UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q

  (Mark One)

  { X }  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

           For the quarterly period ended September 27, 2008

                                  OR

  {   }  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

  For the transition period from __________________ to ___________________

  Commission File Number 1-3390

                        Seaboard Corporation
       (Exact name of registrant as specified in its charter)

    Delaware                                          04-2260388
  (State or other jurisdiction of        (I.R.S. Employer Identification No.)
   incorporation or organization)

  9000 W. 67th Street, Shawnee Mission, Kansas                  66202
  (Address of principal executive offices)                   (Zip Code)

                            (913) 676-8800
         (Registrant's telephone number, including area code)

                           Not Applicable
    (Former name, former address and former fiscal year, if changed
                          since last report.)

     Indicate by check mark whether the registrant (1) has filed all
  reports required to be filed by Section 13 or 15(d) of the
  Securities Exchange Act of 1934 during the preceding 12 months (or
  for such shorter period that the registrant was required to file
  such reports), and (2) has been subject to such filing requirements
  for the past 90 days.  Yes   X  .  No    .

     Indicate by check mark whether the registrant is a large accelerated
  filer, an accelerated filer, a non-accelerated filer or a smaller
  reporting company. See the definitions of "large accelerated filer,"
  "accelerated filer" and "smaller reporting company" in Rule 12b-2 of
  the Exchange Act. (Check one):

  Large accelerated filer [ X ]        Accelerated filer [   ]
  Non-accelerated filer   [   ] (Do not check if a smaller reporting company)
                                       Smaller reporting company [   ]

     Indicate by check mark whether the registrant is a shell company (as
  defined in Rule 12b-2 of the Exchange Act).  Yes    .   No  X .

There were 1,241,519 shares of common stock, $1.00 par value per share,
outstanding on October 20, 2008.

                                      Total pages in filing - 21 pages

 1

 PART I - FINANCIAL INFORMATION
 Item 1.  Financial Statements

                       SEABOARD CORPORATION AND SUBSIDIARIES
                   Condensed Consolidated Statements of Earnings
                  (Thousands of dollars except per share amounts)
                                      (Unaudited)

                            Three Months Ended           Nine Months Ended
                        September 27, September 29, September 27, September 29,
                            2008          2007          2008          2007
Net sales:
   Products              $  826,826    $  562,312    $2,303,849    $1,582,908
   Services                 266,545       212,807       719,804       622,578
   Other                     38,320        26,209       101,657        67,209
Total net sales           1,131,691       801,328     3,125,310     2,272,695

Cost of sales and
 operating expenses:
   Products                 785,162       513,610     2,185,949     1,454,042
   Services                 233,613       172,883       621,656       490,779
   Other                     36,322        22,503        91,731        59,062
Total cost of sales and
 operating expenses       1,055,097       708,996     2,899,336     2,003,883

Gross income                 76,594        92,332       225,974       268,812

Selling, general and
 administrative expenses     44,880        42,731       131,782       127,931

Operating income             31,714        49,601        94,192       140,881

Other income (expense):
   Interest expense          (3,888)       (2,924)       (9,725)       (9,847)
   Interest income            2,508         4,821        10,934        14,864
   Income from foreign
    affiliates                4,819           284        10,632         1,558
   Minority and other
    noncontrolling interests   (183)          (29)         (419)           90
   Foreign currency loss,
    net                      (2,131)       (1,183)       (1,506)       (2,614)
   Other investment income
    (loss), net              (1,168)          835         7,288         2,607
   Miscellaneous, net         1,132           225         2,227         4,621
Total other income (expense),
  net                         1,089         2,029        19,431        11,279

Earnings before income
 taxes                       32,803        51,630       113,623       152,160

Income tax benefit (expense)    102           942        10,272        (7,576)

Net earnings             $   32,905    $   52,572    $  123,895    $  144,584

Earnings per common
 share                   $    26.47    $    41.75    $    99.62    $   114.69

Dividends declared per
 common share            $     0.75    $     0.75    $     2.25    $     2.25

Average number of
 shares outstanding       1,243,015     1,259,091     1,243,706     1,260,605

    See accompanying notes to condensed consolidated financial statements.

 2

                         SEABOARD CORPORATION AND SUBSIDIARIES
                         Condensed Consolidated Balance Sheets
                                 (Thousands of dollars)
                                      (Unaudited)

                                                   September 27,   December 31,
                                                        2008          2007
                       Assets

Current assets:
   Cash and cash equivalents                         $   58,372     $  47,346
   Short-term investments                               242,234       286,660
   Receivables, net                                     417,968       359,313
   Inventories                                          649,543       392,946
   Deferred income taxes                                 21,345        19,558
   Other current assets                                 124,823        77,710
Total current assets                                  1,514,285     1,183,533

Investments in and advances to foreign affiliates        71,851        60,706
Net property, plant and equipment                       765,632       730,395
Goodwill                                                 40,628        40,628
Intangible assets, net                                   29,688        30,895
Other assets                                             59,484        47,542
Total assets                                         $2,481,568    $2,093,699

        Liabilities and Stockholders' Equity

Current liabilities:
   Notes payable to banks                            $  230,661    $   85,088
   Current maturities of long-term debt                  54,637        11,912
   Accounts payable                                     187,940       135,398
   Other current liabilities                            268,221       190,530
Total current liabilities                               741,459       422,928

Long-term debt, less current maturities                  79,001       125,532
Deferred income taxes                                    91,139       105,697
Other liabilities                                        91,453        84,343
Total non-current and deferred liabilities              261,593       315,572

Minority and other noncontrolling interests               2,721           971

Stockholders' equity:
  Common stock of $1 par value,
    Authorized 4,000,000 shares;
    issued and outstanding 1,241,519 and 1,244,278
     shares                                               1,242         1,244
  Accumulated other comprehensive loss                  (74,194)      (78,651)
  Retained earnings                                   1,548,747     1,431,635
Total stockholders' equity                            1,475,795     1,354,228
Total liabilities and stockholders' equity           $2,481,568    $2,093,699

   See accompanying notes to condensed consolidated financial statements.

 3

                      SEABOARD CORPORATION AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
                             (Thousands of dollars)
                                  (Unaudited)

                                                        Nine Months Ended
                                                    September 27, September 29,
                                                         2008          2007

Cash flows from operating activities:
   Net earnings                                      $ 123,895   $   144,584
   Adjustments to reconcile net earnings to cash
     from operating activities:
       Depreciation and amortization                    67,181        58,879
       Income from foreign affiliates                  (10,632)       (1,558)
       Other investment income, net                     (7,288)       (2,607)
       Foreign currency exchange losses                  3,133             -
       Minority and other noncontrolling interest          419           (90)
       Deferred income taxes                           (18,826)       (9,193)
       Gain from sale of fixed assets                     (805)       (1,040)
   Changes in current assets and liabilities:
        Receivables, net of allowance                  (51,674)       (9,166)
        Inventories                                   (254,673)     (105,427)
        Other current assets                           (48,284)      (18,974)
        Current liabilities, exclusive of debt         129,739        54,650
   Other, net                                            1,285         2,602
Net cash from operating activities                     (66,530)      112,660

Cash flows from investing activities:
   Purchase of short-term investments                 (179,312)   (1,605,907)
   Proceeds from the sale of short-term investments    184,298     1,739,006
   Proceeds from the maturity of short-term
    investments                                         38,241        22,841
   Investments in and advances to foreign
    affiliates, net                                        590        (7,904)
   Capital expenditures                               (102,864)     (124,123)
   Repurchase of minority interest in a controlled
    subsidiary                                               -       (61,260)
   Proceeds from the sale of fixed assets                2,909         2,220
   Other, net                                              568        (2,348)
Net cash from investing activities                     (55,570)      (37,475)

Cash flows from financing activities:
   Notes payable to banks, net                         141,904        15,509
   Principal payments of long-term debt                 (4,056)      (54,156)
   Repurchase of common stock                           (3,988)      (17,841)
   Dividends paid                                       (2,797)       (2,832)
   Other, net                                            1,325          (109)
Net cash from financing activities                     132,388       (59,429)

Effect of exchange rate change on cash                     738           747

Net change in cash and cash equivalents                 11,026        16,503

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

Cash and cash equivalents at end of period           $  58,372   $    47,872

    See accompanying notes to condensed consolidated financial statements.

 4

SEABOARD CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1 - Accounting Policies and Basis of Presentation

The  condensed consolidated financial statements include the  accounts
of  Seaboard  Corporation  and its domestic and  foreign  subsidiaries
("Seaboard").  All significant intercompany balances and  transactions
have been eliminated in consolidation.  Seaboard's investments in non-
controlled  affiliates are accounted for by the  equity  method.   The
unaudited condensed consolidated financial statements should  be  read
in  conjunction with the consolidated financial statements of Seaboard
for the year ended December 31, 2007 as filed in its Annual Report  on
Form   10-K.    Seaboard's  first  three  quarterly  periods   include
approximately 13 weekly periods ending on the Saturday closest to  the
end of March, June and September.  Seaboard's year-end is December 31.

The accompanying unaudited condensed consolidated financial statements
include all adjustments (consisting only of normal recurring accruals)
which,  in  the  opinion  of  management, are  necessary  for  a  fair
presentation  of  financial position, results of operations  and  cash
flows.   Results of operations for interim periods are not necessarily
indicative of results to be expected for a full year.

During  the second quarter of 2008, an accounting error at the  Marine
segment was discovered in previously issued financial statements.  The
error  arose  in  the Marine segment's consolidation and  intercompany
elimination process of its foreign outport operations.  The error,  if
properly recorded, would have decreased sales and net earnings in 2006
by  $2,101,000, decreased sales and net earnings in 2007 by $4,171,000
and  decreased sales and net earnings in the first quarter of 2008  by
$964,000.  As the effect on prior periods was not considered material,
an  adjustment  to decrease sales and net earnings by  $7,236,000  was
recorded in the second quarter of 2008.

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.

New Accounting Standards

In  December  2007,  the Financial Accounting Standards  Board  (FASB)
issued  Statement of Financial Accounting Standards No.  141(R)  (SFAS
141R),  "Business Combinations."  This statement defines the  acquirer
as  the  entity that obtains control of one or more businesses in  the
business  combination, establishes the acquisition date  as  the  date
that  the  acquirer  achieves control and  requires  the  acquirer  to
recognize   the   assets  acquired,  liabilities   assumed   and   any
noncontrolling  interest at their fair values as  of  the  acquisition
date.  This statement also requires that acquisition-related costs  of
the  acquirer  be recognized separately from the business  combination
and will generally be expensed as incurred.  Seaboard will be required
to adopt this statement as of January 1, 2009.  The impact of adopting
SFAS  141R will be applicable to any future business combinations  for
which the acquisition date is on or after January 1, 2009.

In  December  2007, the FASB issued Statement of Financial  Accounting
Standards   No.   160   (SFAS  160),  "Noncontrolling   Interests   in
Consolidated Financial Statements-an amendment of ARB No.  51."   This
statement  will  change  the  accounting and  reporting  for  minority
interests,  which will be recharacterized as noncontrolling  interests
and classified as a component of equity.  Seaboard will be required to
adopt  this statement as of January 1, 2009.  Management believes  the
adoption  of  SFAS 160 will not have a material impact  on  Seaboard's
financial position or net earnings.

In  February  2008,  the FASB issued FASB Staff Position  157-2  which
defers  the  effective  date of SFAS 157 for nonfinancial  assets  and
nonfinancial  liabilities, except for items  that  are  recognized  or
disclosed  at  fair  value in an entity's financial  statements  on  a
recurring  basis (at least annually).  Seaboard will  be  required  to
adopt   SFAS  157  for  these  nonfinancial  assets  and  nonfinancial
liabilities as of January 1, 2009.   Management believes the  adoption
of  SFAS  157 deferral provisions will not have a material  impact  on
Seaboard's financial position or net earnings.

In  March  2008,  the  FASB issued Statement of  Financial  Accounting
Standards   No.   161  (SFAS  161),  "Disclosures   about   Derivative
Instruments and Hedging Activities-an amendment of FASB Statement  No.
133."   This  statement  will change 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  Statement  133  and  its   related
interpretations,  and how derivative

 5

instruments  and  related  hedged  items  affect an entity's financial
position, net earnings,  and  cash flows.  Seaboard  will  be required
to adopt  this  statement as of January  1, 2009.  Management believes
the adoption of SFAS 161 will not have a material impact on Seaboard's
financial position  or  net earnings.

Note 2 - Repurchase of Minority Interest

On  December  27, 2006, Seaboard entered into a Purchase Agreement  to
repurchase  the 4.74% equity interest in Seaboard Foods  LP  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.

Note 3 - Inventories

The  following  is a summary of inventories at September  27,  2008  and
December 31, 2007:

                                                     September 27, December 31,
(Thousands of dollars)                                   2008          2007

At lower of LIFO cost or market:
   Live hogs and materials                             $217,149      $181,019
   Fresh pork and materials                              25,451        18,550
                                                        242,600       199,569
   LIFO adjustment                                      (61,008)      (23,509)
       Total inventories at lower of LIFO cost or
        market                                          181,592       176,060

At lower of FIFO cost or market:
   Grains and oilseeds                                  314,386       100,082
   Sugar produced and in process                         44,024        35,180
   Other                                                 55,834        33,782
       Total inventories at lower of FIFO cost or
        market                                          414,244       169,044

Grain, flour and feed at lower of weighted average
 cost or market                                          53,707        47,842
        Total inventories                              $649,543      $392,946

As  of  September  27,  2008,  Seaboard had approximately  $50,000,000
recorded  as grain inventories that are committed to various customers
in  foreign  countries for which customer contract  performance  is  a
heightened  concern.  The current market price of  this  inventory  in
these  foreign countries is presently higher than cost.   However,  if
these  customers ultimately do not perform and 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 current  costs,
including any additional transportation costs.

Note 4 - Income Taxes

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.   There have not been any material changes in  unrecognized
income  tax  benefits  since December 31, 2007.  Interest  related  to
unrecognized tax benefits and penalties were not material for the nine
months ended September 27, 2008.

The lower tax benefit for the three month period of 2008 resulted from
a  lowering of the 2008 annual benefit during the third quarter, which
occurred  in  response to the decrease in the 2008 projected  domestic
taxable loss from the loss projected in the prior quarter.  During the
third quarter of 2007, Seaboard revised its effective annual tax  rate
as  a  result  of changes in the estimated percentage mix  of  foreign
income  and  domestic  income and a change  in  valuation  allowances,
resulting in a net benefit for the quarter.

 6

Note 5 -Derivatives and Fair Value of Financial Instruments

In  September 2006, the FASB issued Statement of Financial  Accounting
Standards  No.  157  (SFAS  157),  "Fair  Value  Measurements".   This
statement established a single authoritative definition of fair  value
when  accounting  rules  require the use of  fair  value,  set  out  a
framework   for   measuring  fair  value,  and   required   additional
disclosures  about fair-value measurements.  SFAS 157  clarifies  that
fair  value  is an exit price, representing the amount that  would  be
received  to  sell  an asset or paid to transfer  a  liability  in  an
orderly transaction between market participants.

Seaboard  adopted  SFAS 157 on January 1, 2008 with the  exception  of
nonfinancial assets and nonfinancial liabilities that were deferred by
FASB  Staff  Position 157-2 as discussed in Note 1  to  the  Condensed
Consolidated Financial Statements.  As of September 27, 2008, Seaboard
has  not  applied  SFAS  157  to goodwill  and  intangible  assets  in
accordance with FASB Staff Position 157-2.

SFAS  157  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).  SFAS 157  utilizes  a  fair
value  hierarchy  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:     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:    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:   Unobservable inputs that reflect the reporting entity's own
assumptions.

The  following  table shows assets and liabilities  measured  at  fair
value on a recurring basis as of September 27, 2008 and also the level
within  the  fair  value hierarchy used to measure  each  category  of
assets.

                                          Quoted Prices
                                            In Active   Significant
                                           Markets for    Other     Significant
                                Balance    Identical    Observable Unobservable
                              September 27,  Assets       Inputs      Inputs
(Thousands of dollars)            2008     (Level 1)     (Level 2)   (Level 3)

  Assets:
Available-for-sale securities   $242,234   $ 23,348      $218,886     $    -
Deferred compensation plans       27,627     19,187         8,440          -
Derivatives                       33,010     28,916         4,094          -
  Total Assets                  $302,871   $ 71,451      $231,420     $    -
  Total Liabilities-Derivatives $ 18,491   $ 17,369      $  1,122     $    -

In  February  2007, the FASB issued Statement of Financial  Accounting
Standards  No.  159 (SFAS 159), "The Fair Value Option  for  Financial
Assets  and Financial Liabilities."  This statement provided companies
with an option to report selected financial assets and liabilities  at
fair  value.  This statement was effective for Seaboard as of  January
1,  2008; however Seaboard did not elect the option to report  any  of
the selected financial assets and liabilities at fair value.

Seaboard  uses various grain, meal, hog and pork bellies  futures  and
options to manage its exposure to price fluctuations for raw materials
and   other  inventories,  finished  product  sales  and  firm   sales
commitments.  However, due to the extensive record-keeping required to
designate   the  commodity  derivative  transactions  as  hedges   for
accounting  purposes, Seaboard marks to market its  commodity  futures
and  options  primarily as a component of cost of  sales.   Management
continues  to believe its commodity futures and options are  primarily
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 commodity prices could have  a  material
impact  on earnings in any given quarter or year.  From time to  time,
Seaboard  may also enter into speculative derivative transactions  not
directly  related  to

 7

its raw material requirements.   The  nature of Seaboard's market risk
exposure related to these  items  has  not  changed  materially  since
December 31,  2007.  However,  during   July  2008  the  Pork  segment
significantly increased the number of  hog, grain and oilseed  futures
contracts entered into based on  market  conditions.  These  increased
positions  could  increase  volatility  of  reported financial results
due to mark to market accounting.

The  size  and mix of Seaboard's commodity future and option contracts
varies  from time to time based upon an analysis of fundamental market
information.   The  following  table  provides  the  fair   value   of
Seaboard's  net open commodity future and option derivatives  for  all
divisions as of September 27, 2008, and December 31, 2007.

(Thousands of dollars)           September 27, 2008  December 31, 2007

Grains and oilseeds                  $ (34,429)          $  2,832
Hogs and pork bellies                   49,667               (994)

Note 6 - Employee Benefits

Seaboard maintains a defined benefit pension plan ("the Plan") for its
domestic  salaried  and  clerical  employees.   As  a  result  of  its
liquidity  and tax positions, in April 2007 Seaboard made a deductible
contribution in the amount of $10,000,000 for the 2006 plan year.   At
this   time   management  does  not  plan  on  making  any  additional
contributions  in 2008 for the 2007 or 2008 plan year.  Seaboard  also
sponsors  non-qualified, unfunded supplemental  executive  plans,  and
unfunded  supplemental  retirement agreements with  certain  executive
employees.   Management  is  considering  funding  alternatives,   but
currently has no plans to provide funding for these supplemental plans
in advance of when the benefits are paid.

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 Statement of Financial Accounting Standards No. 88,
"Employers  Accounting  for Settlements and  Curtailments  of  Defined
Benefit Pension for Termination Benefits."

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

                            Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Thousands of dollars)      2008          2007           2008         2007

Components of net periodic
 benefit cost:

 Service cost              $ 1,376       $ 1,216        $ 4,013      $ 3,671
 Interest cost               1,983         1,410          5,753        4,264
 Expected return on plan
  assets                    (1,697)       (1,363)        (4,810)      (4,137)
 Amortization and other        390           498          1,177        1,501
 Settlement loss                 -             -              -        3,671
 Net periodic benefit cost $ 2,052       $ 1,761        $ 6,133      $ 8,970

Note 7 - Commitments and Contingencies

During  the  fourth  quarter of 2005, Seaboard's subsidiary,  Seaboard
Marine,  received a notice of violation letter from U.S.  Customs  and
Border  Protection demanding payment of a significant penalty  for  an
alleged  failure  to  manifest narcotics in connection  with  Seaboard
Marine's  shipping operations, in violation of a federal  statute  and
regulation.    In response to Seaboard Marine's petition  for  relief,
the amount of the penalty has been reduced to an amount which will not
have   a   material  adverse  effect  on  the  consolidated  financial
statements of Seaboard.  Seaboard has  appealed the reduced penalty to
seek a further reduction in the penalty.

Seaboard is subject to various other 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.

 8

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  Seaboard's
business  objectives.   Seaboard does not issue  guarantees  of  third
parties  for  compensation.  As of September 27,  2008,  Seaboard  had
guarantees  outstanding  to two third parties  with  a  total  maximum
exposure of $1,978,000.  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  September 27, 2008, Seaboard had outstanding letters of credit
("LCs") with various banks which reduced its borrowing capacity  under
its  committed  credit facilities by $57,916,000.  Included  in  these
amounts  are  LCs totaling $42,688,000, which support  the  Industrial
Development  Revenue Bonds included as long-term debt and  $13,708,000
of LCs related to insurance coverages.

Commitments

On  May  30,  2008, Seaboard Marine Ltd. ("Seaboard Marine"),  entered
into an Amended and Restated Terminal Agreement with Miami-Dade County
("County")   for   Marine  Terminal  Operations   ("Amended   Terminal
Agreement"),  pursuant to which Seaboard Marine renewed  its  existing
Terminal Agreement with the County at the Port of Miami.  The  Amended
Terminal  Agreement  will  enable  Seaboard  Marine  to  continue  its
existing  operations  at  the  Port of Miami.   The  Amended  Terminal
Agreement  has  a term through September 30, 2028, with two  five-year
renewal  options,  the  exercise  of  which  are  subject  to  certain
conditions.  The total minimum payments over the initial term  of  the
Amended  Terminal  Agreement approximate $283,000,000.   This  minimum
amount could increase if certain conditions are met.  In addition, the
Amended   Terminal  Agreement  requires  Seaboard   Marine   to   fund
approximately  $5,000,000  in  terminal upgrades  subject  to  certain
conditions.  The Amended Terminal Agreement also requires  the  County
to  make certain improvements to Seaboard Marine's container yard  and
adjacent berths at the Port of Miami.

Note 8 - Stockholders' Equity and Accumulated Other Comprehensive Loss

Components  of total comprehensive income, net of related  taxes,  are
summarized as follows:

                           Three Months Ended            Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Thousands of dollars)     2008          2007           2008          2007

Net earnings               $32,905     $52,572       $123,895      $144,584
Other comprehensive
 income net of
 applicable taxes:
  Foreign currency
   translation adjustment    3,646      (1,316)         4,972        (1,056)
  Unrealized gains
   (losses) on
   investments                (452)        488           (845)         (223)
  Unrecognized pension
   cost                        239         361            330         3,321
  Amortization of
   deferred gain on
   interest rate swaps           -         (39)             -          (125)
Total comprehensive income $36,338     $52,066       $128,352      $146,501

The  components of and changes in accumulated other comprehensive loss
for the nine months ended September 27, 2008 are as follows:

                                             Balance                Balance
                                           December 31,   Period  September 27,
(Thousands of dollars)                        2007        Change     2008

Foreign currency translation adjustment     $(58,719)     $4,972    $(53,747)
Unrealized gain on investments                 1,149        (845)        304
Unrecognized pension cost                    (21,081)        330     (20,751)

Accumulated other comprehensive loss        $(78,651)     $4,457    $(74,194)

 9

The  foreign currency translation adjustment primarily represents  the
effect of the Argentine peso currency exchange fluctuation on the  net
assets  of  the Sugar and Citrus segment.  At September 27, 2008,  the
Sugar and Citrus segment had $175,369,000 in net assets denominated in
Argentine pesos, $15,919,000 in net assets denominated in U.S. dollars
and  $61,298,000  of  liabilities  denominated  in  Japanese  Yen   in
Argentina.

With the exception of the foreign currency translation loss to which a
35%  federal  tax  rate  is applied, income taxes  for  components  of
accumulated  other  comprehensive  loss  were  recorded  using  a  39%
effective  tax  rate.   In  addition, the  unrecognized  pension  cost
includes  $6,485,000 related to employees at certain subsidiaries  for
which no tax benefit has been recorded.

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  $15,523,000   remained
available  at September 27, 2008.  For the nine months ended September
27,  2008, Seaboard repurchased 2,759 shares of common stock at a cost
of  $3,988,000.  Shares repurchased are retired and resume  status  of
authorized and unissued shares.

Note 9 - Segment Information

The  Pork segment has $28,372,000 of goodwill and $24,000,000 of other
intangible assets not subject to amortization in connection  with  its
acquisition of Daily's in 2005.  Previously, the fair value  of  these
intangible  assets  was  partially based  on  certain  scenarios  that
included management's ability and intention to grow and expand Daily's
through  construction or acquisition of additional  capacity.   During
the  second  quarter of 2008 management decided to indefinitely  delay
any  such future plans for expanding Daily's capacity.  As of June 28,
2008, Seaboard conducted its annual evaluation for impairment of  this
goodwill  and  other intangible assets and, based  on  current  market
conditions  indicating  projected  future  sale  price  increases  and
related levels of estimated operating margins, determined there is  no
impairment.   However, if market conditions do not  produce  projected
future  sale  price  increases  or additional  processed  meats  sales
volumes, and related levels of estimated operating margins, there is a
possibility  that  some  amount  of  either  this  goodwill  or  other
intangible  assets  not subject to amortization,  or  both,  could  be
deemed impaired during some future period including fiscal 2008, which
may result in a charge to earnings.

In  previously  filed  reports, Seaboard had separately  reported  its
Power  division as a reportable segment.  This division does not  meet
the technical requirements for reporting as a separate segment and  is
not expected to in the future.  Accordingly, the Power division is now
reported  as  a  part  of  "All Other" and  prior  periods  have  been
appropriately reclassified.

Seaboard  has  an  investment  in  a  Bulgarian  wine  business   (the
Business).  Beginning in March 2007, this business had been unable  to
make its scheduled loan payments and had been 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, in the fourth quarter of 2007 Seaboard discontinued using
the equity method of accounting and wrote-off the remaining investment
balance.   Seaboard recorded 50% of the losses from  the  Business  in
2007  in  the  "All  Other" segment.  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.

The  following  tables set forth specific financial information  about
each  segment  as reviewed by Seaboard's management. Operating  income
for  segment reporting is prepared on the same basis as that used  for
consolidated operating income.  Operating income, along with income or
losses  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, other investment income
and income tax expense on a segment basis.

 10

Sales to External Customers:

                            Three Months Ended          Nine Months Ended
                        September 27, September 29, September 27, September 29,
(Thousands of dollars)      2008          2007          2008          2007

Pork                    $  303,626     $248,729     $  830,870     $  752,067
Commodity Trading and
 Milling                   495,656      281,005      1,383,120        751,094
Marine                     254,882      204,645        695,536        601,517
Sugar and Citrus            35,664       37,052        102,746         88,848
All Other                   41,863       29,897        113,038         79,169
  Segment/Consolidated
   Totals               $1,131,691     $801,328     $3,125,310     $2,272,695

Operating Income (Loss):

                            Three Months Ended          Nine Months Ended
                        September 27, September 29, September 27, September 29,
(Thousands of dollars)      2008          2007          2008          2007

Pork                    $    1,201     $ 11,275     $  (30,040)    $   45,178
Commodity Trading and
 Milling                    21,443       15,526         83,627         21,599
Marine                      11,998       20,277         36,489         73,313
Sugar and Citrus            (3,074)       3,530          2,825         10,177
All Other                      857        2,615          6,982          5,234
   Segment Totals           32,425       53,223         99,883        155,501
Corporate Items               (711)      (3,622)        (5,691)       (14,620)
   Consolidated Totals  $   31,714     $ 49,601     $   94,192     $  140,881

Income (Loss) from Foreign Affiliates:

                            Three Months Ended          Nine Months Ended
                        September 27, September 29, September 27, September 29,
(Thousands of dollars)      2008          2007          2008          2007

Commodity Trading and
 Milling                $    4,706     $    654     $   10,370     $    3,199
Sugar and Citrus               113          (84)           262            100
All Other                        -         (286)             -         (1,741)
   Segment/Consolidated
    Totals              $    4,819     $    284     $   10,632     $    1,558

 Total Assets:

                                                    September 27,  December 31,
(Thousands of dollars)                                  2008          2007

Pork                                                $  841,427     $  783,288
Commodity Trading and Milling                          706,204        447,211
Marine                                                 275,700        231,278
Sugar and Citrus                                       233,691        171,978
All Other                                               88,277         71,640
   Segment Totals                                    2,145,299      1,705,395
Corporate Items                                        336,269        388,304
   Consolidated Totals                              $2,481,568     $2,093,699

 11

Investments in and Advances to Foreign Affiliates:

                                                    September 27,  December 31,
(Thousands of dollars)                                  2008          2007

Commodity Trading and Milling                       $   70,371     $   59,538
Sugar and Citrus                                         1,480          1,168
   Segment/Consolidated Totals                      $   71,851     $   60,706


Administrative services provided by the corporate office allocated  to
the  individual segments represent corporate services rendered to  and
costs  incurred  for  each specific division  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.

           __________________________________________________

 12


Item 2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations

LIQUIDITY AND CAPITAL RESOURCES

Summary of Sources and Uses of Cash

Cash  and  short-term investments as of September 27,  2008  decreased
$33.4  million to $300.6 million from December 31, 2007.  The decrease
in  cash  and short-term investments along with an increase  in  notes
payables of $141.9 million was used for capital expenditures of $102.9
million and cash used in operating activities of $66.5 million.   Cash
from operating activities decreased $179.2 million for the nine months
ended  September  27,  2008  compared to  the  same  period  in  2007,
primarily as the result of increases in working capital needs  in  the
Commodity Trading and Milling segment, primarily for increased amounts
of inventory.

Acquisitions, Capital Expenditures and Other Investing Activities

During  the  nine  months ended September 27, 2008, Seaboard  invested
$102.9  million  in property, plant and equipment, of which  primarily
$45.3  million was expended in the Pork segment, $31.8 million in  the
Marine  segment,  and $22.7 million in the Sugar and  Citrus  segment.
The  Pork  segment spent $25.7 million on constructing additional  hog
finishing space, the biodiesel plant and the ham-boning and processing
plant  discussed  below.  The Marine segment spent  $23.9  million  to
purchase  cargo  carrying and handling equipment.  In  the  Sugar  and
Citrus  segment, the capital expenditures were primarily for expansion
of  cane growing operations, development of the cogeneration plant and
expansion  of  alcohol  distillery  operations.   All  other   capital
expenditures  are  of a normal recurring nature and primarily  include
replacements   of  machinery  and  equipment,  and  general   facility
modernizations and upgrades.

For the remainder of 2008 management has budgeted capital expenditures
totaling $37.9 million.  In April, 2008, the Pork segment entered into
an  agreement  to  build and operate a majority-owned  ham-boning  and
processing plant in Mexico.  The total cost of this plant is  expected
to be $10.0 million with approximately $3.3 million to be spent in the
remainder of 2008. This plant is currently expected to be completed in
early 2009.  In addition, the Pork segment plans to spend $5.2 million
for  improvements to existing hog facilities, upgrades to  the  Guymon
pork  processing  plant and additional facility upgrades  and  related
equipment.   The  Marine segment has budgeted $17.0 million  primarily
for  the  purchase of additional cargo carrying and handling equipment
and  the expansion of existing port facilities.  The Sugar and  Citrus
segment plans to spend $10.4 million primarily for the development  of
a  40  megawatt  cogeneration  plant and  expansion  of  cane  growing
operations.  The balance of $2.0 million is planned to be spent in all
other   businesses.   Management  anticipates  funding  these  capital
expenditures  from  available cash, the use  of  available  short-term
investments or Seaboard's available borrowing capacity.

During  the  second quarter of 2008, Seaboard decided to  indefinitely
delay  previously  announced  plans  to  expand  its  processed  meats
capabilities  by  either  constructing a separate  further  processing
plant,  primarily  for  bacon,  or  the  acquisition  of  an  existing
facility.   In  addition, during the first quarter  of  2008  Seaboard
decided not to proceed with any investment in the previously announced
consortium   to   construct  two  coal-fired  305  megawatt   electric
generating plants in the Dominican Republic.

Financing Activities and Debt

As  of  September  27, 2008, Seaboard had committed  lines  of  credit
totaling $300.0 million and uncommitted lines totaling $197.4 million.
Borrowings  outstanding under the committed lines  of  credit  totaled
$115.0  million and borrowings under the uncommitted lines  of  credit
totaled  $115.7 million as of September 27, 2008.  Outstanding standby
letters  of  credit  reduced Seaboard's borrowing capacity  under  its
committed  credit lines by $57.9 million primarily representing  $42.7
million  for  Seaboard's  outstanding Industrial  Development  Revenue
Bonds and $13.7 million related to insurance coverages.

On July 10, 2008, Seaboard entered into an Amended and Restated Credit
Agreement  that  increased its committed line of  credit  from  $100.0
million  to $300.0 million.  This credit facility has a term  of  five
years,  maturing July 10, 2013.  With respect to financial  covenants,
the  Amended  and Restated Credit Agreement increased the base  amount
used  to  calculate the minimum consolidated tangible net  worth  that
must  be  maintained by Seaboard from $714.0 million  under  the  2004
Facility,  to  $1,150.0  million plus 25% of consolidated  net  income
after March 29, 2008.

Seaboard's  remaining 2008 scheduled long-term debt  maturities  total
$7.9 million.  Although continued pressure could result from expansion
of  the  global liquidity crisis, management believes that  Seaboard's
current  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.

 13

Management  intends  to continue  seeking  opportunities for expansion
in  the  industries  in  which  Seaboard operates,  utilizing existing
liquidity  and  available borrowing capacity.

On  August  7,  2007,  the Board of Directors authorized  Seaboard  to
repurchase  from  time to time prior to August 31, 2009  up  to  $50.0
million  market value of its common stock in open market or  privately
negotiated  purchases,  of which $15.5 million remained  available  at
September  27,  2008.  For the nine months ended September  27,  2008,
Seaboard  used cash to repurchase 2,759 shares of common  stock  at  a
total  price of $4.0 million.  The remaining stock repurchase will  be
funded  by cash on hand or short-term investments.  Shares repurchased
are  retired and resume status of authorized and unissued shares.  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  modified  or suspended at  any  time  at  Seaboard's
discretion.

See  Note 7 to the Condensed Consolidated Financial Statements  for  a
summary  of  Seaboard's contingent obligations,  including  guarantees
issued to support certain activities of non-consolidated affiliates or
third parties who provide services for Seaboard.

RESULTS OF OPERATIONS

Net  sales  for the three and nine month periods of 2008 increased  by
$330.4 million and $852.6 million, respectively, over the same periods
in   2007,  primarily  reflecting  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 division and, for the three  month
period, higher sales prices for pork products.

Operating income decreased by $17.9 million and $46.7 million for  the
three  and nine month periods of 2008, respectively, compared  to  the
same periods in 2007.  The decrease for both periods is primarily  the
result  of  higher feed costs for hogs, including the effect  on  LIFO
reserves,  from  the increased price of corn and, to a lesser  extent,
soybean meal.  Also decreasing operating income were lower margins  on
marine  cargo services as a result of increased fuel and other related
operating costs.  The decreases were partially offset by the result of
higher  commodity  trading margins that are not expected  to  continue
and,  for  the  nine  month period, the $10.4 million  fluctuation  of
marking  to  market  the  commodity  trading  and  milling  derivative
contracts, both as discussed below.

Pork Segment
                           Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Dollars in millions)      2008          2007           2008          2007

Net sales                 $303.6        $248.7         $830.9        $752.1
Operating income (loss)   $  1.2        $ 11.3         $(30.0)       $ 45.2

Net  sales  for  the  Pork segment increased $54.9 million  and  $78.8
million  for  the three and nine month periods of 2008,  respectively,
compared to the same periods in 2007.  The increase for the quarter is
primarily the result of higher sale prices for pork products and, to a
lesser extent, higher volumes of pork products sold.  The increase for
the  nine  month period is primarily the result of higher  volumes  of
pork  products sold, reflecting increases in export sales  and,  to  a
lesser extent, domestic sales, derived from improvements completed  at
the Guymon processing plant during the first quarter of 2008 to expand
daily  capacity.   The  increase for the nine month  period  was  also
impacted,  to  a lesser extent than volumes, by the increase  in  sale
prices  for pork products during the third 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 for both periods.

Operating  income  for the Pork segment decreased  $10.1  million  and
$75.2   million  for  the  three  and  nine  month  periods  of  2008,
respectively,  compared to the same periods in  2007.   The  decreases
primarily relate to higher feed costs from the increased price of corn
and,  to  a  lesser  extent, soybean meal.  Also decreasing  operating
income for the three and nine month periods of 2008 was the impact  of
using  the  LIFO method for determining certain inventory costs.   For
the  three  and  nine months ended September 27, 2008, LIFO  decreased
operating  income by $7.8 million and $37.5 million, respectively,  in
2008  compared to decreases of $6.4 million and $15.1 million for  the
same  periods in 2007, respectively, primarily as a result  of  higher
feed costs.  Also impacting operating income for both periods, but  to
a  lesser  extent is operating losses related to the start-up  of  the
biodiesel  plant.  Partially offsetting these decreases  are  mark-to-
market  gains  in  commodity derivatives of  $3.7  million  and  $11.9
million  for

 14

the  three and nine month periods in 2008  respectively,  compared  to
$2.3 million and $0.4 million for the  same  periods  in 2007.

Management is unable to predict future market prices for pork products
or  the cost of feed and third party hogs.  Raw material costs in feed
rations continue to show significant volatility, primarily as a result
of  uncertain  global  supply and demand  factors.   Without  a  noted
improvement  in  current  market  conditions  including  feed   costs,
management expects to incur additional losses during the remainder  of
2008.   Also,  there  is  the potential for  increased  volatility  in
operating income during the remainder of 2008 as a result of increased
derivative  positions  entered  into  in  July  2008.   See  Item   3,
Quantitative and Qualitative Disclosures About Market Risk, below  for
further  discussion.   In addition, as discussed  in  Note  9  to  the
Condensed  Consolidated Financial Statements, there is  a  possibility
that  some  amount of either goodwill or other intangible  assets  not
subject to amortization, or both, could be deemed impaired during some
future  period including fiscal 2008, which may result in a charge  to
earnings if projections are not met.

Commodity Trading and Milling Segment

                           Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Dollars in millions)      2008          2007           2008          2007

Net sales                 $495.7        $281.0        $1,383.1       $ 751.1
Operating income          $ 21.4        $ 15.5        $   83.6       $  21.6
Income from foreign
 affiliates               $  4.7        $  0.7        $   10.4       $   3.2

Net  sales  for  the  Commodity Trading and Milling segment  increased
$214.7  million  and  $  632.0 million for the three  and  nine  month
periods  of 2008, respectively, compared to the same periods in  2007.
The  increases are primarily the result of significant price increases
for commodities sold by the commodity trading business, especially for
wheat,  and, to a lesser extent, increased commodity trading  volumes.
The  increased trading volumes to third parties are primarily a result
of  Seaboard  expanding  its  business in new  and  existing  markets,
including trading rice.

Operating  income  for this segment increased $5.9 million  and  $62.0
million  for  the three and nine month periods of 2008,  respectively,
compared to the same periods in 2007.  The increases primarily reflect
the increased commodity trading volumes discussed above.  For the nine
month  period,  the  increase  also reflects  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.  However, management
does  not  expect  to be able to continue these significant  favorable
margins  for  the remainder of 2008.  For the nine month  period,  the
increase  also  reflects the $10.4 million fluctuation of  marking  to
market the derivative contracts as discussed below.

Due  to  the  uncertain  political  and  economic  conditions  in  the
countries  in which Seaboard operates and the current fluctuations  in
the  commodity markets, management is unable to predict  future  sales
and  operating results, but anticipates positive operating income  for
the  remainder of 2008 based on recent market prices for  commodities,
excluding  the  potential  effects of  marking  to  market  derivative
contracts.  However,  the current unprecedented high  level  of  grain
prices  increase  certain business risks for  each  of  the  commodity
trading, consolidated milling and foreign affiliate operations in this
segment.  Those risks, including holding high priced inventory or  the
potential  for  reduced  sales volumes, can  increase  if  governments
impose  sales  price  controls, grain prices  fall  significantly  and
competitors  hold lower priced positions, or customers default,  which
could result in write-downs of inventory values and an increase in bad
debt  expense.  In addition, see Note 3 to the Condensed Consolidation
Financial   Statement   for   discussion   regarding   certain   grain
inventories.   If  any  one or more of these conditions  develop,  the
result  may  materially lower operating income  and  could  result  in
operating  losses  for  any  one  or all  of  the  commodity  trading,
consolidated milling and foreign affiliate operations.

Had  Seaboard not applied mark-to-market accounting to its  derivative
instruments,  operating income would have been lower by  $2.8  million
and  lower  by $11.4 million for the three and nine month  periods  of
2008,  respectively, while operating income would have been  lower  by
$7.4  million  and $1.0 million for the same periods in  2007.   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.   As
products  are delivered to customers, these mark-to-market adjustments
will be primarily offset by realized margins as revenue is recognized.
Accordingly,  these  mark-to-market  gains  could  reverse  in  future
periods, including fiscal 2008.

 15

Income from foreign affiliates for the three and nine month periods of
2008  increased  by $4.0 million and $7.2 million, respectively,  from
the  same  2007  periods as a result of favorable  market  conditions.
Based on the uncertainty of local political and economic situations in
the  countries  in  which  the  flour  and  feed  mills  operate,  and
increasing grain costs, management cannot predict future results.

Marine Segment

                           Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Dollars in millions)      2008          2007           2008          2007

Net sales                 $254.9        $204.6         $695.5        $601.5
Operating income          $ 12.0        $ 20.3         $ 36.5        $ 73.3

Net  sales  for the Marine segment increased $50.3 million  and  $94.0
million  for  the three and nine month periods of 2008,  respectively,
compared to the same periods in 2007 primarily reflecting 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 continued
favorable  economic  conditions  in  several  Latin  American  markets
served.

Operating  income  for the Marine segment decreased $8.3  million  and
$36.8   million  for  the  three  and  nine  month  periods  of  2008,
respectively,  compared to the same periods in  2007.   The  decreases
were  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  trucking,  charter hire and owned-vessel  operating  costs,
terminal  costs  and stevedoring.  In addition, the decrease  for  the
nine  month  period  also reflects an accounting error  totaling  $6.3
million  relating  to prior periods that was recorded  in  the  second
quarter  of 2008, as discussed in Note 1 to the Condensed Consolidated
Financial  Statements.  Although management cannot predict changes  in
future  volumes and cargo rates or to what extent changes in  economic
conditions  and  operating cost increases will  impact  net  sales  or
operating income, it does expect this segment to remain profitable for
the remainder of 2008, although significantly lower than 2007.

Sugar and Citrus Segment

                           Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Dollars in millions)      2008          2007           2008          2007

Net sales                  $ 35.7       $ 37.1         $102.7        $ 88.8
Operating income (loss)    $ (3.1)      $  3.5         $  2.8        $ 10.2
Income (loss) from foreign
 affiliates                $  0.1       $ (0.1)        $  0.3        $  0.1

Net  sales for the Sugar and Citrus segment decreased $1.4 million and
increased $13.9 million for the three and nine month periods of  2008,
respectively, compared to the same periods in 2007.  The decrease  for
the three month period primarily reflects a decrease in the volume  of
sugar  sold  as  a  result of lower export sales,  partially offset by
higher domestic sugar prices. The increase  for the  nine month period
primarily reflects  higher domestic  sugar  prices.  Although domestic
Argentine sugar prices increased, governmental authorities continue to
attempt  to   control   inflation  by  limiting  the  price  of  basic
commodities, including sugar.  Accordingly,  management cannot predict
whether sugar  prices will continue  to increase.  Seaboard expects to
at least maintain its historical sales volume to Argentinean customers.

Operating income decreased $6.6 million and $7.4 million for the three
and  nine  month periods of 2008, respectively, compared to  the  same
periods  in  2007.   The decreases are the result of  losses  incurred
during  the  third  quarter  for the citrus  business  primarily  from
decreased  juice  production  and  citrus  quality  issues,  decreased
profits  for the sugar business primarily as a result of a labor  work
stoppage issue for approximately one week during the third quarter and
higher  administrative  personnel costs.  The  decrease  in  operating
income as a percent of sales for the three and nine month periods  was
also  impacted  by  a higher percentage mix of purchased  third  party
sugar  for resale, which has a significantly lower margin compared  to
sugar  produced by Seaboard.  Management anticipates operating  income
will be positive for the remainder of 2008, although lower than 2007.

 16

All Other

                           Three Months Ended           Nine Months Ended
                       September 27, September 29,  September 27, September 29,
(Dollars in millions)      2008          2007           2008          2007

Net sales                 $ 41.9        $ 29.9         $113.0        $ 79.2
Operating income          $  0.9        $  2.6         $  7.0        $  5.2
Loss from foreign
 affiliate                $    -        $ (0.3)        $    -        $ (1.7)

Net  sales and operating income primarily represents results from  the
Dominican Republic Power division.  Net sales increased $12.0  million
and  $33.8  million  for  the three and nine month  periods  of  2008,
respectively,   compared  to  the  same  periods  in  2007   primarily
reflecting higher rates.  The higher rates were attributable primarily
to  higher  fuel  costs,  a  component of pricing.   Operating  income
decreased  $1.7 million and increased $1.8 million for the  three  and
nine month periods of 2008, respectively, compared to the same periods
in  2007.   The  decrease for the three month period is primarily  the
result  of  higher maintenance and voltage regulation  costs  incurred
during  the third quarter.  The increase for the nine month period  is
primarily  the result of higher rates being in excess of  higher  fuel
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 for the  remainder  of
2008.

The  loss  from foreign affiliate reflects Seaboard's share of  losses
from  its  equity  method  investment in a  Bulgarian  wine  business.
During  the  fourth quarter of 2007, Seaboard signed an  agreement  to
allow a bank to take majority ownership of the wine business resulting
in a loss of significant influence by Seaboard.  Accordingly, Seaboard
discontinued using the equity method of accounting.  See Note 9 to the
Condensed Consolidated Financial Statements for further discussion  of
this business.

Selling, General and Administrative Expenses

Selling,  general  and administrative ("SG&A") expenses  increased  by
$2.1 million and $3.9 million for the three and nine month periods  of
2008,  respectively,  compared  to the  same  periods  in  2007.   The
increases  are primarily due to increased personnel costs.   Partially
offsetting  the increases 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  for  the
nine month period is a $3.7 million pension settlement loss recognized
in  the  first  quarter  of  2007 related to Mr.  Bresky's  retirement
payment  in  February 2007 as discussed in Note  6  to  the  Condensed
Consolidated Financial Statements.  As a percentage of revenues,  SG&A
decreased to 3.9% and 4.2% for the 2008 three and nine month  periods,
respectively, compared to 5.3% and 5.6% for the same periods  in  2007
primarily as a result of increased sales in the Commodity Trading  and
Milling segment.

Interest Income

Interest income decreased $2.3 million and $3.9 million for the  three
and  nine  month periods of 2008, respectively, compared to  the  same
periods  of 2007 primarily reflecting a decrease in the average  funds
invested.

Other Investment Income

The  increase in Other Investment Income for the nine month period  of
2008  compared to the same period in 2007 primarily reflects  realized
gains  of  $4.5 million on equity securities transactions,  income  of
$5.9  million  in  the Power division related to the settlement  of  a
receivable,  not  directly  related to its business,  purchased  at  a
discount.   Also included in the nine month period of 2008 was  income
of  $1.1  million related to the assignment of rights  related  to  an
investment  as  discussed  in  Note 9 to  the  Condensed  Consolidated
Financial Statements. Partially offsetting the above income items  was
a  $3.4 million and $7.2 million decrease in the mark-to-market  value
of   Seaboard's  investments  related  to  the  deferred  compensation
programs for the three and nine month periods of 2008 compared to  the
same periods in 2007, respectively.

Miscellaneous, Net

The  decrease in miscellaneous, net for the nine month period of  2008
compared to the same periods in 2007 primarily reflects a $4.2 million
gain  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.

 17

Income Tax Expense

The effective tax rate decreased in 2008 compared to 2007 resulting in
a  tax benefit for the nine month period of  2008 primarily based on a
projected  domestic  taxable  loss compared  to  permanently  deferred
foreign earnings for 2008.  The lower tax benefit for the three  month
period  of  2008  resulted from a lowering of the 2008 annual  benefit
during  the third quarter, which occurred in response to the  decrease
in the 2008 projected domestic taxable loss from the loss projected in
the prior quarter.

OTHER FINANCIAL INFORMATION

In  December  2007, the FASB issued Statement of Financial  Accounting
Standards  No.  141(R)  (SFAS  141R), "Business  Combinations."   This
statement  defines the acquirer as the entity that obtains control  of
one  or  more businesses in the business combination, establishes  the
acquisition  date as the date that the acquirer achieves  control  and
requires  the  acquirer to recognize the assets acquired,  liabilities
assumed and any noncontrolling interest at their fair values as of the
acquisition  date.   This  statement also requires  that  acquisition-
related  costs  of  the  acquirer be recognized  separately  from  the
business  combination  and  will generally be  expensed  as  incurred.
Seaboard  will  be required to adopt this statement as of  January  1,
2009.   The  impact  of adopting SFAS 141R will be applicable  to  any
future business combinations for which the acquisition date is  on  or
after January 1, 2009.

In  December  2007, the FASB issued Statement of Financial  Accounting
Standards   No.   160   (SFAS  160),  "Noncontrolling   Interests   in
Consolidated Financial Statements-an amendment of ARB No.  51."   This
statement  will  change  the  accounting and  reporting  for  minority
interests,  which will be recharacterized as noncontrolling  interests
and classified as a component of equity.  Seaboard will be required to
adopt  this statement as of January 1, 2009.  Management believes  the
adoption  of  SFAS 160 will not have a material impact  on  Seaboard's
financial position or net earnings.

In  February  2008,  the FASB issued FASB Staff Position  157-2  which
defers  the  effective  date of SFAS 157 for nonfinancial  assets  and
nonfinancial  liabilities, except for items  that  are  recognized  or
disclosed  at  fair  value in an entity's financial  statements  on  a
recurring  basis (at least annually).  Seaboard will  be  required  to
adopt   SFAS  157  for  these  nonfinancial  assets  and  nonfinancial
liabilities as of January 1, 2009.   Management believes the  adoption
of  SFAS  157 will not have a material impact on Seaboard's  financial
position or net earnings.

In  March  2008,  the  FASB issued Statement of  Financial  Accounting
Standards   No.   161  (SFAS  161),  "Disclosures   about   Derivative
Instruments and Hedging Activities-an amendment of FASB Statement  No.
133."   This  statement  will change 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  Statement  133  and  its   related
interpretations,  and how derivative instruments  and  related  hedged
items  affect an entity's financial position, net earnings,  and  cash
flows.   Seaboard  will  be required to adopt  this  statement  as  of
January  1, 2009.  Management believes the adoption of SFAS  161  will
not  have  a material impact on Seaboard's financial position  or  net
earnings.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Seaboard is exposed to various types of market risks in its day-to-day
operations.  Seaboard utilizes derivative instruments to mitigate some
of  these  risks  including both purchases and sales  of  futures  and
options  to  hedge inventories, forward purchase and  sale  contracts,
forward purchases, and forward freight agreements.  From time to time,
Seaboard  may also enter into speculative derivative transactions  not
directly  related  to its raw material requirements.   The  nature  of
Seaboard's market risk exposure related to these items has not changed
materially  since December 31, 2007.  However, during  July  2008  the
Pork  segment  significantly increased the number of  hog,  grain  and
oilseed  futures  contracts entered into based on  market  conditions.
These  increased  positions  could  increase  volatility  of  reported
financial results due to mark to market accounting.

The  size  and mix of Seaboard's commodity future and option contracts
varies  from time to time based upon an analysis of fundamental market
information.   The  following  table  provides  the  fair   value   of
Seaboard's  net open commodity future and option derivatives  for  all
divisions as of September 27, 2008 and December 31, 2007.

(Thousands of dollars)       September 27, 2008    December 31, 2007

Grains and oilseeds             $ (34,429)            $  2,832
Hogs and pork bellies              49,667                 (994)

 18

While  Seaboard  previously presented the market  value  of  commodity
derivative  instruments in a table, Seaboard began  using  sensitivity
analysis  in  the second quarter of 2008 to evaluate the  effect  that
changes  in  the  market  value  of commodities  will  have  on  these
commodity  derivative  instruments.  Seaboard feels  that  sensitivity
analysis  more  appropriately  reflects  the  potential  market  value
exposure  associated  with  the use of  derivative  instruments.   The
following  table  presents  the  sensitivity  of  the  fair  value  of
Seaboard's  open net commodity future and option derivatives  for  all
divisions to a hypothetical 10% adverse change in market prices as  of
September  27,  2008 and December 31, 2007.  The fair  value  of  such
positions  is  a  summation  of the fair values  calculated  for  each
commodity by valuing each net position at quoted market prices  as  of
the applicable date.

(Thousands of dollars)       September 27, 2008   December 31, 2007
Grains  and  oilseeds           $  19,283             $  9,533
Hogs and pork bellies              36,049                  759

Item 4.  Controls and Procedures

Evaluation   of  Disclosure  Controls  and  Procedures  -   Seaboard's
management  evaluated, under the direction of our Chief Executive  and
Chief  Financial Officers, the effectiveness of Seaboard's  disclosure
controls  and procedures as defined in Exchange Act Rule 13a-15(e)  as
of  September  27,  2008.   Based upon and as  of  the  date  of  that
evaluation,  Seaboard's Chief Executive and Chief  Financial  Officers
concluded  that  Seaboard's disclosure controls  and  procedures  were
effective to ensure that information required to be disclosed  in  the
reports it files and submits under the Securities Exchange Act of 1934
is  recorded, processed, summarized and reported as and when required.
It  should  be  noted  that  any system  of  disclosure  controls  and
procedures,  however  well  designed and operated,  can  provide  only
reasonable,  and  not absolute, assurance that the objectives  of  the
system  are  met.  In addition, the design of any system of disclosure
controls  and procedures is based in part upon assumptions  about  the
likelihood  of  future  events.   Due  to  these  and  other  inherent
limitations  of  any such system, there can be no assurance  that  any
design  will  always succeed in achieving its stated goals  under  all
potential future conditions.

Change  in  Internal Controls - There has been no change in Seaboard's
internal  control over financial reporting required  by  Exchange  Act
Rule  13a-15  that occurred during the fiscal quarter ended  September
27,  2008  that  has materially affected, or is reasonably  likely  to
materially   affect,  Seaboard's  internal  control   over   financial
reporting.

PART II - OTHER INFORMATION

Item 1A.  Risk Factors

The  global financial crisis and decreased liquidity in the  financial
markets  could affect Seaboard's and its customers' ability to borrow,
which could adversely affect Seaboard's liquidity.  There have been no
other material changes in the risk factors as previously disclosed  in
Seaboard's Annual Report on form 10-K for the year ended December  31,
2007.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

The following table contains information regarding Seaboard's purchase
of its common stock during the quarter.

                  Issuer Purchases of Equity Securities




                                                    Total         Approximate
                                                    Number        Dollar Value
                                                    of Shares     of Shares
                                                    Purchased     that May
                                                    as Part       Yet Be
                               Total      Average   of Publicly   Purchased
                               Number     Price     Announced     Under the
                               of Shares  Paid per  Plans         Plans or
Period                         Purchased  Share     or Programs   Programs

June 29 to July 31, 2008              -      n/a       n/a      $18,975,441
August 1 to August 31, 2008       1,885   $1,483.80   1,885     $16,178,480
September 1 to September 27, 2008   505   $1,298.14     505     $15,522,922
Total                             2,390   $1,444.57   2,390     $15,522,922

All  purchases  during the quarter were made under  the  authorization
from  our  Board  of  Directors to purchase up  to  $50.0  million  of
Seaboard common stock announced on August 8, 2007.  An expiration date
of  August  31,  2009 has

 19

been specified  for  this  authorization.   All  purchases  were  made
through  open-market  purchases  and  all  the repurchased shares have
been retired.

Item 6.  Exhibits

31.1 Certification of the Chief Executive Officer Pursuant to Exchange
     Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302
     of the Sarbanes-Oxley Act of 2002

31.2 Certification of the Chief Financial Officer Pursuant to Exchange
     Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302
     of the Sarbanes-Oxley Act of 2002

32.1 Certification  of  the  Chief Executive Officer  Pursuant  to  18
     U.S.C.  Section 1350, as Adopted Pursuant to Section 906  of  the
     Sarbanes-Oxley Act of 2002

32.2 Certification  of  the  Chief Financial Officer  Pursuant  to  18
     U.S.C.  Section 1350, as Adopted Pursuant to Section 906  of  the
     Sarbanes-Oxley Act of 2002

This Form 10-Q contains 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
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 existing circumstances, (v)
the   ability  of  the  Commodity  Trading  and  Milling  segment   to
successfully  compete  in  the markets it serves  and  the  volume  of
business   and  working  capital  requirements  associated  with   the
competitive trading environment, (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 current cost
basis  and related customer contract performance,  (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,  or  (xii)  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," identifies important factors which  could
cause such differences.

 20





                              SIGNATURES


Pursuant  to the requirements of the Securities Exchange Act of  1934,
the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.




                           DATE:  November 3, 2008
                           Seaboard Corporation


                           by: /s/ Robert L. Steer
                               Robert L. Steer, Senior Vice President,
                               Chief Financial Officer
                               (principal financial officer)



                           by: /s/ John A. Virgo
                               John A. Virgo, Vice President, Corporate
                               Controller and Chief Accounting Officer
                               (principal accounting officer)

 21