Gisela de Leon-Meredith

SECURITIES EXCHANGE ACT OF 1934
Release No. 44970 / October 23, 2001

ACCOUNTING AND AUDITING ENFORCEMENT
Release No. 1471 / October 23, 2001

ADMINISTRATIVE PROCEEDING
File No. 3-10626

I.

The Securities and Exchange Commission deems it appropriate that public cease-and-desist proceedings against Respondent Gisela de Leon-Meredith be initiated pursuant to Section 21C of the Securities Exchange Act of 1934 ("Exchange Act").

In anticipation of the institution of these proceedings, Respondent has submitted an Offer of Settlement that the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or in which the Commission is a party, and without admitting or denying the findings contained herein, except that Respondent admits the Commission's jurisdiction over her and over the subject matter of these proceedings, Respondent has consented to the entry of this Order Instituting Proceedings, Making Findings and Imposing a Cease-and-Desist Order and to the entry of the cease-and-desist order set forth below.

II.

On the basis of this Order and the Offer submitted by Respondent, the Commission finds:

Respondent

Gisela de Leon-Meredith, age 37, resides in Pembroke Pines, Florida and acted as controller of Chestnut Hill Farms ("CHF"), a Miami-based division of Seaboard Corporation, a Delaware corporation headquartered in Shawnee Mission, Kansas. Seaboard's shares are registered with the Commission under Section 12(b) of the Exchange Act and trade on the American Stock Exchange under the symbol SEB. Seaboard is a diversified international company primarily engaged in pork production and processing, transportation, energy generation, commodity brokering and produce farming. CHF is principally engaged in agricultural and shrimp production and marketing.

Meredith Manipulates CHF's Assets and Expenses

A. One of the largest assets on CHF's balance sheet is deferred farming costs, which are costs CHF has incurred in planting and growing produce and shrimp that it has not yet harvested. CHF capitalizes these costs as a deferred cost asset until harvesting begins, at which point CHF begins reducing the deferred cost asset by amortizing it on the basis of production results, hence expensing these costs to match them with revenues from the harvested crops.

B. From 1995 through the first quarter of 2000, Meredith booked improper entries in CHF's books and records that overstated the deferred farming cost asset and understated farming expenses on CHF's financial statements. Meredith knew by December 1998 that the entries were improper and that they had caused CHF's deferred cost asset to be substantially overstated and CHF's farming expenses to be understated, but, rather than disclose these errors to her supervisors or to Seaboard personnel, Meredith deliberately undertook to conceal the errors through other improper entries and adjustments.

C. Meredith's deceptive efforts intensified in late 1999 as Seaboard personnel began inquiring about unusual entries in CHF's monthly financial reports. Finally, in July 2000, after Seaboard's internal auditing department questioned her about apparent discrepancies (now totaling over $7 million) in the deferred cost asset, Meredith confessed her wrongdoing to her immediate supervisor at CHF, who passed it along to Seaboard.

Effect of Meredith's Wrongdoing

D. Following Meredith's confession, Seaboard launched an investigation into CHF's overstatement of deferred farming costs and, ultimately, terminated Meredith and restated its financial statements from 1995 through the first quarter of 2000. The restatement affected Seaboard's earnings as follows (in thousands):

Furthermore, as a result of the restatement, Seaboard reduced total assets at March 31, 2000 from $1.318 billion to $1.310 billion, and reduced shareholders' equity from $550 million to $545 million.

E. Because of the misstatements, Seaboard's annual and quarterly reports from December 31, 1995 through March 31, 2000 did not comply with Generally Accepted Accounting Principles. Also, because of the misstatements, Seaboard did not make and keep books, records and accounts which, in reasonable detail, accurately and fairly reflected its transactions and dispositions of assets. Meredith, through her actions, caused these irregularities.

Conclusion

F. As a result of the foregoing, Meredith violated Section 13(b)(5) of the Exchange Act and Rule 13b2-1 thereunder, and was a cause of Seaboard's violations of Sections 13(a) and 13(b)(2) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder.

III.

In view of the foregoing the Commission deems it appropriate to impose the sanctions agreed to in Respondent's Offer.

Accordingly, IT IS HEREBY ORDERED, pursuant to Section 21C of the Exchange Act, that Respondent Meredith cease and desist from committing or causing any violation and any future violation of Sections 13(a), 13(b)(2) and 13(b)(5) of the Exchange Act and Rules 12b-20, 13a-1, 13a-13 and 13b2-1 thereunder.

By the Commission.

Jonathan G. Katz
Secretary