these  subsidiaries  are
translated to U.S. dollars at year-end exchange rates, and income
and  expense  items are translated at average rates.  Translation
gains   and   losses   are  recorded  as  components   of   other
comprehensive  loss.   U.S.  dollar  denominated  net  asset   or
liability conversions to the local currency are recorded  through
income.

Derivative Instruments and Hedging Activities

Seaboard   recognizes  all  derivatives  as  either   assets   or
liabilities at their fair values.  Accounting for changes in  the
fair  value  of  a  derivative depends  on  its  designation  and
effectiveness.  Derivatives qualify for treatment as  hedges  for
accounting purposes when there is a high correlation between  the
change in fair value of the instrument and the related change  in
value  of  the  underlying commitment.  In order to  designate  a
derivative   financial  instrument  as  a  hedge  for  accounting
purposes,  extensive record keeping is required.  For derivatives
that  qualify  as hedges for accounting purposes, the  change  in
fair  value  has  no net impact on earnings, to  the  extent  the
derivative  is considered effective, until the hedged transaction
affects  earnings.   For derivatives that are not  designated  as
hedging   instruments  for  accounting  purposes,  or   for   the
ineffective portion of a hedging instrument, the change  in  fair
value does affect current period net earnings.

Seaboard  holds  and  issues  certain derivative  instruments  to
manage   various  types  of  market  risks  from  its  day-to-day
operations  primarily  including  commodity  futures  and  option
contracts and foreign currency exchange agreements, and from time-
to-time,  forward freight agreements and interest  rate  exchange
agreements.   While management believes each of these instruments
primarily are entered into in order to effectively manage various
market  risks,  as

<PAGE> 35

          Notes to Consolidated Financial Statements

of December 31, 2009, none of the  derivatives are designated and
accounted  for  as  hedges primarily as a result of the extensive
record-keeping requirements.  From time  to  time,  Seaboard  may
enter  into  speculative  derivative  transactions related to its
market risks.

New Accounting Standards

In  June  2009,  the  FASB  issued  ASC  Topic  810-10  (formerly
Financial Accounting Standard (FAS) No. 167 "Amendments  to  FASB
Interpretation  No.  46(R)").  This Topic  amends  Interpretation
46(R)  and  requires  an  enterprise to perform  an  analysis  to
determine whether the enterprise's variable interest or interests
give  it  a controlling financial interest in a variable interest
entity  (VIE).  This analysis identifies the primary  beneficiary
of  a VIE as the enterprise that has both the power to direct the
most significant activities of a VIE and the obligation to absorb
losses or the right to receive benefits from the VIE.

This   Topic  eliminates  the  quantitative  approach  previously
required  for  determining the primary beneficiary  of  the  VIE,
which  was  based  on  determining which enterprise  absorbs  the
majority of the entity's expected losses, receives a majority  of
the  entity's expected residual returns, or both. This Topic also
amends  Interpretation 46(R) to require ongoing reassessments  of
whether  an  enterprise is the primary beneficiary of a  variable
interest entity and requires certain additional disclosures about
the  VIE.   Seaboard will be required to adopt this Topic  as  of
January 1, 2010.  Management believes the adoption of this  Topic
will  not have a material impact on Seaboard's financial position
or net earnings.

Recently Adopted Accounting Standards

Seaboard adopted FASB ASC Topic 810-10-65 (formerly FAS No.  160,
"Noncontrolling Interests in Consolidated Financial Statements  -
an  amendment of ARB No. 51") as of January 1, 2009.  This  Topic
changed  the  accounting  and reporting for  minority  interests,
which  are now recharacterized as noncontrolling interests.   The
noncontrolling  interests are now classified as  a  component  of
equity.    Noncontrolling  interests  are   included   in   total
stockholder's  equity  for  all  years  stockholder's  equity  is
presented.   This  Topic  did  not  have  a  material  impact  on
Seaboard's financial position or net earnings.

Note 2

Acquisitions and Repurchase of Noncontrolling Interest

On  July  5,  2005, Seaboard acquired Daily's, a bacon  processor
located   in  the  western  United  States.   As  part  of   this
acquisition,  a 4.74% equity interest in Seaboard Foods  LLC  was
issued  to  the sellers.  On December 27, 2006, Seaboard  entered
into a Purchase Agreement to repurchase the 4.74% equity interest
in  Foods from the former owners of Daily's effective January  1,
2007.   As  part  of the Purchase Agreement, on January  2,  2007
Seaboard  paid  $30,000,000 of the purchase price for  the  4.74%
equity  interest to the former owners of Daily's.  Based  on  the
formula  of operating results and certain net cash flows  through
June  30,  2007,  the final purchase price was determined  to  be
$61,260,000,  including transaction costs of  $53,000.   Seaboard
paid  the balance of the purchase price owed to the former owners
of  Daily's  of  $31,207,000 in August 2007.  The total  purchase
price  for  the 4.74% equity interest in Seaboard  Foods  LLC  of
$61,260,000  represents  $23,327,000 in  excess  of  book  value.
Seaboard applied the purchase method of accounting for this  step
acquisition by allocating the purchase price to the fair value of
the  net  assets  acquired to the extent of the 4.74%  change  in
ownership.

As  a  result of the Daily's acquisition and repurchase, the Pork
segment  is the only segment with goodwill or intangible  assets.
The  following  table  is  a summary of goodwill  and  intangible
assets  acquired  from  the  Daily's acquisition  and  Seaboard's
repurchase of Daily's 4.74% equity interest in Foods, at December
31, 2009 and 2008.

<PAGE> 36

              Notes to Consolidated Financial Statements

                                                             December 31,
(Thousands of dollars)                                      2009     2008

Intangibles subject to amortization:
   Gross carrying amount:
         Customer relationships                           $ 9,045  $ 9,045
         Covenants not to compete                           1,500    1,500
                                                           10,545   10,545

   Accumulated amortization:
         Customer relationships                            (5,519)  (4,210)
         Covenants not to compete                          (1,350)  (1,050)
                                                           (6,869)  (5,260)

   Net carrying amount:
         Customer relationships                             3,526    4,835
         Covenants not to compete                             150      450
Intangibles subject to amortization, net                    3,676    5,285

Intangibles not subject to amortization:
   Carrying amount-trade names and registered trademarks   17,000   17,000

Total intangible assets, net                               20,676   22,285
Goodwill                                                   40,628   40,628

Total goodwill and intangible assets, net                 $61,304  $62,913

The amortization expense of amortizable intangible assets for the
years  ended  December  31, 2009, 2008 and 2007  was  $1,610,000,
$1,610,000,  and $1,610,000, respectively.  Amortization  expense
for  the five succeeding years is $930,000 for the next year  and
$250,000 each for the second, third, fourth and fifth year.

As  of  December  31, 2009, the Pork segment had  $28,372,000  of
goodwill  and $17,000,000 of other intangible assets not  subject
to  amortization in connection with its acquisition of Daily's in
2005.   In  2008,  revised projected future sales  prices  as  of
December  31,  2008 indicated the potential for  impairment.   In
addition,  the overall downturn of the United States economy  and
Seaboard's stock price trading below book value during the fourth
quarter  of  2008  provided additional indicators  that  Seaboard
should  reassess its annual evaluation for impairment related  to
Daily's  intangible assets.  This reassessment included  downward
revisions  in previously used future projected sales volumes  and
royalty rate assumptions used in the measurement of Daily's trade
name  as  a  result  of  the current economic  conditions.   This
analysis resulted in a $7,000,000 impairment charge recorded   in
cost  of sales on the Consolidated Statements of Earnings  during
the  fourth quarter of 2008 to write down the recorded  value  of
Daily's trade name to its estimated fair value of $17,000,000  as
of December 31, 2008.  After this impairment charge, there was no
indication of potential impairment of goodwill related to Daily's
as  the  revised  estimated  enterprise  fair  value  of  Daily's
exceeded its book value as of December 31, 2008.  As of  July  4,
2009, Seaboard conducted its annual evaluation for impairment  of
this goodwill and other intangible assets related to Daily's and,
based  on current market conditions indicating future sale  price
increases,  additional processed meats sales volumes and  related
levels  of  estimated operating margins determined there  was  no
impairment as of December 31, 2009.

Note 3

Short Term Investments

In  April  2009, the FASB issued ASC Topic 320-10-65  (previously
Staff   Position  FAS  115-2  and  FAS  124-2  "Recognition   and
Presentation of Other-Than-Temporary Impairments").   This  Topic
amends  the other-than-temporary guidance for debt securities  to
make the guidance more operational.  This Topic also expands  the
disclosures required in Topic 320-10 to interim periods. Seaboard
adopted  this Topic in the second quarter of 2009.  The  adoption
of  this  Topic  did  not have an impact on Seaboard's  financial
position or net earnings.

Seaboard's short-term investments are treated as either available-
for-sale  securities or trading securities.   All  of  Seaboard's
available-for-sale  and  trading  securities  are  classified  as
current   assets  as  they  are  readily  available  to   support
Seaboard's current operating needs.  All of Seaboard's short term
investments are recorded at their estimated fair market values.

<PAGE> 37

            Notes to Consolidated Financial Statements


As   of  December  31,  2009  and  2008,  the  available-for-sale
investments primarily consisted of money market funds, fixed rate
municipal  notes  and bonds, corporate bonds and U.S.  Government
agency  securities.  At December 31, 2009  and  2008,  short-term
investments  included $14,710,000 and $14,553,000,  respectively,
held  by  a  wholly-owned consolidated insurance captive  to  pay
Seaboard's retention of accrued outstanding workers' compensation
claims.   At  December  31,  2009 and 2008,  amortized  cost  and
estimated  fair  market value were not materially  different  for
these   investments.   As  of  December  31,  2009,  the  trading
securities primarily consisted of high yield debt securities.  As
of  December  31,  2009  and 2008, unrealized  gains  related  to
trading securities were $2,206,000 and $2,763,000, respectively.

The  following  is a summary of the amortized cost and  estimated
fair  value of short-term investments for both available for sale
and trading securities at December 31, 2009 and 2008.

                                            2009                2008
                                     Amortized   Fair    Amortized    Fair
(Thousands of dollars)                  Cost     Value      Cost      Value

Money market funds                   $153,699  $153,699  $ 79,059   $ 79,059
Fixed rate municipal notes and bonds  144,794   148,609   170,150    173,096
Corporate bonds                        34,663    35,449     5,006      4,800
U.S. Government agency securities      15,907    16,272    25,338     25,514
Foreign government debt securities     10,300    10,210         -          -
Asset backed debt securities            8,447     8,484     4,250      4,068
Variable rate demand notes              1,900     1,900     7,900      7,900
Other                                   3,060     3,069     6,975      6,472
Total available for sale short-term
  investments                         372,770   377,692   298,678    300,909
High yield trading debt securities     24,784    26,771         -          -
Other trading debt securities           2,669     2,888         -          -
Domestic trading equity securities          -         -     9,008     11,771
Total available for sale and trading
  short-term investments             $400,223  $407,351  $307,686   $312,680

The  following table summarizes the estimated fair value of fixed
rate  securities designated as available-for-sale  classified  by
the  contractual maturity date of the security as of December 31,
2009.

(Thousands of dollars)                                     2009

Due within one year                                      $ 55,764
Due after one year through three years                     99,562
Due after three years                                      58,471
 Total fixed rate securities                             $213,797

In  addition  to  its short-term investments, Seaboard  also  has
trading  securities  related to Seaboard's deferred  compensation
plans  classified  in  other  current  assets  on  the  Condensed
Consolidated Balance Sheets.  See Note 9 for information  on  the
types   of  trading  securities  held  related  to  the  deferred
compensation plans and Note 10 for a discussion of assets held in
conjunction  with  investments  related  to  Seaboard's   defined
benefit pension plan.

<PAGE> 38

             Notes to Consolidated Financial Statements

Note 4

Inventories

The  following table is a summary of inventories at  the  end  of
each year.

                                                               December 31,
(Thousands of dollars)                                        2009      2008

At lower of LIFO cost or market:
  Live hogs and materials                                   $192,999  $201,654
  Fresh pork and materials                                    22,398    26,480
                                                             215,397   228,134
  LIFO adjustment                                            (22,807)  (40,672)
          Total inventories at lower of LIFO cost or market  192,590   187,462

At lower of FIFO cost or market:
  Grains and oilseeds                                        174,508   179,774
  Sugar produced and in process                               47,429    56,259
  Other                                                       46,804    36,964
          Total inventories at lower of FIFO cost or market  268,741   272,997

Grain, flour and feed at lower of weighted average cost or
 market                                                       37,256    48,536
           Total inventories                                $498,587  $508,995

The use of the LIFO method increased 2009 earnings by $10,898,000
($8.81 per common share) and decreased 2008 and 2007 net earnings
by  $10,469,000 ($8.42 per common share) and $15,230,000  ($12.11
per  common  share), respectively.  If the FIFO method  had  been
used  for  certain  inventories of the Pork segment,  inventories
would  have  been  higher by $22,807,000 and  $40,672,000  as  of
December 31, 2009 and 2008, respectively.

As  of  December 31, 2009, Seaboard had $10,784,000  recorded  in
grain inventories related to its commodity trading business  that
are committed to various customers in foreign countries for which
customer  contract  performance  is  a  heightened  concern.   If
Seaboard  is  unable to collect amounts from these  customers  as
currently estimated or Seaboard is forced to find other customers
for  a  portion  of this inventory, it is possible that  Seaboard
could  incur a material write-down in value of this inventory  if
Seaboard  is  not  successful in selling at the current  carrying
value.   For  similar inventories that existed prior to  December
31, 2009, Seaboard incurred a write-down in the first quarter  of
2009   in   the  amount  of  $8,801,000  (with  no  tax   benefit
recognized), or $7.10 per share and a write-down of $7,010,000 in
2008, including $5,653,000 ($4,940,000 net of tax), or $3.98  per
share, recorded in the fourth quarter of 2008.

Note 5

Investments in and Advances to Foreign Affiliates

Seaboard's  investments in and advances to  non-controlled,  non-
consolidated  foreign  affiliates are primarily  with  businesses
conducting  flour, maize and feed milling.  As  of  December  31,
2009,  the  location and percentage ownership  of  these  foreign
affiliates  are as follows: Democratic Republic of  Congo  (50%),
Lesotho  (50%),  Kenya  (35%), and Nigeria  (25-48%)  in  Africa;
Colombia  (40%) and Ecuador (25-50%) in South America; and  Haiti
(23%)  in the Caribbean.  Also, Seaboard has an investment  in  a
grain trading business in Peru (50%).  Seaboard generally is  the
primary  provider of choice for grains and supplies purchased  by
these  non-controlled foreign affiliates.  As  Seaboard  conducts
its  commodity trading business with third parties,  consolidated
subsidiaries  and  foreign affiliates on an  interrelated  basis,
gross   margin   on   foreign  affiliates   cannot   be   clearly
distinguished without making numerous assumptions primarily  with
respect  to  mark-to-market accounting for commodity derivatives.
In  addition,  Seaboard has investments in and  advances  to  two
sugar-related  businesses in Argentina (46% - 50%).   The  equity
method is used to account for all of the above investments.

<PAGE> 39

            Notes to Consolidated Financial Statements

In  September 2007, Seaboard acquired for $8,500,000 a  40%  non-
controlling  interest,  including  cash  contributed   into   the
business,  in a flour milling business in Colombia.   During  the
fourth  quarter of 2007, Seaboard acquired for $6,620,000  a  50%
non-controlling  interest in a grain trading  business  in  Peru.
Both  of  these  investments are accounted for using  the  equity
method.   At December 31, 2009, Seaboard's investment in  foreign
affiliates  included $3,778,000 related to the excess  difference
between  the  amount at which these investments were carried  and
the  amount  of underlying equity in net assets.  The amortizable
assets  are  being amortized to earnings from foreign  affiliates
over the remaining life of the assets.

Seaboard also had an investment in a Bulgarian wine business (the
Business).  Beginning in March 2007, this business was unable  to
make its scheduled loan payments and was in technical default  on
its  bank  debt.   During the fourth quarter  of  2007,  Seaboard
signed an agreement to allow a bank to take majority ownership of
the  Business  resulting  in a loss of significant  influence  by
Seaboard.   Accordingly, after recording its share  of  operating
losses  for the fourth quarter, Seaboard discontinued  using  the
equity method of accounting.  In accordance with ASC Topic 323-10-
35  (formerly  FASB  Staff Position APB 18-1), Seaboard  reversed
$2,801,000  of  previously recorded foreign currency  translation
gains  out of Accumulated Other Comprehensive Loss in the  equity
section  of the balance sheet related to this investment,  wrote-
off   the   remaining  investment  balance  of  $1,472,000,   and
recognized as income the remaining net amount of foreign currency
gains  of  $1,329,000 as of December 31, 2007. In 2007,  Seaboard
recorded 50% of the losses from the Business.  In February  2009,
Seaboard  received approximately $64,000 for all of its remaining
shares outstanding in this Business.

In prior years, Seaboard's equity investments in its Nigerian non-
consolidated  foreign affiliates were written down  to  zero  and
Seaboard  suspended  using the equity method  of  accounting  for
these non-consolidated foreign affiliates as losses allocated  to
Seaboard  exceeded the investment.  During the fourth quarter  of
2009,  the  application of the equity method  of  accounting  was
resumed   for   these   entities  as  a  result   of   Seaboard's
proportionate share of income exceeding the share of  losses  not
recognized  during  the prior periods.  A significant  factor  to
this   occurring   was  the  result  of  one  of   the   entities
discontinuing its feed mill operations by selling its trade  name
and  certain  assets  to  an entity in exchange  for  a  minority
ownership  in  such  entity,  and a separate  sale  of  land  and
building  to  a  third party for cash.  Seaboard's  proportionate
share   of   these  two  asset  sales  represents   approximately
$2,323,000 of the income from foreign affiliates for 2009.

Combined  condensed financial information of the  non-controlled,
non-consolidated  foreign  affiliates for  their  fiscal  periods
ended  within  each  of  Seaboard's years  ended,  excluding  the
Bulgarian wine operation's financial position as of December  31,
2007  and  net  sales and net loss for 2008  and  2009  of  Other
Businesses, were as follows:

Commodity Trading and Milling Segment      December 31,

(Thousands of dollars)          2009           2008         2007

Net sales                   $1,051,621      1,053,818      613,695
Net income                  $   45,867         34,955       12,263
Total assets                $  412,849        412,555      347,040
Total liabilities           $  215,146        247,337      211,694
Total equity                $  197,703        165,218      135,346

Other Businesses                           December 31,

(Thousands of dollars)          2009           2008         2007

Net sales                   $   22,293         20,660       30,053
Net income (loss)           $    2,169            923       (2,621)
Total assets                $   11,544         15,506       13,802
Total liabilities           $    6,265         11,396       11,021
Total equity                $    5,279          4,110        2,781

<PAGE> 40

               Notes to Consolidated Financial Statements

Note 6

Property, Plant and Equipment

The following table is a summary of property, plant and equipment
at the end of each year.

                                       Useful          December 31,
(Thousands of dollars)                 Lives         2009        2008

Land and improvements                 15 years   $  164,290  $  161,115
Buildings and improvements            30 years      345,031     339,672
Machinery and equipment               3-20 years    697,656     760,225
Vessels and vehicles                  3-18 years    161,125     167,126
Office furniture and fixtures         5 years        25,769      25,236
Construction in progress                             32,868      32,177

                                                  1,426,739   1,485,551
Accumulated depreciation and amortization          (735,396)   (721,876)
  Net property, plant and equipment              $  691,343  $  763,675

During the first half of 2008, Seaboard started operations at its
newly constructed biodiesel plant.  The ongoing profitability  of
this  plant is primarily based on future sales prices, the  price
of  alternative inputs, enforcement of government usage  mandates
and  reinstituting federal tax credits, which expired at the  end
of  2009.   Management believes the federal tax credits  will  be
renewed  retroactive  to January 1, 2010, sometime  during  2010.
Several tax credits were allowed to expire at the end of 2009 and
the  U.S.  Congress  has  indicated these  will  be  specifically
reviewed  again  in  2010.   As of December  31,  2009,  Seaboard
performed  an impairment evaluation of this plant and  determined
there was no impairment based on management's current assumptions
of  future production volumes, sales prices, cost inputs and  the
probabilities  of the combination of federal usage  mandates  and
tax  credits being renewed.  However, if the federal tax  credits
are  not renewed as discussed above, and future market conditions
do  not produce projected sales prices or expected cost inputs or
there is a material change in the enforcement of government usage
mandates  or  other available tax credits, there is a possibility
that  some amount of the recorded value of this processing  plant
could  be  deemed  impaired during some future  period  including
2010,  which  may result in a charge to earnings.  The  net  book
value of these assets as of December 31, 2009 was $43,162,000.

As  of  December 31, 2009, the net book value of $20,090,000  for
two  barges previously classified as machinery and equipment  was
reclassified as held for sale in non-current other  assets.   See
Note  13  to  the Consolidated Financial Statements  for  further
discussion.

<PAGE> 41

         Notes to Consolidated Financial Statements

Note 7

Income Taxes

Income taxes attributable to continuing operations for the  years
ended  December 31, 2009, 2008 and 2007 differed from the amounts
computed  by applying the statutory U.S. Federal income tax  rate
of  35  percent to earnings (loss) before income taxes  excluding
noncontrolling interest for the following reasons:

                                               Years ended December 31,
(Thousands of dollars)                         2009      2008      2007

Computed "expected" tax expense
  excluding noncontrolling interest         $ 31,572  $ 43,481  $ 67,028

Adjustments to tax expense attributable to:
  Foreign tax differences                    (20,332)  (54,232)  (40,841)
  Tax-exempt investment income                (1,809)   (2,554)   (4,658)
  State income taxes, net of federal benefit  (3,010)   (1,966)    1,078
  Change in valuation allowance               (2,146)   (1,977)   (5,754)
  Federal tax credits                         (3,672)   (4,390)   (1,124)
  Change in pension deferred tax              (3,508)      335       131
  Other                                          629    (1,386)   (5,683)
  Total income tax expense (benefit)        $ (2,276) $(22,689) $ 10,177

Earnings before income taxes consisted of the following:

                                               Years ended December 31,
(Thousands of dollars)                         2009      2008      2007

United States                               $(14,511) $(28,988) $ 38,788

Foreign                                      104,717   153,218   152,721

Total earnings excluding
 noncontrolling interest                      90,206   124,230   191,509

Plus earnings attributable to noncontrolling
 interest                                        965      (596)       64

Total earnings before income taxes          $ 89,241  $124,826  $191,445

The components of total income taxes were as follows:

                                               Years ended December 31,
(Thousands of dollars)                         2009      2008      2007

Current:
  Federal                                   $    943  $(25,462) $ 24,192
  Foreign                                      8,454     8,259     5,935
  State and local                               (125)      823     2,542

Deferred:
  Federal                                    (18,216)   (1,280)  (21,789)
  Foreign                                     10,285    (1,425)    1,453
  State and local                             (3,617)   (3,604)   (2,156)

Income tax expense (benefit)                  (2,276)  (22,689)   10,177

Unrealized changes in other comprehensive
 income                                       (3,206)  (11,525)    2,492

  Total income taxes                        $ (5,482) $(34,214) $ 12,669

As  of  December  31, 2009 and 2008, Seaboard  had  income  taxes
receivable of $4,923,000 and $24,688,000, respectively, primarily
related  to  domestic  tax jurisdictions  and  had  income  taxes
payable  of  $2,048,000  and $3,946,000, respectively,  primarily
related to foreign tax jurisdictions.

<PAGE> 42

           Notes to Consolidated Financial Statements

Components of the net deferred income tax liability at the end of
each year were as follows:

                                                       December 31,
(Thousands of dollars)                              2009         2008

Deferred income tax liabilities:
  Cash basis farming adjustment                 $   11,065   $   12,001
  Deferred earnings of foreign subsidiaries              -        2,749
  Depreciation                                     100,815       94,313
  LIFO                                                 242       17,330
  Other                                              2,233        2,368
                                                $  114,355   $  128,761
Deferred income tax assets:
  Reserves/accruals                             $   50,097   $   48,708
  Tax credit carryforwards                          12,659        9,271
  Deferred earnings of foreign subsidiaries          1,733            -
  Net operating and capital loss carryforwards      18,648       16,381
  Foreign minimum tax credit carryforward           10,104        8,152
  Other                                                679          314
                                                    93,920       82,826
Valuation allowance                                 28,621       21,075
  Net deferred income tax liability             $   49,056   $   67,010

Seaboard recognizes interest accrued related to unrecognized  tax
benefits  and  penalties in income tax expense.   For  the  years
ended  December  31,  2009,  2008 and  2007,  such  interest  and
penalties  were  not  material.  The  Company  had  approximately
$1,153,000  and $726,000 accrued for the payment of interest  and
penalties  on uncertain tax positions at December 31,  2009,  and
2008, respectively.

As  of  December  31, 2009 and 2008, Seaboard had $3,395,000  and
$3,464,000, respectively, in total unrecognized tax benefits  all
of  which,  if recognized, would affect the effective  tax  rate.
Seaboard  does not have any material uncertain tax  positions  in
which  it  is reasonably possible that the total amounts  of  the
unrecognized tax benefits will significantly increase or decrease
within 12 months of the reporting date.  The following table is a
reconciliation of the beginning and ending amount of unrecognized
tax benefits.

(Thousands of dollars)                                   2009       2008

Beginning balance at January 1                        $  3,464   $    433
Additions for uncertain tax positions of prior years       206          -
Decreases for uncertain tax positions of prior years      (184)       (77)
Additions for uncertain tax positions of current year       32      3,108
Settlements                                                (15)         -
Lapse of statute of limitations                           (108)         -
Ending balance at December 31                         $  3,395   $  3,464

Seaboard's  tax  returns are regularly audited by federal,  state
and  foreign  tax  authorities, which may result in  adjustments.
Seaboard's  U.S.  federal income tax returns have  been  reviewed
through the 2004 tax year.

As  of  December  31  2009, Seaboard had not  provided  for  U.S.
Federal  Income and foreign withholding taxes on $655,964,000  of
undistributed  earnings  from  foreign  operations  as   Seaboard
intends  to  reinvest such earnings indefinitely outside  of  the
United  States.  Determination of the tax that might be  paid  on
these  undistributed  earnings  if  eventually  remitted  is  not
practicable.

<PAGE> 43

           Notes to Consolidated Financial Statements

Seaboard has tax holidays in one foreign country in 2009 and 2008
and  had  tax  holidays in two foreign countries  in  2007  which
resulted  in tax savings of approximately $3,259,000, $1,961,000,
and  $2,646,000  or $2.63, $1.58, and $2.10 per diluted  earnings
per  common share for the years ended December 31, 2009, 2008 and
2007, respectively.  One of these expired at the end of 2007  and
the other expires in 2012.

Management  believes  Seaboard's future taxable  income  will  be
sufficient  for full realization of the net deferred tax  assets.
The  valuation allowance relates to the tax benefits from foreign
net  operating losses, U.S. charitable contribution carryforwards
and  capital losses.  Management does not believe these  benefits
are  more  likely  than  not to be realized  due  to  limitations
imposed  on  the  deduction of these  losses.   The  increase  of
$7,546,000 in the valuations allowance for 2009 was primarily the
result of foreign minimum income tax credits which are subject to
a  limited  carryforward period and taxable  income  limitations,
partially   offset   by   the   realization   of   capital   loss
carryforwards.   At December 31, 2009, Seaboard had  foreign  net
operating  loss carryforwards (NOLs) of approximately $36,110,000
a  portion  of which expire in varying amounts between  2010  and
2016, while others have indefinite expiration periods.

At December 31, 2009, Seaboard had state tax credit carryforwards
of  approximately $12,368,000 net of valuation allowance, all  of
which carryforward indefinitely.

Note 8

Notes Payable and Long-term Debt

Notes  payable  amounting  to  $81,262,000  and  $177,205,000  at
December   31,   2009  and  2008,  respectively,   consisted   of
obligations  due  banks on demand or based on Seaboard's  ability
and  intent  to repay within one year.  In the fourth quarter  of
2009,  Seaboard obtained letter of credit financing that replaced
existing  letters of credit resulting in an increase to borrowing
capacity  by  approximately $16,303,000.  At December  31,  2009,
Seaboard  had  a  committed line totaling $300,000,000,  maturing
July  10,  2013,  and  uncommitted lines  totaling  approximately
$135,588,000 of which $98,588,000 of the uncommitted lines relate
to  foreign  subsidiaries.  At December 31, 2009, there  were  no
borrowings  outstanding under the committed line  and  borrowings
outstanding under the uncommitted lines totaled $33,762,000,  all
related  to  foreign  subsidiaries.  The  uncommitted  borrowings
outstanding   at   December   31,  2009   primarily   represented
$24,899,000 denominated in South African rand.  Also included  in
Notes Payable at December 31, 2008 was a term note of $56,638,000
denominated in Japanese Yen which was converted during the fourth
quarter of 2008 from a previous uncommitted line.  The term  note
denominated  in  Japanese Yen was paid off in December  2009  and
replaced  with  a term note denominated in U.S.  dollars  with  a
balance  of  $47,500,000  at December  31,  2009.   The  weighted
average  interest rates for outstanding notes payable were  6.07%
and 6.04% at December 31, 2009 and 2008, respectively.

At  December  31, 2009, Seaboard's borrowing capacity  under  its
committed and uncommitted lines were reduced by letters of credit
(LCs)   totaling   $41,720,000,  and  $3,780,000,   respectively,
primarily including $26,385,000 of LCs for Seaboard's outstanding
Industrial  Development  Revenue Bonds  (IDRBs)  and  $16,802,000
related to insurance coverages.

The  notes payable to banks under the credit lines are unsecured.
The  lines  of  credit  do  not  require  compensating  balances.
Facility fees on these agreements are not material.

<PAGE> 44

          Notes to Consolidated Financial Statements

The following table is a summary of long-term debt at the end  of
each year.
                                                            December 31,
(Thousands of dollars)                                     2009      2008

Private placements:

 5.80% senior notes, repaid in 2009                    $       -  $  6,500

 6.21% senior notes, repaid in 2009                            -    38,000

 6.21% senior notes, due 2010 through 2012                 3,214     4,286

 6.92% senior notes, due 2012                             31,000    31,000

Industrial Development Revenue Bonds, floating rates
 (.39%-.44% at December 31, 2009) due 2014 through 2027   41,800    41,800

Bank debt, 6.87% - 7.60%, repaid in 2009                       -       319

Foreign subsidiary obligations, 17.00%, due 2010             688     1,217

Foreign subsidiary obligation, floating rate                 232       262

Capital lease obligations and other                        1,935     2,230

                                                          78,869   125,614

Current maturities of long-term debt                      (2,337)  (47,054)

 Long-term debt, less current maturities               $  76,532  $ 78,560

Of   the  2009  foreign  subsidiary  obligations,  $688,000   was
denominated  in  CFA  francs, $232,000 was payable  in  Argentine
pesos,  and  the  foreign subsidiary obligations  denominated  in
Mozambique  metical  was repaid in 2009.   Of  the  2008  foreign
subsidiary obligations, $1,074,000 was denominated in CFA francs,
$262,000  was  payable  in  Argentine pesos,  and  the  remaining
$143,000 was denominated in Mozambique metical.

The  terms  of the note agreements pursuant to which  the  senior
notes,  IDRBs,  bank debt and credit lines were  issued  require,
among  other terms, the maintenance of certain ratios and minimum
net  worth,  the most restrictive of which requires  consolidated
funded   debt   not   to   exceed  50%  of   consolidated   total
capitalization; an adjusted leverage ratio of less  than  3.5  to
1.0; requires the maintenance of consolidated tangible net worth,
as   defined,  of  not  less  than  $1,150,000,000  plus  25%  of
cumulative  consolidated  net income beginning  March  29,  2008;
limits  aggregate dividend payments to $10,000,000  plus  50%  of
consolidated  net  income  less 100% of consolidated  net  losses
beginning  January  1,  2002 plus the  aggregate  amount  of  Net
Proceeds  of  Capital Stock for such period ($535,883,000  as  of
December  31,  2009)  or  $15,000,000  per  year  under   certain
circumstances;  limits  the  sum of subsidiary  indebtedness  and
priority indebtedness to 10% of consolidated tangible net  worth;
and  limits  Seaboard's ability to acquire investments  and  sell
assets  under  certain circumstances.  Seaboard is in  compliance
with  all restrictive debt covenants relating to these agreements
as of December 31, 2009.

Annual  maturities of long-term debt at December 31, 2009 are  as
follows:  $2,337,000 in 2010, $1,477,000 in 2011, $32,546,000  in
2012,  $556,000  in  2013,  $7,953,000 in  2014  and  $34,000,000
thereafter.

Note 9

Derivatives and Fair Value of Financial Instruments

Seaboard adopted ASC Topic 820 (formerly FAS No. 157, "Fair Value
Measurements")  on  January  1,  2008  with  the   exception   of
nonfinancial  assets  and  nonfinancial  liabilities  that   were
deferred  by ASC Topic 820-10 (formerly the Financial  Accounting
Standards Board Staff Position FAS 157-2).  Seaboard adopted  ASC
Topic   820   for  these  nonfinancial  assets  and  nonfinancial
liabilities as of January 1, 2009.  The adoption of ASC Topic 820
for  nonfinancial assets and liabilities did not have a  material
impact on Seaboard's financial position or net earnings.

ASC  Topic 820 discusses valuation techniques, such as the market
approach  (prices  and  other relevant information  generated  by
market  conditions  involving identical or comparable  assets  or
liabilities),  the income approach (techniques to convert  future
amounts  to  single present amounts based on market  expectations
including present value techniques and option-pricing),  and  the
cost  approach  (amount  that would be required  to  replace  the
service  capacity  of  an asset which is  often  referred  to  as
replacement cost).  ASC Topic 820 utilizes a fair value hierarchy

<PAGE> 45

          Notes to Consolidated Financial Statements

that  prioritizes  the  inputs to valuation  techniques  used  to
measure fair value into three broad levels.  The following  is  a
brief description of those three levels:

Level 1:  Quoted Prices In Active Markets for Identical Assets  -
Observable  inputs  such as unadjusted quoted  prices  in  active
markets for identical assets or liabilities that the Company  has
the ability to access at the measurement date.

Level 2: Significant Other Observable Inputs - Inputs other  than
quoted prices included within Level 1 that are observable for the
asset or liability, either directly or indirectly.  These include
quoted prices for similar assets or liabilities in active markets
and  quoted prices for identical or similar assets or liabilities
in markets that are not active.

Level  3:  Significant Unobservable Inputs - Unobservable  inputs
that reflect the reporting entity's own assumptions.

The following table shows assets and liabilities measured at fair
value  (derivatives exclude margin accounts) on a recurring basis
as  of December 31, 2009 and also the level within the fair value
hierarchy used to measure each category of assets.

                                            Balance
                                          December 31,
(Thousands of dollars)                       2009     Level 1   Level 2 Level 3

  Assets:
Available-for-sale securities - short-term
 investments:
   Money market funds                      $153,699  $153,699  $      -    $  -
   Fixed rate municipal notes and bonds     148,609         -   148,609       -
   Corporate bonds                           35,449         -    35,449       -
   U.S. Government agency securities         16,272         -    16,272       -
   Foreign government debt securities        10,210         -    10,210       -
   Asset backed debt securities               8,484         -     8,484       -
   Variable rate demand notes                 1,900         -     1,900       -
   Other                                      3,069         -     3,069       -
Trading securities- short term investments:
   High yield debt securities                26,771         -    26,771       -
   Other debt securities                      2,888         -     2,888       -
Trading securities - other current assets:
   Domestic equity securities                10,834    10,834         -       -
   Foreign equity securities                  7,054     3,327     3,727       -
   Fixed income mutual funds                  2,027     2,027         -       -
   U.S. Treasury securities                   1,466         -     1,466       -
   Money market funds                         2,649     2,649         -       -
   U.S. Government agency securities          2,516         -     2,516       -
   Other                                        139       139         -       -
Derivatives                                   5,040     4,610       430       -
   Total Assets                            $439,076  $177,285  $261,791    $  -
   Total Liabilities - Derivatives $          8,231  $  2,288  $  5,943    $  -

In  April  2009, the FASB issued ASC Topic 820-10-65-4  (formerly
FASB  Staff Position FAS 157-4 "Determining Fair Value  When  the
Volume  and  Level  of Activity for the Asset or  Liability  Have
Significantly Decreased and Identifying Transactions That Are Not
Orderly").    This   Topic  provides  additional   guidance   for
estimating  fair value when the volume and level of activity  for
the  asset  or liability have significantly decreased.   Seaboard
adopted  this Topic in the second quarter of 2009.  The  adoption
of  this  Topic  did  not have an impact on Seaboard's  financial
position or net earnings.

<PAGE> 46

         Notes to Consolidated Financial Statements

Financial  instruments consisting of cash and  cash  equivalents,
net  receivables, notes payable, and accounts payable are carried
at cost, which approximates fair value, as a result of the short-
term nature of the instruments.

The  fair  value  of  long-term debt is  estimated  by  comparing
interest  rates  for debt with similar terms and maturities.  The
amortized cost and estimated fair values of investments and long-
term debt at December 31, 2009 and 2008 are presented below.

December 31,                         2009                        2008

(Thousands of dollars)   Amortized Cost  Fair Value  Amortized Cost  Fair Value

Short-term investments,
 available for sale        $372,770       $377,692      $298,678      $300,909

Short-term investments,
 trading debt securities     27,453         29,659             -             -

Short-term investments,
 trading equity securities        -              -         9,008        11,771

Long-term debt               78,869         82,415       125,614       131,822

In March 2008, the FASB issued ASC Topic 815-10 (formerly FAS No.
161,   "Disclosures  about  Derivative  Instruments  and  Hedging
Activities-an amendment of FASB Statement No. 133").  This  Topic
changed  the  disclosure requirements for derivative  instruments
and hedging activities. Entities are required to provide enhanced
disclosures   about  how  and  why  an  entity  uses   derivative
instruments, how derivative instruments and related hedged  items
are  accounted  for  under  ASC Topic  815,  and  how  derivative
instruments and related hedged items affect an entity's financial
position,  net earnings, and cash flows.  Seaboard  adopted  this
Topic  as of January 1, 2009.  This Topic did not have an  impact
on   Seaboard's  financial  position  or  net  earnings.    While
management believes its derivatives are primarily economic hedges
of  its  firm  purchase and sales contracts or anticipated  sales
contracts, Seaboard does not perform the extensive record-keeping
required to account for these types of transactions as hedges for
accounting purposes.

Commodity Instruments

Seaboard  uses various grain, meal, hog, pork bellies and  energy
resource related futures and options to manage its risk to  price
fluctuations  for  raw materials and other inventories,  finished
product  sales and firm sales commitments.   From time  to  time,
Seaboard  may enter into speculative derivative transactions  not
directly related to its raw material requirements.  The nature of
Seaboard's market risk exposure has not changed materially  since
December  31, 2008.  Commodity derivatives are recorded  at  fair
value with any changes in fair value being marked to market as  a
component  of  cost  of sales on the Consolidated  Statements  of
Earnings.   Since  these derivatives are  not  accounted  for  as
hedges, fluctuations in the related commodity prices could have a
material impact on earnings in any given year.

At  December 31, 2009, Seaboard had open net derivative contracts
to sell 13,955,000 bushels of grain, 1,344,000 gallons of heating
oil  and  87,900  tons of soybean meal and to purchase  2,720,000
pounds  of  hogs.  At December 31, 2008, Seaboard  had  open  net
contracts  to  purchase and (sell) (8,305,000) bushels  of  grain
with  a  fair  value of $(3,272,000) 61,000 tons of soybean  meal
with  a  fair value of $(589,000) and 13,200,000 pounds  of  hogs
with  a  fair  value  of $(23,000), included with  other  accrued
liabilities  or other current assets on the Consolidated  Balance
Sheets.   At  December 31, 2008, Seaboard had contracts  to  sell
1,722,000 tons of heating oil with a fair value of $59,000.   For
the  years  ended  December  31, 2009,  2008  and  2007  Seaboard
recognized  net  realized  and unrealized  gains  of  $7,047,000,
$36,156,000, and $18,469,000, respectively, related to  commodity
contracts,   primarily  included  in  cost  of   sales   on   the
Consolidated Statements of Earnings.

Foreign currency exchange agreements

Seaboard  enters  into  foreign currency exchange  agreements  to
manage  the  foreign currency exchange rate risk with respect  to
certain  transactions denominated in foreign  currencies.   These
foreign  exchange  agreements are recorded  at  fair  value  with
changes in value marked to market as a component of cost of sales
on the Consolidated Statements of Earnings as management believes
they   are   primarily   related  to  the  underlying   commodity
transaction,  with  the  exception of the  Japanese  Yen  foreign
exchange  agreement.   The change in value of  the  Japanese  Yen
foreign exchange agreement was marked to market as a component of
foreign  currency gain (loss) on the Consolidated  Statements  of
Earnings.   Since  these  agreements are  not  accounted  for  as
hedges, fluctuations in the related currency exchange rates could
have a material impact on earnings in any given year.

<PAGE> 47

          Notes to Consolidated Financial Statements

At  December  31,  2009,  Seaboard had trading  foreign  exchange
contracts  to  cover its firm sales and purchase commitments  and
related  trade receivables and payables with notional amounts  of
$193,379,000 primarily related to the South African Rand and  the
Euro.   At  December 31, 2009, Seaboard did not have any  trading
foreign  exchange  contracts to cover  various  foreign  currency
working capital needs related to the South African Rand.

At  December  31,  2008,  Seaboard had trading  foreign  exchange
contracts (receive $U.S./pay South African Rand (ZAR))  to  cover
its  firm  sales commitments and trade receivables with  notional
amounts of $77,343,000 with a fair value of $1,817,000,  included
in  other accrued liabilities on the Consolidated Balance  Sheet.
At  December  31,  2008,  Seaboard had trading  foreign  exchange
contracts  (receive  $U.S./pay  ZAR)  to  cover  various  foreign
currency   working   capital  needs  for  notional   amounts   of
$28,490,000, with fair values of $(114,000).

At  December  31,  2008,  Seaboard had trading  foreign  exchange
contracts  (receive  $U.S./pay Euro)  to  cover  its  firm  sales
commitments  and  trade receivables with  a  notional  amount  of
$43,076,000, with fair values of $(2,367,000),  included in other
accrued liabilities on the Consolidated Balance Sheet.

At  December  31,  2008,  Seaboard had trading  foreign  exchange
contracts  (pay  $U.S./receive Canadian  Dollars)  to  cover  its
purchase commitments and trade payables with a notional amount of
$105,000 with fair values of $6,000.

At  December  31,  2008,  Seaboard had trading  foreign  exchange
contracts (receive Japanese Yen/pay $U.S.) to cover note  payable
borrowings  for  a  term note denominated  in  Japanese  Yen  for
notional amounts of $58,781,000, with  fair values of $1,017,000.

Forward Freight Agreements

The  Commodity  Trading and Milling segment enters  into  certain
forward  freight agreements, viewed as taking long  positions  in
the freight market as well as covering short freight sales, which
may  or  may  not result in actual losses when future trades  are
executed.  These forward freight agreements, which expired in the
fourth  quarter of 2009, are not accounted for as hedges but  are
viewed  by  management as an economic hedge against the potential
of  future  rising  charter hire rates to  be  incurred  by  this
segment for bulk cargo shipping while conducting its business  of
delivering  grains to customers in many international  locations.
At  December 31, 2009, there were no outstanding forward  freight
agreements.  At December 31, 2008, Seaboard had agreements to pay
$41,500 and receive $47,750 per day during 2009 with fair  values
of  $(11,636,000)  and $13,917,000, respectively,  included  with
other  accrued  liabilities  and  other  current  assets  on  the
Consolidated  Balance  Sheet.  Since  these  agreements  are  not
accounted  for  as hedges, the change in value related  to  these
agreements  is  recorded  in  cost  of  sales-products   on   the
Consolidated  Statement of Earnings.  Forward freight  agreements
had  no net exposure to a change in market price as the two  open
forward  freight  agreements offset each other  at  December  31,
2008.   As  of  December 31, 2009, there were no such  agreements
outstanding.

Interest Rate Exchange Agreements

In  December 2008 and again in March 2009, Seaboard entered  into
ten-year  interest  rate exchange agreements which  involves  the
exchange  of fixed-rate and variable-rate interest payments  over
the life of the agreements without the exchange of the underlying
notional  amounts  to  mitigate the effects  of  fluctuations  in
interest rates on variable rate debt.  Seaboard agreed to  pay  a
fixed  rate  and  receive  a variable rate  of  interest  on  two
notional  amounts  of $25,000,000 each.  In June  2009,  Seaboard
terminated  both interest rate exchange agreements with  a  total
notional value of $50,000,000.  Seaboard received payments in the
amount  of  $3,981,000  to unwind these agreements.  Since  these
interest  rate  exchange agreements were  not  accounted  for  as
hedges,  the  change  in value related to these  agreements  were
recorded  in  Miscellaneous,  net in the  Condensed  Consolidated
Statements of Earnings.  As of December 31, 2009, there  were  no
such agreements outstanding.

Counterparty Credit Risk

Seaboard  is subject to counterparty credit risk related  to  its
foreign   currency  exchange  agreements  and   forward   freight
agreements.  The maximum amount of loss due to the credit risk of
the    counterparties   for   these   agreements,   should    the
counterparties  fail to perform according to  the  terms  of  the
contracts,  is  $430,000  as of December  31,  2009.   Seaboard's
foreign  currency  exchange agreements have a maximum  amount  of
loss  due  to credit risk in the amount of $430,000 with  several
counterparties.  Seaboard does not hold any collateral related to
these agreements.

<PAGE> 48

           Notes to Consolidated Financial Statements

The  following  table  provides the  amount  of  gain  or  (loss)
recognized  for  each  type  of  derivative  and  where  it   was
recognized  in the Condensed Consolidated Statement  of  Earnings
for the year ended December 31, 2009.

(Thousands of dollars)

December  31,  2009       Location of Gain or (Loss)   Amount of Gain or (Loss)
                           Recognized in Income on     Recognized in Income on
                                 Derivative                   Derivative

Commodities                 Cost of sales-products            $   7,047
Foreign currencies          Cost of sales-products              (27,676)
Foreign currencies          Foreign currency                     (1,980)
Interest rate               Miscellaneous, net                    5,312

The  following table provides the fair value of  each  type  of
derivative  held  as  of  December  31,  2009  and  where  each
derivative  is  included on the Condensed Consolidated  Balance
Sheets.

(Thousands of dollars)   Asset Derivatives           Liability Derivatives

                        Balance                       Balance
                         Sheet          Fair           Sheet              Fair
                       Location        Value         Location            Value

Commodities     Other current assets  $4,610  Other current liabilities  $2,288
Foreign
 currencies     Other current assets     430  Other current liabilities   5,943

Note 10

Employee Benefits

Seaboard maintains a defined benefit pension plan (the Plan)  for
its domestic salaried and clerical employees.  The Plan generally
provides eligibility for participation after one year of  service
upon  attaining the age of 21.  Benefits are generally based upon
the  number of years of service and a percentage of final average
pay.

Seaboard has historically based pension contributions on  minimum
funding   standards  to  avoid  the  Pension   Benefit   Guaranty
Corporation  variable rate premiums established by  the  Employee
Retirement  Income  Security Act of 1974.   However,  because  of
Seaboard's positive liquidity position for the past three  years,
management  authorized additional contributions to be  made.   In
April   2007,   Seaboard  made  a  deductible   contribution   of
$10,000,000 for the 2006 plan year, which resulted in a  slightly
overfunded status in the Plan as of December 31, 2007.   In  July
2009, Seaboard made a deductible contribution of $14,615,000  for
the  2008  plan  year  as a result of the significant  investment
losses  incurred in the Plan during the fourth quarter  of  2008.
Management    anticipates   making   an   additional   deductible
contribution  to  the  Plan currently  estimated  to  be  between
$8,000,000 and $15,000,000 for the 2009 and 2010 plan years.

In  December 2008, the FASB issued ASC Topic 715-20-65  (formerly
FSP  FAS  132(R)-1, "Employers' Disclosures about  Postretirement
Benefit   Plan  Assets,"  amending  FASB  Statement  No.  132(R),
"Employers'  Disclosures about Pensions and Other  Postretirement
Benefits").    This  Topic  required  more  detailed  disclosures
regarding   defined   benefit  pension  plan  assets,   including
investment  policies  and strategies, major  categories  of  plan
assets,  valuation techniques used to measure the fair  value  of
plan  assets  and significant concentration of risk  within  plan
assets.  Seaboard adopted these new disclosure requirements as of
December  31, 2009.  The adoption of this Topic did not  have  an
impact on Seaboard's financial position or net earnings.

Assets  are invested in the Plan to achieve a diversified overall
portfolio consisting primarily of individual stocks, money market
funds,  collective  investment funds,  bonds  and  mutual  funds.
Seaboard  is  willing  to  accept a moderate  level  of  risk  to
potentially  achieve  higher  investment  returns.   The  overall
portfolio is evaluated relative to customized benchmarks, and  is
expected  to  exceed  the  customized benchmark  over  five  year
rolling  periods  and longer.  The investment  strategy  provides
investment  managers' discretion and is periodically reviewed  by
management  for  continued  appropriateness.   Derivatives,  real
estate   investments,  non-marketable  and  private   equity   or
placement securities are not allowed investments under the  Plan.
Seaboard's   asset  allocation  targets  and  actual   investment
composition within the Plan were as follows:

<PAGE> 49

             Notes to Consolidated Financial Statements


                                        Actual Plan Composition at December 31,
                       Target Allocation          2009          2008

Domestic Large Cap
 Equity                       36%                  29%           33%

Domestic Small and
 Mid Cap Equity               14%                  12%           13%

International Equity          15%                   9%           14%

Fixed Income                  34%                  31%           39%

Cash and cash equivalents      1%                  19%            1%

As  described in Note 9 to the Consolidated Financial Statements,
ASC  Topic  820 utilizes a fair value hierarchy that  prioritizes
the  inputs  to valuation techniques used to measure  fair  value
into  three  broad levels.  The following table  shows  the  Plan
assets  measured at estimated fair value as of December 31,  2009
and  also  the  level  within the fair value  hierarchy  used  to
measure each category of assets.

                                    Balance
                                  December 31,
(Thousands of dollars)               2009      Level 1     Level 2   Level 3

  Assets:
   Domestic equity securities       $19,355     $19,355    $     -    $    -
   Money market funds                18,898      18,898          -         -
   Collective investment funds       11,566           -     11,566         -
   U.S. Government agency securities  8,875           -      8,875         -
   Fixed income mutual funds          8,087       8,087          -         -
   Foreign equity securities          7,003       2,402      4,601         -
   Corporate bonds                    4,179           -      4,179         -
   U.S. Treasury securities           4,012           -      4,012         -
   Mutual funds-equities              2,854       2,854          -         -
Total Assets                        $84,829     $51,596    $33,233    $    -

Seaboard   also  sponsors  non-qualified,  unfunded  supplemental
executive   plans  and  has  certain  individual,  non-qualified,
unfunded  supplemental retirement agreements for certain  retired
employees.  The unamortized prior service cost is being amortized
over  the  average  remaining  working  lifetime  of  the  active
participants for this plan.  Management has no plans  to  provide
funding for these supplemental executive plans in advance of when
the benefits are paid.

Assumptions used in determining pension information for the plans
were:
                                                  Years ended December 31,
                                               2009         2008        2007
Weighted-average assumptions

 Discount rate used to determine obligations 5.25-6.25%     6.25%       6.50%

 Discount rate used to determine net periodic
  benefit cost                                  6.25%       6.50%       5.75%

 Expected return on plan assets                 7.50%       7.50%       7.50%

 Long-term rate of increase in compensation
   levels                                    4.00-5.00%  4.00-5.00%  4.00-5.00%

Management  selected  the discount rate based  on  a  model-based
result where the timing and amount of cash flows approximates the
estimated payouts.  The expected return on Plan assets assumption
is  based on the weighted average of asset class expected returns
that  are  consistent with historical returns.  The assumed  rate
selected was based on model-based results that reflect the Plan's
asset  allocation and related long-term projected  returns.   The
measurement  date for all plans is December 31.  The unrecognized
net  actuarial  losses are generally amortized over  the  average
remaining  working lifetime of the active participants for  these
plans.

<PAGE> 50

            Notes to Consolidated Financial Statements

The  changes in the plans' benefit obligations and fair value  of
assets  for the Plan, supplemental executive plans and retirement
agreements for the years ended December 31, 2009 and 2008, and  a
statement of the funded status as of December 31, 2009  and  2008
were as follows:

December 31,
                                                   2009               2008

                                       Assets exceed  Accumulated Accumulated
                                        accumulated    benefits     benefits
(Thousands of dollars)                    benefits  exceed assets exceed assets

Reconciliation of benefit obligation:
 Benefit obligation at beginning of year   $72,627     $ 60,287     $116,844
 Service cost                                2,925        3,115        5,199
 Interest cost                               4,572        3,611        7,510
 Actuarial losses                            4,669        1,188        8,023
 Benefits paid                              (2,504)      (3,790)      (4,662)
    Plan amendments                              -        1,215            -
  Benefit obligation at end of year        $82,289     $ 65,626     $132,914

Reconciliation of fair value of plan
  assets:
 Fair value of plan assets at beginning of
  year                                     $58,321     $      -     $ 81,338
 Actual return (loss) on plan assets        14,397            -      (20,626)
 Employer contributions                     14,615        3,790        2,271
 Benefits paid                              (2,504)      (3,790)      (4,662)
 Fair value of plan assets at end of year  $84,829     $      -     $ 58,321
Funded status                              $ 2,540     $(65,626)    $(74,593)

The funded status of the Plan was $2,540,000 and ($14,306,000) at
December  31,  2009  and  2008,  respectively.   The  accumulated
benefit  obligation for the Plan was $74,666,000 and  $65,994,000
and  for  the  other  plans was $45,381,000  and  $38,593,000  at
December  31, 2009 and 2008, respectively.  Expected  future  net
benefit payments for all plans during each of the next five years
and  in  aggregate  for the five year period beginning  with  the
sixth  year  are as follows: $6,161,000, $5,404,000,  $5,797,000,
$6,177,000, $6,665,000, and $47,450,000, respectively.

The  amounts  not  reflected  in net periodic  benefit  cost  and
included  in  accumulated other comprehensive  income  (AOCI)  at
December 31, 2009 and 2008 were as follows:

(Thousands of dollars)                            2009            2008

Accumulated loss, net of gain                  $(48,346)       $(56,322)
Prior service cost, net of credit                (8,209)          7,796)
Transitional obligation                             (32)            (49)
Total Accumulated Other Comprehensive Income   $(56,587)       $(64,167)

The net periodic benefit cost of these plans was as follows:

                                            Years ended December 31,
(Thousands of dollars)                      2009      2008      2007

Components of net periodic benefit cost:
 Service cost                            $  6,040   $ 5,199   $ 5,002
 Interest cost                              8,183     7,510     6,451
 Expected return on plan assets            (4,761)   (6,029)   (5,486)
 Settlement                                     -         -     3,671
 Amortization and other                     5,017     1,582     2,224
 Net periodic benefit cost               $ 14,479   $ 8,262   $11,862

<PAGE> 51

           Notes to Consolidated Financial Statements

The  accumulated unrecognized losses for 2008 in the Plan  as  of
December  31,  2008  exceeded  the  10%  deferral  threshold   as
permitted  under  U.S.  GAAP  as  a  result  of  the  significant
investment  losses incurred during 2008.  Accordingly, Seaboard's
pension   expense   for  the  Plan  increased  by   approximately
$3,140,000  for  2009 as compared to 2008 as  a  result  of  loss
amortization.   In  addition,  pension  expense  for   the   Plan
increased an additional $1,725,000 for 2009 as compared  to  2008
as  a  result  of  reduced expected return on  assets,  from  the
decline  of assets in the Plan during 2008, partially  offset  by
approximately  $457,000  in  expected  earnings  from  the   2009
contribution  discussed  above.   Effective  January   1,   2010,
Seaboard  split a portion of employees from the Plan into  a  new
defined  benefit pension.  However, the split did not change  the
employees  benefit  and  thus  pension  expense  should  not   be
materially impacted.

The  late  Mr.  H.  H.  Bresky retired as President  and  CEO  of
Seaboard  effective July 6, 2006.  As a result  of  Mr.  Bresky's
retirement,  he was entitled to a lump sum payment of  $8,709,000
from   Seaboard's   Executive   Retirement   Plan.    Under   IRS
regulations,  there is a six month delay of benefit payments  for
key employees and thus Mr. Bresky was not paid his lump sum until
February  2007.   This  lump sum payment exceeded  the  Company's
service  and  interest cost components under this plan  and  thus
required Seaboard to recognize a portion of its actuarial losses.
However,  Seaboard was not relieved of its obligation  until  the
settlement was paid in 2007.  Accordingly, the settlement loss of
$3,671,000  was not recognized until February 2007 in  accordance
with  ASC  Topic 715 (formerly FAS No. 88, "Employers  Accounting
for  Settlements and Curtailments of Defined Benefit Pension  for
Termination Benefits.")

The amounts in AOCI expected to be recognized as components of
net periodic benefit cost in 2010 are as follows:

(Thousands of dollars)                                      2010

Accumulated loss, net of gain                             $ 3,128
Prior service cost, net of credit                             930
Transition obligation                                          16
 Estimated net periodic benefit cost                      $ 4,074

Seaboard  participates in a multi-employer  pension  fund,  which
covers  certain  union  employees under a  collective  bargaining
agreement.   Seaboard is required to make contributions  to  this
plan  in  amounts  established under  the  collective  bargaining
agreement.   Contribution  expense for this  plan  was  $509,000,
$498,000,  and  $453,000 for the years ended December  31,  2009,
2008 and 2007, respectively.  The applicable portion of the total
plan  benefits  and  net assets of this plan  is  not  separately
identifiable  although Seaboard has received notice  the  pension
fund   was   under   funded.   Seaboard  could,   under   certain
circumstances,  be liable for unfunded vested benefits  or  other
expenses  of this jointly administered union plan.  Seaboard  has
not  established any liabilities for potential future  withdrawal
as such withdrawal from this plan is not probable.

Seaboard maintains a defined contribution plan covering  most  of
its   domestic   salaried  and  clerical   employees.    Seaboard
contributes  to  this plan an amount equal to  100%  of  employee
contributions  up  to  a maximum of 3% of employee  compensation.
Employee  vesting is based upon years of service with 20%  vested
after one year of service and an additional 20% vesting with each
additional  complete year of service.  Contribution  expense  for
this  plan  was  $1,868,000, $1,812,000, and $1,709,000  for  the
years  ended December 31, 2009, 2008 and 2007, respectively.   In
addition, Seaboard maintains a defined contribution plan covering
most   of   its  hourly,  non-union  employees  and  two  defined
contribution   plans   covering  most   of   Daily's   employees.
Contribution expense for these plans was $1,378,000,  $1,038,000,
and  $893,000  for the years ended December 31,  2009,  2008  and
2007, respectively.

Beginning  in  2006, Seaboard established a deferred compensation
plan  which allows certain employees to reduce their compensation
in exchange for values in four investments.  Seaboard also has an
Investment Option Plan which allowed certain employees to  reduce
their compensation in exchange for an option to acquire interests
measured by reference to three investments.  However, as a result
of   U.S.   tax   legislation  passed  in  2004,  reductions   to
compensation  earned after 2004 are no longer allowed  under  the
Investment  Option Plan.  The exercise price for each  investment
option  was established based upon the fair market value  of  the
underlying  investment on the date of grant.  Under  both  plans,
Seaboard  contributes  3% of the employees reduced  compensation.
Seaboard's  expense (income) for these two deferred  compensation
plans, which primarily includes amounts related to the change  in
fair value of the underlying investment accounts, was $4,340,000,
$(9,539,000)    and    $2,298,000    for    the    years    ended

<PAGE> 52

           Notes to Consolidated Financial Statements

December  31,  2009,  2008 and 2007, respectively.   Included  in
other  liabilities at December 31, 2009 and 2008 are  $22,430,000
and  $15,930,000, respectively, representing the market value  of
the  payable  to the employees upon distribution or exercise  for
each  plan.  In conjunction with these plans, Seaboard  purchased
the   specified   number  of  units  of  the  employee-designated
investment  plus the applicable option price for  the  Investment
Option Plan.  These investments are treated as trading securities
and  are stated at their fair market values.  Accordingly, as  of
December   31,   2009  and  2008,  $26,729,000  and  $22,225,000,
respectively,  were  included  in other  current  assets  on  the
Consolidated Balance Sheets.  Investment income (loss) related to
the  mark-to-market of these investments for 2009, 2008, and 2007
totaled $4,253,000, $(9,618,000) and $2,183,000, respectively.

Note 11

Commitments and Contingencies

In  July 2009, Seaboard Corporation, and affiliated companies  in
its  Commodity  Trading and Milling segment, resolved  a  dispute
with  a  third  party related to a 2005 transaction  in  which  a
portion  of  its  trading operations was sold to a  firm  located
abroad.  As  a  result of this action, Seaboard Overseas  Limited
received approximately $16,787,000, net of expenses, in the third
quarter of 2009.  There was no tax expense on this transaction.

Seaboard is subject to various legal proceedings related  to  the
normal  conduct of its business, including various  environmental
related  actions.  In the opinion of management,  none  of  these
actions  is  expected to result in a judgment having a materially
adverse  effect  on  the  consolidated  financial  statements  of
Seaboard.

Contingent Obligations

Certain  of  the  non-consolidated  affiliates  and  third  party
contractors  who  perform services for Seaboard  have  bank  debt
supporting  their  underlying operations.   From  time  to  time,
Seaboard  will provide guarantees of that debt allowing  a  lower
borrowing rate or facilitating third party financing in order  to
further  business objectives.  Seaboard does not issue guarantees
of  third  parties  for compensation.  As of December  31,  2009,
Seaboard had guarantees outstanding to two third parties  with  a
total maximum exposure of $1,354,000.  Seaboard has not accrued a
liability  for any of the third party or affiliate guarantees  as
management considers the likelihood of loss to be remote.

As  of  December  31, 2009, Seaboard had outstanding  letters  of
credit  (LCs)  with  various banks which  reduced  its  borrowing
capacity under its committed and uncommitted credit facilities as
discussed  in Note 8 by $41,720,000 and $3,780,000, respectively.
Included  in  these  amount are LCs totaling  $26,385,000,  which
support  the IDRBs included as long-term debt and $16,802,000  of
LCs related to insurance coverage.

Commitments

As  of  December 31, 2009 Seaboard had various firm noncancelable
purchase  commitments  and commitments  under  other  agreements,
arrangements  and  operating leases as  described  in  the  table
below.

Purchase commitments                        Years ended December 31,

(Thousands of dollars)          2010     2011    2012    2013   2014 Thereafter

Hog procurement contracts    $169,494 $148,932 $     - $     - $     - $      -

Grain and feed ingredients     79,455    3,298       -       -       -        -

Grain purchase contracts for
 resale                        97,000        -       -       -       -        -

Fuel purchase contract         22,612        -       -       -       -        -

Equipment purchases
  and facility improvements    16,127    2,601       -       -       -        -

Other purchase commitments      4,761        -       -       -       -        -

Total firm purchase
 commitments                  389,449  154,831       -       -       -        -

Vessel, time and voyage-
 charter arrangements          69,631   22,843  22,130  18,005   1,784        -

Contract grower finishing
 agreements                    12,106   11,285  10,336   9,710   9,052   33,403

Other operating lease
 payments                      19,467   17,490  14,850  13,601  13,509  213,041

Total unrecognized firm
 commitments                 $490,653 $206,449 $47,316 $41,316 $24,345 $246,444

<PAGE> 53

        Notes to Consolidated Fianancial Statements

Seaboard  has contracted with third parties for the  purchase  of
live hogs to process at its pork processing plant and has entered
into grain and feed ingredient purchase contracts to support  its
live  hog  operations.  The commitment amounts  included  in  the
table   are   based   on   projected   market   prices   as    of
December 31, 2009.  During 2009, 2008 and 2007, this segment paid
$163,047,000,  $155,400,000  and $131,490,000,  respectively  for
live hogs purchased under committed contracts.

The  Commodity  Trading  and Milling segment  enters  into  grain
purchase  contracts  and  ocean freight contracts,  primarily  to
support firm sales commitments.  These contracts are valued based
on  projected  commodity prices as of December  31,  2009.   This
segment  also  has  short-term freight  contracts  in  place  for
delivery of future grain sales.

The  Marine segment enters into contracts to time-charter vessels
for use in its operations.  These contracts range from short-term
time-charters for a few months and long-term commitments  ranging
from  one  to three years.  This segment's charter hire  expenses
during 2009, 2008 and 2007 totaled $82,728,000, $115,877,000  and
$88,761,000, respectively.

To  support  the  operations of the Pork  segment,  Seaboard  has
contract  grower  finishing agreements in place with  farmers  to
raise  a  portion  of  Seaboard's hogs  according  to  Seaboard's
specifications  under  long-term service agreements.   Under  the
terms of the agreements, additional payments would be required if
the  grower achieves certain performance standards.  The contract
grower  finishing  obligations shown above do not  reflect  these
incentive  payments  which, given current operating  performance,
total approximately $1,500,000 per year.  In the event the farmer
is  unable  to perform at an acceptable level, Seaboard  has  the
right  to  terminate the contract.  During the years ended  2009,
2008  and  2007,  Seaboard  paid  $13,703,000,  $13,389,000   and
$13,280,000,   respectively,  under  contract  grower   finishing
agreements.

Seaboard  also  leases  various facilities  and  equipment  under
noncancelable  operating lease agreements  including  a  terminal
operations  agreement  at the Port of Miami  which  runs  through
2028.    Rental   expense  for  operating  leases   amounted   to
$26,404,000, $23,147,000 and $20,174,000 in 2009, 2008 and  2007,
respectively.

Note 12

Stockholders' Equity and Accumulated Other Comprehensive Loss

On  August 7, 2007, the Board of Directors authorized Seaboard to
repurchase  from  time to time prior to August  31,  2009  up  to
$50,000,000  market value of its Common Stock in open  market  or
privately  negotiated  purchases, of which  $11,129,000  remained
available upon expiration on August 31, 2009.

On  November 6, 2009, the Board of Directors authorized  Seaboard
to  repurchase from time to time prior to October 31, 2011 up  to
$100  million market value of its Common Stock in open market  or
privately  negotiated purchases which may be above or  below  the
traded  market price.  Such purchases may be made by Seaboard  or
Seaboard  may  from  time  to  time  enter  into  a  10b5-1  plan
authorizing  a third party to make such purchases  on  behalf  of
Seaboard.  The stock repurchase will be funded by cash  on  hand.
Any  shares  repurchased will be retired  and  shall  resume  the
status  of authorized and unissued shares.  Any stock repurchases
will be made in compliance with applicable legal requirements and
the  timing  of the repurchases and the number of  shares  to  be
repurchased  at  any given time may depend on market  conditions,
Securities and Exchange Commission regulations and other factors.
The  Board's  stock  repurchase authorization does  not  obligate
Seaboard  to  acquire a specific amount of common stock  and  the
stock  repurchase  program  may  be  suspended  at  any  time  at
Seaboard's discretion.

Seaboard used cash to repurchase 3,668 shares of common stock  at
a total price of $3,370,000 in 2009, 3,852 shares of common stock
at  a  total  price  of $5,012,000 in 2008 and 17,089  shares  of
common stock at a total price of $30,488,000 in 2007.

<PAGE> 54

          Notes to Conolidated Financial Statements


The  components of accumulated other comprehensive loss,  net  of
related taxes, are summarized as follows:



                                                    Years ended December 31,
(Thousands of dollars)                            2009        2008       2007

Cumulative foreign currency translation
  adjustment                                  $ (77,576)  $ (68,211)  $(58,719)
Unrealized gain on investments                    2,579       1,781      1,149
Unrecognized pension cost                       (39,789)    (45,273)   (21,081)

        Accumulated other comprehensive loss  $(114,786)  $(111,703)  $(78,651)

The  foreign currency translation adjustment primarily represents
the effect of the Argentine peso currency exchange fluctuation on
the  net  assets  of  the  Sugar  segment.   When  the  Argentine
government lifted the one to one parity of the peso to  the  U.S.
dollar  at  the  end  of  2001, the peso lost  significant  value
against the dollar.  At December 31, 2009, the Sugar segment  had
$170,061,000  in  net assets denominated in Argentine  pesos  and
$46,644,000  in  net liabilities denominated in U.S.  dollars  in
Argentina.

With  the  exception  of  the provision related  to  the  foreign
currency translation gains and losses discussed above, which  are
taxed  at  a 35% rate, income taxes for components of accumulated
other comprehensive loss were recorded using a 39% effective  tax
rate.   For 2009 and 2008, the unrecognized pension cost includes
$12,740,000  and $15,721,000, respectively, related to  employees
at  certain  subsidiaries  for which  no  tax  benefit  has  been
recorded.

Stockholders  approved  an amendment to decrease  the  number  of
authorized  shares  of  common stock  from  4,000,000  shares  to
1,250,000 shares at the annual meeting on April 27, 2009.

Note 13

Segment Information

Seaboard   Corporation  had  five  reportable  segments   through
December  31, 2009: Pork, Commodity Trading and Milling,  Marine,
Sugar,  and  Power, each offering a specific product or  service.
Seaboard's  reporting segments are based on information  used  by
Seaboard's  Chief  Executive Officer in  his  capacity  as  chief
operating decision maker to determine allocation of resources and
assess performance.  Each of the five main segments is separately
managed and each was started or acquired independent of the other
segments.   The Pork segment produces and sells fresh and  frozen
pork  products  to  further  processors,  foodservice  operators,
grocery  stores, distributors and retail outlets  throughout  the
United  States,  and to Japan, Mexico and certain  other  foreign
markets.     The   Commodity   Trading   and   Milling    segment
internationally markets wheat, corn, soybean meal, rice and other
similar commodities in bulk to third party customers and to  non-
consolidated  foreign  affiliates.  This  segment  also  operates
flour,  maize  and feed mills in foreign countries.   The  Marine
segment,  based  in Miami, Florida, provides containerized  cargo
shipping services between the United States, the Caribbean Basin,
and  Central  and South America.  The Sugar segment produces  and
processes sugar and alcohol in Argentina primarily to be marketed
locally.    The   Power  segment  operates  as   an   unregulated
independent  power producer in the Dominican Republic  generating
power  from  a  system of diesel engines mounted on  two  barges.
Revenues for the All Other segment are primarily derived from the
jalapeno pepper processing operations.

The  Pork  segment  derives  approximately  12%  percent  of  its
revenues  from  a  few  customers in  Japan  through  one  agent.
Substantially  all  of  its  hourly  employees  at   its   Guymon
processing   plant   are  covered  by  a  collective   bargaining
agreement.   The  Pork segment incurred an impairment  charge  of
$7,000,000  related  to  the Daily's trade  name  in  the  fourth
quarter of 2008 (see Note 2 for further discussion). In addition,
as of December 31, 2009, the Pork segment had fixed assets with a
net book value of $43,162,000 related to its biodiesel processing
plant  which  began  operations during  2008.   See  Note  6  for
discussion of the potential for future impairment of these  fixed
assets.

Prior  to the first quarter of 2009, the Sugar segment was  named
Sugar   and  Citrus  reflecting  the  citrus  and  related  juice
operations of this business.  During the first quarter  of  2009,
management reviewed its strategic options for the citrus business
in  light  of a continually difficult operating environment.   In
March  2009, management decided not to process, package or market
the 2009 harvest for the citrus and related juice operations.  As
a  result, during the first quarter of 2009, a charge to earnings
primarily  in cost of sales of $2,803,000 was recorded  primarily
to  write-down

<PAGE> 55

            Notes to Consolidated Financial Statements

the    value    of   related   citrus   and   juice   inventories
to  net  realizable  value, considering such remaining  inventory
will   not  be  marketed  similar  to  prior  years  but  instead
liquidated.  In the second quarter of 2009, management decided to
integrate  and  transform  the land previously  used  for  citrus
production  into  sugar  cane production  and  thus  incurred  an
additional  charge  to earnings primarily in  cost  of  sales  of
approximately  $2,497,000 during the second quarter  of  2009  in
connection  with  this change in business.  The  remaining  fixed
assets  from  the  citrus  operations,  primarily  buildings  and
equipment,  have either been sold under long-term  agreements  or
integrated  into  the sugar business.  However, since  such  sale
agreements are long-term and collectibility of the sales price is
not  reasonably assured, the sale is being recognized  under  the
cost  recovery  method and thus the gain on sale,  which  is  not
material, will not be recognized until proceeds collected  exceed
the net book value of the assets sold.

The Power segment sells approximately 34% of its power generation
to  a  government-owned distribution company under  a  short-term
contract that expires at the end of March 2010 for which Seaboard
bears  a concentrated credit risk as this customer, from time  to
time,  has significant past due balances.  In May 2009,  Seaboard
received  sovereign  government bonds of the  Dominican  Republic
with a par value of $20,000,000 denominated in U.S. dollars, with
an  8%  tax  free  coupon rate, to satisfy  the  same  amount  of
outstanding  billings  from  this  customer  that  Seaboard   had
classified  as  long-term.  During the fourth  quarter  of  2009,
Seaboard  sold  a  portion  of these  bonds  with  par  value  of
$9,700,000  resulting  in  an  immaterial  loss.   The  remaining
$10,300,000  par value of bonds are classified as  available-for-
sale short term investments on the Consolidated Balance Sheet  as
of December 31, 2009.  During January and February 2010, Seaboard
sold the remaining bonds resulting in an immaterial loss.

On  March  2,  2009,  an agreement became effective  under  which
Seaboard will sell its two power barges in the Dominican Republic
for $70,000,000, which will use such barges for private use.  The
agreement  calls  for the sale to occur on or around  January  1,
2011.   During  March  2009, $15,000,000  was  paid  to  Seaboard
(recorded  as  long-term deferred revenue)  and  the  $55,000,000
balance  of the purchase price was paid into escrow and  will  be
paid  to Seaboard at the closing of the sale. The net book  value
of  the two barges was $20,090,000 as of December 31, 2009 and is
classified  as  held  for  sale  in  non-current  other   assets.
Accordingly, Seaboard will cease depreciation on January 1,  2010
for  these  two barges but continue to operate these  two  barges
until  a  few  weeks  prior  to the closing  date  of  the  sale.
Seaboard   will   be   responsible  for   the   wind   down   and
decommissioning costs of the barges.  Completion of the  sale  is
dependent upon several issues, including meeting certain baseline
performance and emission tests.  Failure to satisfy or  cure  any
deficiencies  could result in the agreement being terminated  and
the  sale  abandoned.   Seaboard  could  be  responsible  to  pay
liquidated damages of up to approximately $15,000,000  should  it
fail  to  perform  its  obligations under  the  agreement,  after
expiration  of applicable cure and grace periods.  Seaboard  will
retain  all  other physical properties of this  business  and  is
considering  options  to  continue  its  power  business  in  the
Dominican Republic after the sale of these assets is completed.

The  loss  from  foreign affiliate in 2007 for  the  "All  Other"
segment  reflects  Seaboard's share of  losses  from  its  equity
method  investment in a Bulgarian wine business  (the  Business).
There  was no remaining book value as of December 31,  2007.   In
June  2008, Seaboard received $1,078,000 from another shareholder
of the Business in exchange for the assignment by Seaboard to the
shareholder  of  all  rights  to Seaboard's  previous  loans  and
advances to the Business.  The proceeds of this transaction  were
recorded  in Other Investment Income.  In February 2009, Seaboard
sold  all  of  its shares in this Business.  See Note  5  to  the
Consolidated Financial Statements for further discussion.

The  following  tables  set forth specific financial  information
about  each segment as reviewed by management.  Operating  income
for  segment reporting is prepared on the same basis as that used
for  consolidated operating income.  Operating income, along with
income  from  foreign  affiliates for the Commodity  Trading  and
Milling  segment,  is used as the measure of  evaluating  segment
performance  because  management does not consider  interest  and
income tax expense on a segment basis.

<PAGE> 56

          Notes to Consolidated Financial Statements

Sales to External Customers:

                                          Years ended December 31,
(Thousands of dollars)              2009            2008            2007

Pork                            $1,065,338      $1,125,969      $1,003,790
Commodity Trading and Milling    1,531,572       1,897,374       1,152,035
Marine                             737,629         958,027         822,221
Sugar                              142,966         142,148         125,882
Power                              107,074         129,430          93,951
All Other                           16,729          14,856          15,422
   Segment/Consolidated Totals  $3,601,308      $4,267,804      $3,213,301

Operating Income:

                                          Years ended December 31,
(Thousands of dollars)              2009            2008            2007

Pork                            $  (15,025)     $  (45,934)     $   39,528
Commodity Trading and Milling       24,839          96,517          20,905
Marine                              24,113          62,365         104,156
Sugar                                 (851)          3,690          15,484
Power                                8,172           7,845           5,402
All Other                            1,498           1,033             634
   Segment Totals                   42,746         125,516         186,109
Corporate                          (19,023)         (3,707)        (16,194)
   Consolidated Totals          $   23,723      $  121,809      $  169,915

Income from Foreign Affiliates:

                                          Years ended December 31,
(Thousands of dollars)              2009            2008            2007

Commodity Trading and Milling   $   19,128      $   12,629      $    5,232
Sugar                                1,030             455             360
All Other                                -               -          (1,718)
   Segment/Consolidated Totals  $   20,158      $   13,084      $    3,874


Depreciation and Amortization:

                                          Years ended December 31,
(Thousands of dollars)              2009            2008            2007

Pork                            $   53,182      $   53,288      $   47,258
Commodity Trading and Milling        4,681           4,509           4,501
Marine                              21,772          19,994          16,568
Sugar                                7,732           8,030           6,510
Power                                3,783           3,926           3,747
All Other                              431             415             320
   Segment Totals                   91,581          90,162          78,904
Corporate                              260             219             317
   Consolidated Totals          $   91,841      $   90,381      $   79,221

<PAGE> 57

Notes to Consolidated Financial Statements

Total Assets:

                                                        December 31,
(Thousands of dollars)                              2009            2008

Pork                                            $  774,718      $  800,062
Commodity Trading and Milling                      521,618         543,303
Marine                                             236,382         267,268
Sugar                                              205,155         225,716
Power                                               75,348          73,501
All Other                                            8,988           7,721
   Segment Totals                                1,822,209       1,917,571
Corporate                                          514,924         413,790
   Consolidated Totals                          $2,337,133      $2,331,361


Investment in and Advances to Foreign Affiliates:

                                                        December 31,
(Thousands of dollars)                              2009            2008

Commodity Trading and Milling                   $   79,883      $   66,578
Sugar                                                2,349           1,513
   Segment/Consolidated Totals                  $   82,232      $   68,091


Capital Expenditures:

                                          Years ended December 31,
(Thousands of dollars)              2009            2008            2007

Pork                            $   15,188      $   52,649      $   78,085
Commodity Trading and Milling        2,650           4,333           3,013
Marine                              14,697          46,309          61,045
Sugar                               21,603          30,964          21,424
Power                                   39              53             218
All Other                               87             311             362
   Segment Totals                   54,264         134,619         164,147
Corporate                               12              15              26
   Consolidated Totals          $   54,276      $  134,634      $  164,173


Administrative   services   provided   by  the  corporate  office
allocated to the individual segments represent corporate services
rendered to and costs incurred for each specific segment with  no
allocation to individual segments of general corporate management
oversight costs.  Corporate assets include short-term investments,
other  current  assets  related  to  deferred compensation plans,
fixed assets, deferred tax amounts and other miscellaneous items.
Corporate operating losses represent certain operating costs  not
specifically allocated to individual segments.

Geographic Information

Seaboard  had  sales  in   South  Africa  totaling  $292,547,000,
$437,362,000  and $322,998,000 for the years ended  December  31,
2009, 2008 and 2007, respectively, representing approximately 8%,
10%  and  10% of total sales for each respective year.  No  other
individual foreign country accounted for 10% or more of sales  to
external customers.

<PAGE> 58

          Notes to Consolidated Financial Statements


The  following table provides a geographic summary of  net  sales
based on the location of product delivery.

                                               Years ended December 31,
(Thousands of dollars)                      2009         2008         2007

Caribbean, Central and South America    $1,406,749   $1,726,789   $1,151,032
Africa                                     969,324    1,269,505      810,084
United States                              855,412      924,470      936,825
Pacific Basin and Far East                 165,721      162,122      154,127
Canada/Mexico                              146,601      143,665       91,513
Europe                                      42,537       17,534       26,584
Eastern Mediterranean                       14,964       23,719       43,136
 Totals                                 $3,601,308   $4,267,804   $3,213,301


The  following table provides a geographic summary of  Seaboard's
long-lived  assets  according  to  their  physical  location  and
primary port for the vessels.
                                                   December 31,
(Thousands of dollars)                            2009       2008

United States                                 $ 547,111   $594,908
Argentina                                        87,712     85,156
Dominican Republic                               26,239     30,234
All other                                        53,559     54,444
 Totals                                       $ 714,621   $764,742

At  December  31,  2009  and  2008,  Seaboard  had  approximately
$134,261,000   and   $168,303,000,   respectively,   of   foreign
receivables,  excluding receivables due from foreign  affiliates,
which  generally  represent more of a collection  risk  than  the
domestic  receivables.   Management believes  its  allowance  for
doubtful accounts is adequate.


<PAGE> 59

             Stockholder Information

Board of Directors
_______________________________________________________________________________

Steven J. Bresky                        Joseph E. Rodrigues
Director and Chairman of the            Director
Board                                   Retired, former Executive Vice
President and Chief Executive           President and Treasurer of
Officer of Seaboard                     Seaboard

David A. Adamsen                        Edward I. Shifman, Jr.
Director and Audit Committee            Director and Audit Committee
Member                                  Member
Vice President - Wholesale              Retired, former Managing
Sales,                                  Director and Executive
C&S Wholesale Grocers                   Vice President of Wachovia
                                        Capital Fiance
Douglas W. Baena
Director and Audit Committee
Chair
Self-employed, engaging in
facilitation of equipment
leasing financings and
consulting


Officers
_______________________________________________________________________________

Steven J. Bresky                  David S. Oswalt
President and Chief Executive     Vice President, Taxation and
Officer                           Business Development

Robert L. Steer                   Ty A. Tywater
Senior Vice President, Chief      Vice President, Audit Services
Financial Officer
                                  John A. Virgo
David M. Becker                   Vice President, Corporate
Vice President, General Counsel   Controller and Chief Accounting
and Secretary                     Officer

Barry E. Gum                      Zachery J. Holden
Vice President, Finance and       Assistant Secretary
Treasurer
                                  Adriana N. Hoskins
James L. Gutsch                   Assistant Treasurer
Vice President, Engineering

Ralph L. Moss
Vice President, Governmental
Affairs


Chief Executive Officers of Principal Seaboard Operations
_______________________________________________________________________________

Rodney K. Brenneman                Hugo D. Rossi
Pork                               Sugar

David M. Dannov                    Armando G. Rodriguez
Commodity Trading and Milling      Power

Edward A. Gonzalez
Marine


Stock Transfer Agent and
Registrar of Stock                 Availability of 10-K Report
_________________________________  ____________________________________________

Computershare Trust Company, N.A.  Seaboard  files  its  Annual Report  on Form
P.O. Box 43078                     10-K  with  the   Securities   and  Exchange
Providence, Rhode Island 02940-    Commission.   Copies  of  the  Form 10-K for
3078                               fiscal  2009  are  available  without charge
(800) 884-4225                     by  writing  Seaboard Corporation, 9000 West
                                   67th Street,  Shawnee Mission, Kansas 66202,
Auditors                           Attention:  Shareholder Relations or via the
_________________________________  Internet   at   http://www.seaboardcorp.com/
                                   investor-sec.aspx
KPMG LLP                           Seaboard provides  access to its most recent
1000 Walnut, Suite 1000            Form  10-K,  10-Q  and  8-K  reports  on its
Kansas City, Missouri 64106        Internet website, free of charge, as soon as
                                   reasonably practicable after  those  reports
                                   are electronically filed with the Securities
Stock Listing                      and Exchange Commission.
_________________________________

Seaboard's  common  stock   is
traded   on   the  NYSE   Amex
Equities    (formerly,    NYSE
Alternext US) under the symbol
SEB.     Seaboard   had    192
shareholders of record of  its
common stock as of February 5,
2010.

<PAGE> 60