8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):  December 5, 2012

LEUCADIA NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

New York	1-5721	13-2615557
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

315 PARK AVENUE SOUTH, NEW YORK, NEW YORK	10010
(Address of principal executive offices)	(Zip Code)

(212) 460-1900

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Explanatory Note

This Current Report on Form 8-K provides the revised financial information described below such that the information will be incorporated by reference in future or current registration statements of Leucadia National Corporation (“the Company”).

Item 8.01.       Other Events.

As previously reported in the Company’s quarterly report on Form 10-Q for the quarterly period ended September 30, 2012, in the third quarter of 2012, the Company entered into an agreement to sell Keen Energy Services, LLC (“Keen”), and reflected Keen as a discontinued operation.  The sale closed in October 2012.  In addition, effective January 1, 2012, the Company adopted new accounting guidance on the presentation of comprehensive income.  This new accounting guidance eliminated the previous option to report other comprehensive income and its components in the statement of changes in equity; instead, it requires the presentation of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  This new accounting guidance was applied retrospectively.  Adoption of this new accounting guidance changed the presentation of the Company’s consolidated financial statements but did not have any impact on its consolidated financial position, results of operations or cash flows.

The exhibits attached below in this Form 8-K have been provided to reflect changes attributable to the two items discussed above on the Company’s historical financial information and disclosures included in the following sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “2011 10-K”), which was filed with the Securities and Exchange Commission (“SEC”) on February 27, 2012:

Part I, Item 1. Business: Financial Information about Segments;

Part II, Item 6. Selected Financial Data;

Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations;

Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk; and

Part II, Item 8. Financial Statements and Supplementary Data.

Accordingly, these revised sections include only those changes necessary to reflect Keen as a discontinued operation and the adoption of the new accounting guidance on the presentation of comprehensive income.  The information in the exhibits attached hereto does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  Without limiting the foregoing, this filing does not purport to update Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the 2011 Form 10-K for any information, uncertainties, transactions, risks, events or trends occurring, or known to management.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the SEC.  This Current Report on Form 8-K should be read in conjunction with the 2011 10-K and such quarterly report on Form 10-Q and other filings.

Item 9.01.       Financial Statements and Exhibits.

Exhibits

23.1        Consent of Independent Registered Public Accounting Firm

99.1   Financial Information about Segments

99.2   Selected Financial Data

99.3   Management’s Discussion and Analysis of Financial Condition and Results of Operations

99.4   Quantitative and Qualitative Disclosures about Market Risk

99.5   Financial Statements and Supplementary Data, including the Report of Independent Registered Public Accounting Firm

101 Financial statements from this Current Report on Form 8-K of Leucadia National Corporation for the year ended December 31, 2011, formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Changes in Equity, (vi) the Notes to Consolidated Financial Statements and (vii) Financial Statement Schedule II - Valuation and Qualifying Accounts.

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 hereunto duly authorized.

	LEUCADIA NATIONAL CORPORATION
Date:  December 5, 2012	By:	/s/            Joseph A. Orlando
		Name:      Joseph A. Orlando
		Title:        Vice President

EXHIBIT INDEX

23.1        Consent of Independent Registered Public Accounting Firm

99.1   Financial Information about Segments

99.2   Selected Financial Data

99.3   Management’s Discussion and Analysis of Financial Condition and Results of Operations

99.4   Quantitative and Qualitative Disclosures about Market Risk

99.5   Financial Statements and Supplementary Data, including the Report of Independent Registered Public Accounting Firm

101 Financial statements from this Current Report on Form 8-K of Leucadia National Corporation for the year ended December 31, 2011, formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Changes in Equity, (vi) the Notes to Consolidated Financial Statements and (vii) Financial Statement Schedule II - Valuation and Qualifying Accounts.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-169377, 333-143770 and 333-51494) and on Form S-3 (No. 333-169379) of our report dated February 27, 2012, except with respect to our opinion on the consolidated financial statements insofar as it relates to the effects of discontinued operations discussed in Note 5, paragraph 6 and the change in the presentation of comprehensive income discussed in Note 2(n), paragraph 3, as to which the date is December 5, 2012 relating to the financial statements, the financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 8-K.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

New York, New York

December 5, 2012

EX-99.1

Exhibit 99.1

The Financial Information about Segments of Leucadia National Corporation (“the Company”) included in this Exhibit 99.1 has been revised to reflect Keen Energy Services, LLC (“Keen”) as a discontinued operation in the Company’s consolidated financial statements.  All other information included in this exhibit remains unchanged and does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the Securities and Exchange Commission.  This exhibit should be read in conjunction with Selected Financial Data, Management’s Discussion and Analysis of Financial Condition and Results of Operations, Quantitative and Qualitative Disclosures about Market Risk, and Financial Statements and Supplementary Data included in exhibits 99.2, 99.3, 99.4 and 99.5, respectively.

Item 1.                      Business.

Financial Information about Segments

The Company’s reportable segments consist of the consolidated operating units identified above, which offer different products and services and are managed separately.  Other operations primarily consist of the Company’s wineries and energy projects.  As a result of the classification of Keen Energy Services, LLC (“Keen”) as a discontinued operation, the Company no longer has an oil and gas drilling services segment.

Associated companies include equity interests in other entities that the Company accounts for under the equity method of accounting.  Investments in associated companies that are accounted for under the equity method of accounting include HomeFed Corporation (“HomeFed”), a corporation engaged in real estate activities, Linkem S.p.A. (“Linkem”), a wireless broadband services provider in Italy, JHYH, Berkadia and Garcadia, a joint venture that owns automobile dealerships.  Associated companies also include the Company’s investments in Jefferies and Mueller which are accounted for at fair value rather than under the equity method of accounting.

Corporate assets primarily consist of the deferred tax asset, investments and cash and cash equivalents and corporate revenues primarily consist of investment and other income and securities gains and losses.  Corporate assets include the Company’s investment in Fortescue and in the common shares of Inmet Mining Corporation (“Inmet”), a Canadian-based global mining company.  Corporate assets, revenues, overhead expenses and interest expense are not allocated to the operating units.

Conwed Plastics has a manufacturing and sales facility located in Belgium, National Beef has sales offices in and exports its products to various countries and the Company owns a small Caribbean-based telecommunications provider; these are the only foreign operations with non-U.S. revenue or assets that the Company consolidates.  Unconsolidated non-U.S. based investments include the investments in Fortescue, Inmet and Linkem.

Certain information concerning the Company’s segments is presented in the following table.  Consolidated subsidiaries are reflected as of the date a majority controlling interest was acquired, which was December 30, 2011 for National Beef.  Since National Beef’s operating activities subsequent to the acquisition during 2011 were not significant they have not been included in the Company’s 2011 consolidated statement of operations.  Associated Companies are not considered to be a reportable segment, but are reflected in the table below under income (loss) from continuing operations before income taxes and identifiable assets employed.

1

	2011			2010			2009
	(In thousands)
Revenues and other income (a):
Manufacturing:
Idaho Timber	$	159,026		$	172,908		$	142,709
Conwed Plastics		85,961			87,073			82,094
Gaming Entertainment		117,238			114,809			103,583
Domestic Real Estate		96,501			17,075			30,637
Medical Product Development		378			123			5,147
Other Operations (b)		69,038			67,119			51,764
Corporate (c)		906,480			744,337			98,815
Total consolidated revenues and other income	$	1,434,622		$	1,203,444		$	514,749
Income (loss) from continuing operations before income taxes:
Manufacturing:
Idaho Timber	$	(3,787	)	$	547		$	(12,680	)
Conwed Plastics		5,916			8,803			11,578
Gaming Entertainment		12,616			(2,159	)		2,379
Domestic Real Estate		80,919			(54,935	)		(71,298	)
Medical Product Development		(42,696	)		(25,443	)		(23,818	)
Other Operations (b)		(24,374	)		(17,487	)		(26,434	)
Income (loss) related to Associated Companies		(612,362	)		375,021			805,803
Corporate (c)		648,861			473,614			(167,619	)
Total consolidated income from continuing
operations before income taxes	$	65,093		$	757,961		$	517,911
Depreciation and amortization expenses:
Manufacturing: (d)
Idaho Timber	$	5,299		$	6,131		$	8,631
Conwed Plastics		6,509			9,068			8,476
Gaming Entertainment		16,785			16,657			16,532
Domestic Real Estate		3,461			6,163			8,408
Medical Product Development		845			870			836
Other Operations (d)		9,922			7,183			8,125
Corporate		23,296			20,979			18,441
Total consolidated depreciation and amortization expenses	$	66,117		$	67,051		$	69,449
Identifiable assets employed:
Beef Processing	$	1,786,855		$	–		$	–
Manufacturing:
Idaho Timber		71,859			84,436			94,211
Conwed Plastics		56,539			60,822			67,940
Gaming Entertainment		243,888			253,221			266,951
Domestic Real Estate		254,885			255,027			311,571
Medical Product Development		27,893			16,950			26,702
Other Operations		226,051			165,644			158,326
Investments in Associated Companies		1,991,795			2,274,163			2,764,885
Corporate		4,388,961			6,004,942			2,659,148
Assets of discontinued operations		214,463			235,093			412,630
Total consolidated assets	$	9,263,189		$	9,350,298		$	6,762,364

2

(a) Revenues and other income for each segment include amounts for services rendered and products sold, as well as segment reported amounts classified as investment and other income and net securities gains (losses) in the Company’s consolidated statements of operations.

(b) Other operations include pre-tax losses of $28,598,000, $16,076,000 and $25,324,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for the investigation and evaluation of various energy related projects.  There were no significant operating revenues or identifiable assets associated with these activities in any period; however, other income includes $5,366,000 and $11,143,000 in 2011 and 2010, respectively, with respect to government grants to reimburse the Company for certain of its prior expenditures, which were fully expensed as incurred.

(c) Net securities gains (losses) for Corporate aggregated $641,480,000, $179,494,000 and $(21,106,000) during 2011, 2010 and 2009, respectively.  Corporate net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000 and $31,420,000 during 2011, 2010 and 2009, respectively.  In 2011, security gains included gains of $628,197,000 from the sale of certain of the Company’s common shares of Fortescue.  In 2010, security gains include a gain of $66,200,000 from the sale of the Company’s investment in Light and Power Holdings, Ltd. (“LPH”), the parent company of the principal electric utility in Barbados, and a gain of $94,918,000 from the sale of certain of the Company’s common shares of Fortescue.  Corporate investment and other income includes the gain on sale of the Company’s remaining interest in the Cobre Las Cruces copper mining project (“Las Cruces”) to Inmet of $383,369,000 in 2010.

(d) Includes amounts classified as cost of sales.

(e) For the years ended December 31, 2011, 2010 and 2009, interest expense was primarily comprised of Corporate; interest expense for other segments was not significant.

3

EX-99.2

Exhibit 99.2

The Selected Financial Data of the Company included in this Exhibit 99.2 has been revised to reflect Keen Energy Services, LLC as a discontinued operation in the Company’s consolidated financial statements.  All other information included in this exhibit remains unchanged and does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the Securities and Exchange Commission.  This exhibit should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations, Quantitative and Qualitative Disclosures about Market Risk, and Financial Statements and Supplementary Data included in exhibits 99.3, 99.4 and 99.5, respectively.

Item 6. Selected Financial Data.

The following selected financial data have been summarized from the Company’s consolidated financial statements and are qualified in their entirety by reference to, and should be read in conjunction with, such consolidated financial statements and Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Report.

	Year Ended December 31,
	2011			2010			2009			2008			2007
	(In thousands, except per share amounts)
SELECTED INCOME STATEMENT DATA: (a)
Revenues and other income (b)	$	1,434,622		$	1,203,444		$	514,749		$	490,540		$	714,762
Expenses		757,167			820,504			802,641			862,046			785,687
Income (loss) from continuing operations before income taxes and income (losses) related to associated companies		677,455			382,940			(287,892	)		(371,506	)		(70,925	)
Income tax provision (benefit) (c)		270,316			(1,136,968	)		7,200			1,672,313			(561,753	)
Income (loss) from continuing operations before income (losses) related to associated companies		407,139			1,519,908			(295,092	)		(2,043,819	)		490,828
Income (losses) related to associated companies, net of taxes		(394,041	)		380,766			780,236			(539,068	)		(21,875	)
Income (loss) from continuing operations (c)		13,098			1,900,674			485,144			(2,582,887	)		468,953
Income from discontinued operations, including gain  (loss) on disposal, net of taxes		11,858			39,562			63,451			46,075			11,319
Net income (loss) attributable to Leucadia National
Corporation common shareholders		25,231			1,939,312			550,280			(2,535,425	)		484,294
Per share:
Basic earnings (loss) per common share attributable
to Leucadia National Corporation common
shareholders:
Income (loss) from continuing operations	$	.05		$	7.82		$	2.02		$	(11.20	)	$	2.17
Income from discontinued operations, including gain (loss) on disposal		.05			.15			.26			.20			.05
Net income (loss)	$	.10		$	7.97		$	2.28		$	(11.00	)	$	2.22
Diluted earnings (loss) per common share attributable
to Leucadia National Corporation common
shareholders:
Income (loss) from continuing operations	$	.05		$	7.70		$	1.99		$	(11.20	)	$	2.05
Income from discontinued operations, including gain (loss) on disposal		.05			.15			.26			.20			.05
Net income (loss)	$	.10		$	7.85		$	2.25		$	(11.00	)	$	2.10

	At December 31,
	2011		2010		2009		2008		2007
	(In thousands, except per share amounts)
SELECTED BALANCE SHEET DATA: (a)
Cash and investments	$	2,545,500	$	4,538,571	$	2,343,420	$	1,602,769	$	4,168,439
Total assets		9,263,189		9,350,298		6,762,364		5,198,493		8,126,622
Indebtedness, including current maturities		2,321,132		2,081,227		1,967,000		2,080,891		2,135,161
Shareholders’ equity		6,174,396		6,956,758		4,361,647		2,676,797		5,570,492
Book value per common share	$	25.24	$	28.53	$	17.93	$	11.22	$	25.03
Cash dividends per common share	$	.25	$	.25	$	–	$	–	$	.25

(a)   Subsidiaries are reflected above as consolidated entities from the date of acquisition.  National Beef was acquired on December 30, 2011; however, since its operating activities subsequent to the acquisition during 2011 were not significant they were not included in the 2011 consolidated statement of operations.  Premier is reflected as a consolidated subsidiary beginning in August 2007.  For additional information, see Note 3 of Notes to Consolidated Financial Statements.

(b)   Includes net securities gains (losses) of $641,476,000, $179,494,000, $(21,106,000), $(144,547,000) and $95,641,000 for the years ended December 31, 2011, 2010, 2009, 2008 and 2007, respectively.  Net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000, $31,420,000, $143,416,000 and $36,834,000 for the years ended December 31, 2011, 2010, 2009, 2008 and 2007, respectively.

(c)   At December 31, 2010, the Company concluded that it was more likely than not that it would be able to realize a portion of the net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.  During 2008, the Company recorded a charge to income tax expense of $1,672,138,000 to reserve for substantially all of its net deferred tax asset due to the uncertainty about the Company’s ability to generate sufficient taxable income to realize the net deferred tax asset.  During 2007, the Company concluded that it was more likely than not that it would be able to realize a portion of the net deferred tax asset; accordingly, $542,686,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.

EX-99.3

Exhibit 99.3

Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company included in this Exhibit 99.3 has been revised to reflect Keen Energy Services, LLC as a discontinued operation in the Company’s consolidated financial statements.  All other information included in this exhibit remains unchanged and does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  Without limiting the foregoing, this filing does not purport to update Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the 2011 Form 10-K for any information, uncertainties, transactions, risks, events or trends occurring, or known to management.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the Securities and Exchange Commission.  This exhibit should be read in conjunction with Quantitative and Qualitative Disclosures about Market Risk, and Financial Statements and Supplementary Data included in exhibits 99.4 and 99.5, respectively.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The purpose of this section is to discuss and analyze the Company’s consolidated financial condition, liquidity and capital resources and results of operations.  This analysis should be read in conjunction with the consolidated financial statements, related footnote disclosures and “Cautionary Statement for Forward-Looking Information,” which appear in Part I and elsewhere in this Report.

Liquidity and Capital Resources

General

The Company’s investment portfolio, equity and results of operations can be significantly impacted by the changes in market values of certain securities, particularly during times of increased volatility in security prices.  Changes in the market values of publicly traded available for sale securities are reflected in other comprehensive income (loss) and equity.  However, changes in the market prices of investments for which the Company has elected the fair value option, declines in the fair values of equity securities that the Company deems to be other than temporary, and declines in the fair values of debt securities related to credit losses are reflected in the consolidated statements of operations and equity.  JHYH also owns public securities with changes in market values reflected in its earnings.  Since the Company accounts for JHYH on the equity method of accounting, it records its share of JHYH’s earnings in the consolidated statement of operations which increases the Company’s exposure to volatility in the public securities markets.

The Company’s largest publicly traded available for sale equity securities with changes in market values reflected in other comprehensive income (loss) are Fortescue and Inmet.  During the year ended December 31, 2011, the market value of the Company’s investment in the common shares of Fortescue decreased from $873,931,000 (excluding shares sold in 2011) to $569,256,000.  The market value of the Company’s investment in Inmet decreased from $862,481,000 to $708,193,000.  The market value of the Company’s investment in Jefferies, for which the fair value option was elected, decreased during the year with unrealized losses reflected in operations as a component of income related to associated companies.  During the year ended December 31, 2011, the Company recognized an unrealized loss related to its investment in Jefferies of $684,397,000.

Liquidity

Leucadia National Corporation is a holding company whose assets principally consist of the stock of its direct subsidiaries, cash and cash equivalents and other non-controlling investments in debt and equity securities.  The Company continuously evaluates the retention and disposition of its existing operations and investments and investigates possible acquisitions of new businesses in order to maximize shareholder value.  Accordingly, further acquisitions, divestitures, investments and changes in capital structure are possible.  Its principal sources of funds are its available cash resources, liquid investments, public and private capital market transactions, repayment of subsidiary advances, funds distributed from its subsidiaries as tax sharing payments, management and other fees, and borrowings and dividends from its subsidiaries, as well as dispositions of existing businesses and investments.

1

In addition to cash and cash equivalents, the Company also considers investments classified as current assets and investments classified as non-current assets on the face of its consolidated balance sheet as being generally available to meet its liquidity needs.  Securities classified as current and non-current investments are not as liquid as cash and cash equivalents, but they are generally easily convertible into cash within a relatively short period of time.  As of December 31, 2011, the sum of these amounts aggregated $2,545,500,000.  However, since $694,265,000 of this amount is pledged as collateral pursuant to various agreements, is subject to trading restrictions, represents investments in non-public securities or is held by subsidiaries that are party to agreements that restrict the Company’s ability to use the funds for other purposes, the Company does not consider those amounts to be available to meet its liquidity needs.  The $1,851,235,000 that is available is comprised of cash and short-term bonds and notes of the U.S. Government and its agencies, U.S. Government-Sponsored Enterprises and other publicly traded debt and equity securities (including the Fortescue and Inmet common shares).  The Company’s available liquidity, and the investment income realized from cash, cash equivalents and marketable securities is used to meet the Company’s short-term recurring cash requirements, which are principally the payment of interest on its debt and corporate overhead expenses.

The holding company’s only long-term cash requirement is to make principal payments on its long-term debt ($1,474,311,000 principal outstanding as of December 31, 2011).  In January 2012, the Company called for redemption $511,344,000 aggregate principal amount of bonds pursuant to pre-existing call rights; excluding accrued interest the Company will pay an aggregate of $528,308,000 to redeem the bonds in March 2012.  The contractual maturity of these bonds was $423,140,000 in 2017 and $88,204,000 in 2027.  Excluding these bonds, the holding company’s remaining long-term debt matures as follows: $406,745,000 in 2013, $97,581,000 in 2014 and $458,641,000 in 2015.  Historically, the Company has used its available liquidity to make acquisitions of new businesses and other investments, but, except as disclosed in this Report, the timing of any future investments and the cost cannot be predicted.

From time to time in the past, the Company has accessed public and private credit markets and raised capital in underwritten bond financings.  The funds raised have been used by the Company for general corporate purposes, including for its existing businesses and new investment opportunities.  However, given the recent volatility in the credit markets, if and when the Company decides to raise funds through an underwritten bond offering it might be at a higher interest rate than in the past, or with terms that the Company may not find acceptable.  The Company has no current intention to seek additional bond financing, and will rely on its existing liquidity to fund corporate overhead expenses and corporate interest payments and, to fund new investing opportunities, it may also dispose of existing businesses and investments.  The Company’s senior debt obligations are rated four levels below investment grade by Moody’s Investors Services, two levels below investment grade by Fitch Ratings and one level below investment grade by Standard & Poor’s.  Ratings issued by bond rating agencies are subject to change at any time.

In March 2011, the Company invested an additional $50,000,000 in Sangart, which increased its ownership interest to approximately 96%.

In June 2011, a subsidiary of the Company purchased the assets of Seghesio Family Vineyards, the owner and operator of premium estate vineyards and a winery located in Healdsburg, California.  The cash purchase price was $86,018,000, which was primarily allocated as follows: $48,503,000 to property, equipment and leasehold improvements, $22,250,000 to amortizable intangible assets, $1,053,000 to goodwill and $12,962,000 to prepaids and other current assets (principally inventory).

During 2009, a subsidiary of Berkshire Hathaway provided Berkadia with a five-year, $1 billion secured credit facility, which was used to fund outstanding mortgage loans and servicer advances, purchase mortgage servicing rights and for working capital needs.  In 2010, Berkadia’s secured credit facility was amended to increase the size of the credit facility to $1.5 billion, with the Company agreeing to provide the increased funds under the facility.  In 2011, Berkadia fully repaid the amount outstanding under its secured credit facility, including $250,000,000 that was loaned by the Company, with funds generated by commercial paper sales of an affiliate of Berkadia.  Effective as of December 31, 2011, the secured credit facility was terminated.  All of the proceeds from the commercial paper sales are used by Berkadia to fund new mortgage loans, servicer advances, investments and other working capital requirements.  Repayment of the commercial paper is supported by a $2,500,000,000 surety policy issued by a Berkshire Hathaway insurance subsidiary and corporate guaranty, and the Company has agreed to reimburse Berkshire Hathaway for one-half of any losses incurred.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

2

During 2011, the Company sold 117,400,000 common shares of Fortescue for net cash proceeds of $732,217,000, which resulted in the recognition of a net securities gain of $628,197,000.  In January 2012, the Company sold 100,000,000 Fortescue common shares for net cash proceeds of $506,490,000, and will record a net securities gain of $417,887,000 during the three month period ending March 31, 2012.

During 2011, the Company received $171,718,000 from FMG (net of $19,080,000 in withholding taxes) in payment of interest due on the FMG Note for the twelve month period ended June 30, 2011.  In January 2012, the Company received $97,093,000 (net of $10,788,000 in withholding taxes) from FMG in payment of interest due for the second half of 2011.  Future interest payments under the FMG Note will be dependent upon the physical volume of iron ore sold and the selling price, which can fluctuate widely, as well as the outcome of the litigation as described below.  As a result, it is not possible to predict whether interest earned in the most recent year will continue at the same level in future years.

In August 2010, the Company was advised that Fortescue is asserting that FMG is entitled to issue additional notes identical to the FMG Note in an unlimited amount.  Fortescue further claims that any interest to be paid on additional notes can dilute, on a pro rata basis, the Company’s entitlement to the stated interest of 4% of net revenue.  The Company does not believe that FMG has the right to issue additional notes which affect the Company’s interest or that the interpretation by Fortescue of the terms of the FMG Note, as currently claimed by Fortescue, reflects the agreement between the parties.

In September 2010, the Company filed a Writ of Summons against Fortescue, FMG and Fortescue’s then Chief Executive Officer in the Supreme Court of Western Australia.  The Writ of Summons seeks, among other things, an injunction restraining the issuance of any additional notes identical to the FMG Note and damages.  If the litigation is ultimately determined adversely to the Company and additional notes are issued, the Company’s future cash flows from the FMG Note and future results of operations would be significantly and adversely affected to the extent of the dilution resulting from the issuance of such additional notes.

During 2011, the Company purchased an aggregate of 8,654,639 Jefferies common shares through a public offering, in private transactions and in the open market for total cash consideration of $167,753,000.

During 2011, the Company acquired 10,422,859 common shares of Mueller, representing approximately 27.3% of the outstanding common shares of Mueller, for aggregate cash consideration of $408,558,000.  The Company has entered into a standstill agreement with Mueller for the two year period ending September 1, 2013, pursuant to which, among other things, the Company has agreed not to sell its shares if the buyer would own more than 4.9% of the outstanding shares.

On December 30, 2011, the Company acquired 78.9% of National Beef for aggregate net cash consideration of $867,869,000, and National Beef became a consolidated subsidiary of the Company.  At December 31, 2011, National Beef’s credit facility consisted of a $323,750,000 outstanding term loan and a revolving credit line of up to $250,000,000; amounts outstanding under the facility mature in June 2016.  The term loan requires quarterly principal payments of $9,250,000.  The term loan and the revolving credit facility bear interest at the Base Rate or the LIBOR Rate (as defined in the credit facility), plus a margin ranging from .75% to 2.50% depending upon certain financial ratios and the rate selected.  At December 31, 2011, the interest rate on the term loan was 2.1% and the interest rate in the revolving credit facility was 2.2%.  The credit facility is secured by a first priority lien on substantially all of the assets of National Beef and its subsidiaries, which aggregated $1,786,855,000 at December 31, 2011.  The Company has not guaranteed any of National Beef’s liabilities.  For more information on the allocation of the purchase price to National Beef’s individual assets and liabilities, see Critical Accounting Estimates below.

In February 2009, the Board of Directors authorized the Company, from time to time, to purchase its outstanding debt securities through cash purchases in open market transactions, privately negotiated transactions or otherwise.  Such repurchases, if any, depend upon prevailing market conditions, the Company’s liquidity requirements and other factors; such purchases may be commenced or suspended at any time without notice.

3

In March 2007, the Board of Directors increased the number of the Company’s common shares that the Company is authorized to purchase.  Such purchases may be made from time to time in the open market, through block trades or otherwise.  Depending on market conditions and other factors, such purchases may be commenced or suspended at any time without notice.  During the three year period ended December 31, 2011, the only common shares acquired by the Company were in connection with the exercise of stock options.  As of February 16, 2012, the Company is authorized to repurchase 11,987,880 common shares.

The Company and certain of its subsidiaries have substantial NOLs and other tax attributes.  The amount and availability of the NOLs and other tax attributes are subject to certain qualifications, limitations and uncertainties.  In order to reduce the possibility that certain changes in ownership could impose limitations on the use of the NOLs, the Company’s certificate of incorporation contains provisions which generally restrict the ability of a person or entity from acquiring ownership (including through attribution under the tax law) of five percent or more of the common shares and the ability of persons or entities now owning five percent or more of the common shares from acquiring additional common shares.  The restrictions will remain in effect until the earliest of (a) December 31, 2024, (b) the repeal of Section 382 of the Internal Revenue Code (or any comparable successor provision) or (c) the beginning of a taxable year to which certain tax benefits may no longer be carried forward.  For more information about the NOLs and other tax attributes, see Note 19 of Notes to Consolidated Financial Statements.

Consolidated Statements of Cash Flows

As discussed above, the Company has historically relied on its available liquidity to meet its short-term and long-term needs, and to make acquisitions of new businesses and investments.  Except as otherwise disclosed herein, the Company’s operating businesses do not generally require significant funds to support their operating activities, and the Company does not depend on positive cash flow from its operating segments to meet its liquidity needs.  The components of the Company’s operating businesses and investments change frequently as a result of acquisitions or divestitures, the timing of which is impossible to predict but which often have a significant impact on the Company’s consolidated statements of cash flows in any one period.  Further, the timing and amounts of distributions from investments in associated companies may be outside the control of the Company.  As a result, reported cash flows from operating, investing and financing activities do not generally follow any particular pattern or trend, and reported results in the most recent period should not be expected to recur in any subsequent period.

Net cash of $9,084,000 and $431,266,000 was provided by operating activities in 2011 and 2010, respectively. The change in operating cash flows reflects interest payments received from FMG ($171,718,000 in 2011 and $154,930,000 in 2010, net of withholding taxes), greater income tax payments, lower interest payments and the proceeds received from the sale of ACF in excess of the cost of the investment in 2010 ($404,700,000).  Keen, a discontinued operation, generated funds of $23,446,000 and $7,311,000 during 2011 and 2010, respectively; Premier generated funds of $26,516,000 and $26,524,000 during 2011 and 2010, respectively; and the Company’s manufacturing segments generated funds of $12,819,000 and $28,333,000 during 2011 and 2010, respectively.  Funds used by Sangart, a development stage company, increased to $39,396,000 during 2011 from $23,757,000 during 2010.  During 2011, distributions from associated companies principally include earnings distributed by Berkadia ($23,636,000), Jefferies ($7,789,000) and Garcadia ($5,654,000).  In 2010, distributions from associated companies principally include ACF, earnings distributed by Berkadia ($29,000,000) and Jefferies ($14,575,000).  Net gains related to real estate, property and equipment, and other assets in 2011 include a gain of $81,848,000 on forgiveness of debt related to the Myrtle Beach project.  Funds provided by operating activities include $4,690,000 and $11,640,000 in 2011 and 2010, respectively, from funds distributed by Empire Insurance Company (“Empire”), a discontinued operation.

4

Net cash of $431,266,000 was provided by operating activities in 2010 as compared to $133,398,000 of cash used for operating activities in 2009.  The change in operating cash flows reflects the sale of ACF in 2010, interest paid on the FMG Note in 2010, greater income tax payments, lower interest payments and increased distributions of earnings from associated companies.  The telecommunications operations of STi Prepaid, LLC (“STi Prepaid”), which was sold during 2010, generated funds from operating activities of $532,000 in 2010 and $3,355,000 in 2009.  The property management and services operations of ResortQuest International, LLC (“ResortQuest”), which was sold in 2010, generated funds from operating activities of $6,268,000 in 2010 and used funds of $888,000 in 2009.  Keen, which became a consolidated subsidiary in November 2009, generated funds of $7,311,000 in 2010 and used funds of $5,410,000 in 2009.  Premier generated funds of $26,524,000 and $21,866,000 in 2010 and 2009, respectively; and the Company’s manufacturing segments generated funds from operating activities of $28,333,000 and $30,342,000 in 2010 and 2009, respectively.  Funds used by Sangart, a development stage company, were $23,757,000 in 2010 and $20,334,000 in 2009.  In 2010, distributions from associated companies principally include ACF, earnings distributed by Berkadia ($29,000,000) and Jefferies ($14,575,000).  In 2009, distributions from associated companies principally include earnings distributed by HFH ShortPLUS Fund L.P. (“Shortplus”) ($14,545,000), Keen ($8,379,000) and Garcadia ($11,108,000).  Funds provided by operating activities include $11,640,000 and $11,253,000 in 2010 and 2009, respectively, from funds distributed by Empire.

Net cash of $175,297,000 and $208,718,000 was used for investing activities in 2011 and 2010, respectively, as compared to net cash flows provided by investing activities of $71,971,000 in 2009.  During 2011, proceeds from disposals of real estate, property and equipment, and other assets include $12,040,000 from the sale of certain of Keen’s rigs.  Acquisitions, net of cash acquired, primarily relates to the Company’s acquisition of National Beef and Seghesio Family Vineyards.  Proceeds from disposal of discontinued operations, net of expenses and cash of operations sold principally include STi Prepaid ($10,644,000) in 2011 and ResortQuest ($52,135,000), a shopping center ($17,064,000) and STi Prepaid ($(9,819,000)) in 2010.  Investments in associated companies include Jefferies ($167,753,000), Mueller ($408,558,000), Linkem ($88,575,000) and Garcadia ($32,400,000) in 2011, Berkadia ($292,544,000), Las Cruces ($2,687,000), Jefferies ($17,998,000) and ACF ($7,236,000) in 2010 and Las Cruces ($43,320,000), ACF ($13,316,000) and Berkadia ($217,169,000) in 2009.  Capital distributions and loan repayment from associated companies include Berkadia ($283,530,000), JHYH ($8,710,000), Jefferies ($8,326,000) and Garcadia ($10,382,000) in 2011, ACF ($425,842,000), Berkadia ($44,544,000), JHYH ($17,077,000), Wintergreen Partners Fund, L.P. (“Wintergreen”) ($4,397,000) and Garcadia ($8,778,000) in 2010 and Keen ($28,340,000), Wintergreen ($38,958,000), Shortplus ($24,861,000) and Starboard Value Opportunity Partners, LP ($11,502,000) in 2009.

Net cash of $106,637,000 and $21,948,000 was used for financing activities in 2011 and 2009, respectively, as compared to net cash provided by financing activities of $64,664,000 in 2010.  Issuance of long-term debt primarily reflects the increase in repurchase agreements of $16,358,000, $202,539,000 and $47,494,000 for 2011, 2010 and 2009, respectively, and, in 2011, $75,947,000 borrowed by National Beef under its revolving credit facility.  Immediately after the Company’s acquisition of its interest, National Beef borrowed funds to redeem the interest of its chief executive officer pursuant to pre-existing put rights.

Reduction of debt for 2011 includes $19,275,000 in full satisfaction of the Myrtle Beach project’s non-recourse indebtedness, $32,881,000 on the maturity of debt of a subsidiary that was collateralized by certain of the Company’s corporate aircraft, $8,500,000 for the repayment of Keen’s line of credit and $82,531,000 in the aggregate for the buyback of $21,359,000 principal amount of the Company’s 8 1/8% Senior Notes due 2015, $54,860,000 principal amount of the Company’s 7 1/8% Senior Notes due 2017 and $1,350,000 principal amount of the Company’s 8.65% Junior Subordinated Deferrable Interest Debentures due 2027.  Reduction of debt for 2010 includes $10,226,000 for repayment of debt by a subsidiary, and $80,859,000 in the aggregate for the buyback of $5,500,000 principal amount of the 7 3/4% Senior Notes, $27,200,000 principal amount of the 7% Senior Notes, $20,000,000 principal amount of the 8 1/8% Senior Notes, $22,000,000 principal amount of the 7 1/8% Senior Notes, and $2,146,000 principal amount of the 8.65% Junior Subordinated Deferrable Interest Debentures.  Reduction of debt for 2009 includes $35,361,000 in the aggregate for the buyback of $35,555,000 principal amount of the 7% Senior Notes and $6,500,000 principal amount of the 8.65% Junior Subordinated Deferrable Interest Debentures.  Purchase of interest in subsidiary by noncontrolling interest for 2011 represents the acquisition of a minority interest in National Beef by its chief executive officer immediately after the Company acquired its interest.  Issuance of common shares reflects the exercise of employee stock options for all periods.

5

Debt due within one year includes $417,479,000 and $401,121,000 at December 31, 2011 and 2010, respectively, relating to repurchase agreements of one of the Company’s subsidiaries.  These fixed rate repurchase agreements have a weighted average interest rate of approximately 0.3%, mature in January 2012 and are secured by non-current investments with a carrying value of $432,768,000 at December 31, 2011.  These borrowings are used solely to fund a portion of the purchase price of a segregated portfolio of mortgage pass-through certificates issued by U.S. Government agencies (GNMA) and by U.S. Government-Sponsored Enterprises (FHLMC or FNMA).  The securities purchased are generally adjustable rate certificates, secured by seasoned pools of securitized, highly rated residential mortgages, and the certificates acquired generally represent all of the certificates issued by the securitization.

The Company’s senior note indentures contain covenants that restrict its ability to incur more Indebtedness or issue Preferred Stock of Subsidiaries unless, at the time of such incurrence or issuance, the Company meets a specified ratio of Consolidated Debt to Consolidated Tangible Net Worth, limit the ability of the Company and Material Subsidiaries to incur, in certain circumstances, Liens, limit the ability of Material Subsidiaries to incur Funded Debt in certain circumstances, and contain other terms and restrictions all as defined in the senior note indentures.  The Company has the ability to incur substantial additional indebtedness or make distributions to its shareholders and still remain in compliance with these restrictions.  If the Company is unable to meet the specified ratio, the Company would not be able to issue additional Indebtedness or Preferred Stock, but the Company’s inability to meet the applicable ratio would not result in a default under its senior note indentures.  The senior note indentures do not restrict the payment of dividends.  Certain of the debt instruments of subsidiaries of the Company require that collateral be provided to the lender; principally as a result of such requirements, the assets of subsidiaries which are subject to limitations on transfer of funds to the Company were $2,251,548,000 at December 31, 2011.

6

As shown below, at December 31, 2011, the Company’s contractual cash obligations totaled $3,171,458,000.

	Payments Due by Period (in thousands)
Contractual Cash Obligations	Total		Less than 1 Year		1-3 Years		4-5 Years		After 5 Years
Indebtedness, including current maturities	$	2,325,269	$	446,743	$	582,193	$	782,989	$	513,344
Estimated interest expense on debt		499,920		117,908		188,094		110,991		82,927
Cattle commitments		101,399		101,399		–		–		–
Planned funding of pension and
postretirement obligations		63,073		3,000		60,073		–		–
Operating leases, net of  sublease income		104,833		20,205		34,051		17,651		32,926
Asset purchase obligations		16,648		5,158		7,835		2,388		1,267
Other		60,316		19,011		9,839		8,838		22,628
Total Contractual Cash Obligations	$	3,171,458	$	713,424	$	882,085	$	922,857	$	653,092

Contractual cash obligations aggregating $783,135,000 related to indebtedness called for redemption in 2012 are reflected in the table above in the period of their original contractual maturities.

The estimated interest expense on debt includes interest related to variable rate debt which the Company determined using rates in effect at December 31, 2011.  Amounts related to the Company’s pension liability ($63,073,000) are included in the table in the less than 1 year period ($3,000,000) and the remainder in the 1-3 years period; however, the exact timing of those cash payments is uncertain.  The above amounts do not include liabilities for unrecognized tax benefits as the timing of payments, if any, is uncertain.  Such amounts aggregated $9,800,000 at December 31, 2011; for more information, see Note 19 of Notes to Consolidated Financial Statements.

When the Company sold its former telecommunications subsidiary, WilTel Communications Group, LLC (“WilTel”) in 2005, WilTel’s defined benefit pension plan was not transferred in connection with the sale.  At December 31, 2011, the Company had recorded a liability of $63,073,000 on its consolidated balance sheet for WilTel’s unfunded defined benefit pension plan obligation.  This amount represents the difference between the present value of amounts owed to former employees of WilTel (referred to as the projected benefit obligation) and the market value of plan assets set aside in segregated trust accounts.  Since the benefits in this plan have been frozen, future changes to the unfunded benefit obligation are expected to principally result from benefit payments, changes in the market value of plan assets, differences between actuarial assumptions and actual experience and interest rates.

The Company expects to make substantial contributions to the segregated trust account for the WilTel defined benefit pension plan in the future to reduce its plan liabilities although the timing after 2012 is uncertain.  The Company expects to contribute $3,000,000 to WilTel’s defined benefit pension plan in 2012.  The tax deductibility of contributions is not a primary consideration, principally due to the availability of the Company’s NOLs to otherwise reduce taxable income.

As of December 31, 2011, certain amounts for the WilTel plan are as follows (dollars in thousands):

Projected benefit obligation	$	251,949
Funded status – balance sheet liability at December 31, 2011		63,073
Deferred losses included in other comprehensive income (loss)		104,424
Discount rate used to determine the projected benefit obligation		4.4	%

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Calculations of pension expense and projected benefit obligations are prepared by actuaries based on assumptions provided by management.  These assumptions are reviewed on an annual basis, including assumptions about discount rates, interest credit rates and expected long-term rates of return on plan assets.  The timing of expected future benefit payments was used in conjunction with the Citigroup Pension Discount Curve to develop a discount rate that is representative of the high quality corporate bond market.

This discount rate will be used to determine pension expense in 2012.  Holding all other assumptions constant, a 0.25% change in this discount rate would affect pension expense by $492,000 and the benefit obligation by $9,182,000.

The deferred losses included in other comprehensive income (loss) primarily result from differences between the actual and assumed return on plan assets and changes in actuarial assumptions, including changes in discount rates and changes in interest credit rates.  Deferred losses are amortized to expense if they exceed 10% of the greater of the projected benefit obligation or the market value of plan assets as of the beginning of the year; such amount aggregated $71,131,000 at December 31, 2011.  A portion of these excess deferred losses will be amortized to expense during 2012 based on an amortization period of twelve years.

 The assumed long-term rates of return on plan assets are based on the investment objectives of the plan, which are more fully discussed in Note 20 of Notes to Consolidated Financial Statements.

Off-Balance Sheet Arrangements

 At December 31, 2011, the Company’s off-balance sheet arrangements consist of guarantees and letters of credit.  Pursuant to an agreement that was entered into before the Company sold CDS Holding Corporation ("CDS") to HomeFed in 2002, the Company agreed to provide project improvement bonds for the San Elijo Hills project.  These bonds, which are for the benefit of the City of San Marcos, California and other government agencies, are required prior to the commencement of any development at the project.  CDS is responsible for paying all third party fees related to obtaining the bonds.  Should the City or others draw on the bonds for any reason, CDS and one of its subsidiaries would be obligated to reimburse the Company for the amount drawn.  At December 31, 2011, the amount of outstanding bonds was $1,224,000, almost all of which expires in 2012 and 2013.

 Subsidiaries of the Company have outstanding letters of credit aggregating $36,524,000 at December 31, 2011, principally to secure various obligations.  All of these letters of credit expire before 2016.

As discussed above, the Company and Berkshire Hathaway have agreed to share equally any losses incurred under a $2,500,000,000 surety policy and corporate guaranty issued by Berkshire Hathaway for a commercial paper program funding sponsored by Berkadia.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

Critical Accounting Estimates

The Company’s discussion and analysis of its financial condition and results of operations are based upon its consolidated financial statements, which have been prepared in accordance with GAAP.  The preparation of these financial statements requires the Company to make estimates and assumptions that affect the reported amounts in the financial statements and disclosures of contingent assets and liabilities.  On an on-going basis, the Company evaluates all of these estimates and assumptions.  The following areas have been identified as critical accounting estimates because they have the potential to have a significant impact on the Company's financial statements, and because they are based on assumptions which are used in the accounting records to reflect, at a specific point in time, events whose ultimate outcome won’t be known until a later date.  Actual results could differ from these estimates.

8

Income Taxes – The Company records a valuation allowance to reduce its net deferred tax asset to the net amount that is more likely than not to be realized.  If in the future the Company determines that it is more likely than not that the Company will be able to realize its net deferred tax asset in excess of its net recorded amount, an adjustment to increase the net deferred tax asset would increase income in such period.  If in the future the Company were to determine that it would not be able to realize all or part of its recorded net deferred tax asset, an adjustment to decrease the net deferred tax asset would be charged to income in such period.  The Company is required to consider all available evidence, both positive and negative, and to weight the evidence when determining whether a valuation allowance is required and the amount of such valuation allowance.  Generally, greater weight is required to be placed on objectively verifiable evidence when making this assessment, in particular on recent historical operating results.

During 2010, the Company realized significant gains from the sale of certain investments, recorded significant unrealized gains in the fair values of other investments and began to experience modest improvement in the operating results in some business segments.  Additionally, the Company’s cumulative taxable income for recent years became a positive amount, reflecting the realized gains on the sales of ACF and Las Cruces during the fourth quarter of 2010.  With this recent positive evidence the Company gave greater weight to its revised projections of future taxable income, which consider significant unrealized gains in its investment portfolio, and to its long-term historical ability to generate significant amounts of taxable income when assessing the amount of its required valuation allowance.  As a result, the Company was able to conclude that it is more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company’s net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense on December 31, 2010.  In addition to its projections of future taxable income, the Company is relying upon the sale of investments that have unrealized gains before the NOLs expire and the corresponding reversal of related deferred tax liabilities to realize a portion of its net deferred tax asset.

The Company’s estimate of future taxable income considers all available evidence, both positive and negative, about its operating businesses and investments, included an aggregation of individual projections for each significant operating business and investment, estimated apportionment factors for state and local taxing jurisdictions and included all future years that the Company estimated it would have available NOLs (until 2029).  The Company believes that its estimate of future taxable income is reasonable but inherently uncertain, and if its current or future operations and investments generate taxable income different than the projected amounts, further adjustments to the valuation allowance are possible.  In addition to the reversal of deferred tax liabilities related to unrealized gains, the Company will need to generate approximately $4,600,000,000 of future U.S. pre-tax income to fully realize its net deferred tax asset.  The current balance of the deferred tax valuation allowance principally reserves for NOLs of certain subsidiaries that are not available to offset income generated by other members of the Company’s consolidated tax return group.

The Company also records reserves for contingent tax liabilities based on the Company’s assessment of the probability of successfully sustaining its tax filing positions.

Impairment of Long-Lived Assets – The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate, in management’s judgment, that the carrying value of such assets may not be recoverable.  When testing for impairment, the Company groups its long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities (or asset group).  The determination of whether an asset group is recoverable is based on management’s estimate of undiscounted future cash flows directly attributable to the asset group as compared to its carrying value.  If the carrying amount of the asset group is greater than the undiscounted cash flows, an impairment loss would be recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value.

9

One of the Company’s real estate subsidiaries (MB1) had been the owner and developer of a mixed use real estate project located in Myrtle Beach, South Carolina.  The project was comprised of a retail center with approximately 346,000 square feet of retail space, 41,000 square feet of office space and 195 residential apartment rental units.  The acquisition and construction costs were funded by capital contributed by the Company and nonrecourse indebtedness with a balance of $100,524,000 at December 31, 2010, that was collateralized by the real estate.

During the second quarter of 2009, MB1 was unable to make scheduled payments under its interest rate swap agreement and received several default notices under its bank loan.  These events constituted a change in circumstances that caused the Company to evaluate whether the carrying amount of MB1’s real estate asset was recoverable.  The Company prepared cash flow models and utilized a discounted cash flow technique to determine the fair value of MB1’s real estate.  The most significant assumptions in the Company’s cash flow models were the discount rate (11%) and the capitalization rate used to estimate the selling price of the retail center (9%); these rates were selected based on published reports of market conditions for similar properties.  Based on its evaluation, the Company recorded an impairment charge of $67,826,000 during the second quarter of 2009 (classified as selling, general and other expenses).  Although MB1’s bank loan matured in October 2009, it was not repaid since MB1 did not have sufficient funds and the Company was under no obligation to provide the funds to MB1 to pay off the loan.

During the second quarter of 2010, MB1 entered into an agreement with its lenders under which, among other things, MB1 agreed not to interfere with or oppose foreclosure proceedings and the lenders agreed to release MB1 and various guarantors of the loan.  A receiver was put in place at the property, foreclosure proceedings commenced and an auction of the property was conducted; however, the Company was informed during the fourth quarter of 2010 that the highest bidder for the property failed to close.  In December 2010, the Company was invited to make a bid for the property, with the condition that a foreclosure sale to the Company must close as soon as possible without any due diligence period, which new bidders for the property would require.  A subsidiary of the Company offered $19,275,000 for the property (including net working capital amounts); the offer was accepted and the foreclosure sale closed on January 7, 2011.

As a result of the failure of the initial buyer to purchase the property and the subsequent sale to the Company in 2011, the Company concluded that the carrying value of the property was further impaired at December 31, 2010; accordingly, the Company recorded an additional impairment charge in 2010 of $47,074,000 to reflect the property at its fair value of $18,094,000.  At closing in 2011, MB1 was released from any remaining liability under the bank loan; accordingly, the remaining balance due after payment of the purchase price ($81,848,000) was recognized in other income in 2011.  Including the cash paid in the foreclosure sale, the Company’s cumulative net cash investment in this project is $85,595,000.

There were no significant impairment charges recorded during 2011.  During 2010, the Company recorded impairment charges in selling, general and other expenses of $2,357,000 for another real estate project and $1,449,000 in the corporate segment for one of its corporate aircraft that was later sold.  In 2009, the Company recorded impairment charges in selling, general and other expenses of $2,563,000 related to its manufacturing segment (primarily Idaho Timber) and $3,646,000 related to its real estate segment.

Current economic conditions have adversely affected most of the Company’s operations and investments.  A worsening of current economic conditions or a prolonged recession could cause a decline in estimated future cash flows expected to be generated by the Company’s operations and investments.  If future undiscounted cash flows are estimated to be less than the carrying amounts of the asset groups used to generate those cash flows in subsequent reporting periods, particularly for those with large investments in intangible assets and property and equipment (for example, beef processing, manufacturing, gaming entertainment, real estate and certain associated company investments), impairment charges would have to be recorded.

10

Impairment of Equity Method Investments – The Company evaluates equity method investments for impairment when operating losses or other factors may indicate a decrease in value which is other than temporary.  For investments in investment partnerships that are accounted for under the equity method, the Company obtains from the investment partnership financial statements, net asset values and other information on a quarterly basis and annual audited financial statements.  On a quarterly basis, the Company also makes inquiries and discusses with investment managers whether there were significant procedural, valuation, composition and other changes at the investee.  Since these investment partnerships record their underlying investments at fair value, after application of the equity method the carrying value of the Company’s investment is equal to its share of the investees’ underlying net assets at their fair values.  Absent any unusual circumstances or restrictions concerning these investments, which would be separately evaluated, it is unlikely that any additional impairment charge would be required.

For equity method investments in operating businesses, the Company considers a variety of factors including economic conditions nationally and in their geographic areas of operation, adverse changes in the industry in which they operate, declines in business prospects, deterioration in earnings, increasing costs of operations and other relevant factors specific to the investee.  Whenever the Company believes conditions or events indicate that one of these investments might be significantly impaired, the Company will obtain from such investee updated cash flow projections and impairment analyses of the investee assets.  The Company will use this information and, together with discussions with the investee’s management, evaluate if the book value of its investment exceeds its fair value, and if so and the situation is deemed other than temporary, record an impairment charge.

During the second quarter of 2009, the Company’s equity in losses of Garcadia included impairment charges for goodwill and other intangible assets aggregating $32,348,000.  Garcadia’s automobile dealerships had been adversely impacted by general economic conditions, and the bankruptcy filings by two of the three largest U.S. automobile manufacturers was a change in circumstances that caused Garcadia to evaluate the recoverability of its goodwill and other intangible assets.  Garcadia prepared discounted cash flow projections for each of its dealerships and concluded that the carrying amount of its goodwill and other intangible assets was impaired.

Impairment of Securities – Declines in the fair value of equity securities considered to be other than temporary and declines in the fair values of debt securities related to credit losses are reflected in net securities gains (losses) in the consolidated statements of operations.  The Company evaluates its investments for impairment on a quarterly basis.

The Company’s determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information; GAAP requires the exercise of judgment in making this assessment, rather than the application of fixed mathematical criteria.  The various factors that the Company considers in making its determination are specific to each investment.  For publicly traded debt and equity securities, the Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment.  For investments in private equity funds and non-public securities, the Company bases its determination upon financial statements, net asset values and/or other information obtained from fund managers or investee companies.

The Company recorded the following impairment charges for securities in the consolidated statement of operations during the three year period ended December 31, 2011 (in thousands):

11

	2011		2010		2009
Publicly traded securities	$	3,243	$	–	$	14,384
Non-public securities and private equity funds		8		767		2,224
Non-agency mortgage-backed bond securitizations		335		1,707		14,812
Totals	$	3,586	$	2,474	$	31,420

The Company’s assessment involves a high degree of judgment and accordingly, actual results may differ significantly from the Company’s estimates and judgments.

Credit Quality of Financing Receivables and Allowance for Credit Losses – The Company’s operating subsidiaries do not provide financing to their customers in the ordinary course of business.  However, the Company does have the FMG Note, which had a balance of $40,801,000 at December 31, 2011, that meets the accounting definition of a finance receivable.  The Company exercises judgment in evaluating the credit risk and collectability of this note.  This assessment was made prior to the inception of the credit exposure and continues to be made at regular intervals.  The various factors that the Company considers in making its assessment include the current and projected financial condition of FMG, the Company’s collection experience and the length of time until the note becomes due.  As a result of its assessment, the Company concluded that an allowance for credit losses was not required as of December 31, 2011.

Business Combinations – At acquisition, the Company allocates the cost of a business acquisition to the specific tangible and intangible assets acquired and liabilities assumed based upon their fair values.  Significant judgments and estimates are often made by the Company’s management to determine these values, and may include the use of appraisals, consideration of market quotes for similar transactions, use of discounted cash flow techniques or consideration of other information the Company believes to be relevant.  The finalization of the purchase price allocation will typically take a number of months to complete, and if final values are significantly different from initially recorded amounts adjustments to prior periods may be required.  Any excess of the cost of a business acquisition over the fair values of the net assets and liabilities acquired is recorded as goodwill, which is not amortized to expense.  If the fair values of the net assets and liabilities acquired are greater than the purchase price, the excess is treated as a bargain purchase and recognized in income.  Recorded goodwill of a reporting unit is required to be tested for impairment on an annual basis, and between annual testing dates if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its net book value.  At December 31, 2011, the book value of goodwill was $18,119,000 and was not impaired.

Subsequent to the finalization of the purchase price allocation, any adjustments to the recorded values of acquired assets and liabilities would be reflected in the Company’s consolidated statement of operations.  Once final, the Company is not permitted to revise the allocation of the original purchase price, even if subsequent events or circumstances prove the Company’s original judgments and estimates to be inaccurate.  In addition, long-lived assets recorded in a business combination like property and equipment, intangibles and goodwill may be deemed to be impaired in the future resulting in the recognition of an impairment loss.  The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations for many years into the future.

In December 2011, the Company acquired 78.9% of National Beef and it became a consolidated subsidiary of the Company.  The preliminary allocation of the purchase price included $446,166,000 to property, equipment and leasehold improvements, $809,569,000 to amortizable intangible assets, $8,915,000 to goodwill, $269,395,000 to net working capital accounts, $357,529,000 to long-term debt and $304,356,000 to redeemable non-controlling interests.

12

To assist the Company’s management in its determination of the fair value of National Beef’s property and equipment, identifiable intangible assets and equity value, the Company engaged an independent valuation and appraisal firm.  The methods used by the Company’s management to determine the fair values included estimating National Beef’s business enterprise value through the use of a discounted cash flow analysis.  Property and equipment asset valuations included an analysis of depreciated replacement cost and current market prices.  The Company considered several factors to determine the fair value of property and equipment, including local market conditions, recent market transactions, the size, age, condition, utility and character of the property, the estimated cost to acquire replacement property, an estimate of depreciation from use and functional obsolescence and the remaining expected useful life of the assets.

Amounts allocated to product inventories were principally based on quoted commodity prices on the acquisition date.  For other components of working capital, the historical carrying values approximated fair values.  National Beef’s long-term debt principally consists of its senior credit facility payable to its bank group, which was renegotiated in June 2011.  In December 2011, the lenders consented to the acquisition as required by the credit facility, and to certain other amendments to the facility’s covenants; the pricing of the credit facility remained the same.  In addition to these factors, the Company also analyzed changes in market interest rates from June 2011 and concluded that the principal amount due under the credit facility approximated its fair value on the acquisition date.

The fair value of certain pre-existing redeemable noncontrolling interests was the amount paid to redeem such interests immediately after the Company’s acquisition of its controlling interest in National Beef.  The fair value of other redeemable noncontrolling interests was determined based upon the purchase price paid by the Company for its interest.

Use of Fair Value Estimates – Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Further, a fair value hierarchy prioritizes inputs to valuation techniques into three broad levels.  The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), the next priority to inputs that don’t qualify as Level 1 inputs but are nonetheless observable, either directly or indirectly, for the particular asset or liability (Level 2), and the lowest priority to unobservable inputs (Level 3).

Over 92% of the Company’s investment portfolio is classified as available for sale securities, which are carried at estimated fair value in the Company’s consolidated balance sheet.  The estimated fair values are principally based on publicly quoted market prices (Level 1 inputs), which can rise or fall in reaction to a wide variety of factors or events, and as such are subject to market-related risks and uncertainties.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA), which are carried on the balance sheet at their estimated fair value of $622,191,000 at December 31, 2011.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  These estimates of fair value are considered to be Level 2 inputs, and the amounts realized from the disposition of these investments has not been significantly different from their estimated fair values.

The Company also has a segregated portfolio of non-agency mortgage-backed securities which are carried on the balance sheet at their estimated fair value of $39,839,000 at December 31, 2011.  Although these securities trade in brokered markets, the market for these securities is sometimes inactive.  The fair values of these investments are based on bid and ask prices, quotes obtained from independent market makers and pricing services.  These estimates of fair values are also considered to be Level 2 inputs.

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Contingencies – The Company accrues for contingent losses when the contingent loss is probable and the amount of loss can be reasonably estimated.  Estimates of the likelihood that a loss will be incurred and of contingent loss amounts normally require significant judgment by management, can be highly subjective and are subject to significant change with the passage of time as more information becomes available.  Estimating the ultimate impact of litigation matters is inherently uncertain, in particular because the ultimate outcome will rest on events and decisions of others that may not be within the power of the Company to control.  The Company does not believe that any of its current litigation will have a significant adverse effect on its consolidated financial position, results of operations or liquidity; however, if amounts paid at the resolution of litigation are in excess of recorded reserve amounts, the excess could be significant in relation to results of operations for that period.  As of December 31, 2011, the Company’s accrual for contingent losses was not significant.

Results of Operations

Substantially all of the Company’s operating businesses sell products or services that are impacted by general economic conditions in the U.S. and to a lesser extent internationally.  Poor general economic conditions have reduced the demand for products or services sold by the Company’s operating subsidiaries and/or resulted in reduced pricing for products or services.  Troubled industry sectors, like the residential real estate market, have had an adverse direct impact not only on the Company’s real estate segments, but have also had an adverse indirect impact on some of the Company’s other operating segments, including manufacturing and gaming entertainment.  The discussions below concerning revenue and profitability by segment consider current economic conditions and the impact such conditions have had and may continue to have on each segment; however, should general economic conditions worsen and/or if the country experiences a prolonged recession, the Company believes that all of its businesses would be adversely impacted.

A summary of results of continuing operations for the Company for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011			2010			2009
Income (loss) from continuing operations before
income taxes and income (losses) related to
associated companies:
Manufacturing:
Idaho Timber	$	(3,787	)	$	547		$	(12,680	)
Conwed Plastics		5,916			8,803			11,578
Gaming Entertainment		12,616			(2,159	)		2,379
Domestic Real Estate		80,919			(54,935	)		(71,298	)
Medical Product Development		(42,696	)		(25,443	)		(23,818	)
Other Operations		(24,374	)		(17,487	)		(26,434	)
Corporate		648,861			473,614			(167,619	)
Total consolidated income (loss) from continuing
operations before income taxes and income
(losses) related to associated companies		677,455			382,940			(287,892	)
Income (losses) related to associated companies
before income taxes		(612,362	)		375,021			805,803
Total consolidated income from
continuing operations before income taxes		65,093			757,961			517,911
Income taxes:
Income (loss) from continuing operations before
income (losses) related to associated companies		(270,316	)		1,136,968			(7,200	)
Associated companies		218,321			5,745			(25,567	)
Total income taxes		(51,995	)		1,142,713			(32,767	)
Income from continuing operations	$	13,098		$	1,900,674		$	485,144

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Manufacturing – Idaho Timber

A summary of results of operations for Idaho Timber for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011			2010		2009
Revenues and other income	$	159,026		$	172,908	$	142,709
Expenses:
Cost of sales		150,651			159,689		140,428
Salaries and incentive compensation		5,390			5,938		5,575
Depreciation and amortization		4,136			4,138		4,317
Selling, general and other expenses		2,636			2,596		5,069
		162,813			172,361		155,389
Income (loss) before income taxes	$	(3,787	)	$	547	$	(12,680	)

Idaho Timber’s revenues for 2011 decreased as compared to 2010; shipment volume and average selling prices decreased 6% and 2%, respectively.  Idaho Timber believes that the abundance of existing homes available for sale in the market and high unemployment will continue to negatively impact housing starts and Idaho Timber’s revenues.  Until housing starts substantially increase, annual dimension lumber shipping volume may remain flat or could further decline.

Idaho Timber’s revenues for 2010 increased as compared to 2009; shipment volume and average selling prices increased approximately 3% and 17%, respectively.  Idaho Timber believes that the increase in revenues for 2010 primarily reflected customers replenishing dimension lumber inventory levels during the first half of the year that had been reduced during the recession, an increase in housing starts in the first half of 2010 prior to the expiration of the federal government’s home buyers’ tax credits program, a more balanced supply of lumber in the marketplace relative to demand and an increase in demand for certain of Idaho Timber’s products.

Raw material costs, the largest component of cost of sales (approximately 81% of cost of sales), reflect the lower shipment volume in 2011 as compared to 2010.  Raw material cost per thousand board feet was largely unchanged in 2011 as compared to 2010.  Raw material costs reflect the greater shipment volume and increased costs in 2010 as compared to 2009.  Raw material cost per thousand board feet increased approximately 15% in 2010 as compared to 2009, which was caused by reduced supply due to increased low-grade lumber exports and greater demand.  The difference between Idaho Timber’s selling price and raw material cost per thousand board feet (spread) is closely monitored, and the rate of change in pricing and cost is not necessarily the same.  Idaho Timber’s spread decreased approximately 14% in 2011 as compared to the prior year; the spread in 2010 increased by 29% as compared to the prior year.  Cost of sales during 2009 also included charges of $1,427,000 to reduce the carrying value of certain timber deed contracts.

15

Manufacturing – Conwed Plastics

A summary of results of operations for Conwed Plastics for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011		2010		2009
Revenues and other income	$	85,961	$	87,073	$	82,094
Expenses:
Cost of sales		65,312		64,614		56,539
Salaries and incentive compensation		6,092		6,493		6,740
Depreciation and amortization		301		327		318
Selling, general and other expenses		8,340		6,836		6,919
		80,045		78,270		70,516
Income before income taxes	$	5,916	$	8,803	$	11,578

Conwed Plastics’ revenues decreased in 2011 as compared to 2010, primarily reflecting declines in the housing, construction and filtration markets.  The ongoing slump in the domestic housing and construction industries has continued to unfavorably impact Conwed Plastics’ revenues, and the drop in filtration product revenues in 2011 reflects greater sales during 2010 related to the 2010 gulf oil spill.  In addition, revenues in some markets declined due to tighter inventory control by certain customers, loss of customers to competitors and general economic conditions.  The turf, erosion control and agricultural markets reflect increased revenues during 2011, principally due to increases in market share and new customers.

Conwed Plastics’ revenues increased in 2010 as compared to 2009 primarily in the erosion control, filtration, consumer products and turf reinforcement markets.  While Conwed Plastics saw signs of improved economic conditions in those markets and benefited from certain new product launches and new uses of its products, its results continued to be negatively impacted by competitive pressures and customers closely managing their inventory.

The primary raw material in Conwed Plastics’ products is a polypropylene resin, which is a byproduct of the oil refining process, whose price has historically fluctuated with the price of oil.  Global demand for raw materials has also resulted in higher prices for polypropylene.  Prices for polypropylene resin increased substantially in each annual period as compared to the preceding year, which adversely affected gross margin.  The volatility of oil and natural gas prices along with current general economic conditions worldwide make it difficult to predict future raw material costs.  Conwed Plastics believes that the increased competition for raw materials by foreign nations have and will continue to adversely impact raw material costs.  In addition, gross margins declined in 2011 due to changes in product mix and in 2010 due to greater amortization expense for intangible assets.

 Selling, general and other expenses in 2011 include losses of $1,404,000 related to the loss of a major customer and the sale of the plant in Mexico, and $634,000 of severance costs and professional fees related to employment matters.

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Gaming Entertainment

A summary of results of operations for Premier for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011		2010			2009
Revenues and other income	$	117,238	$	114,809		$	103,583
Expenses:
Direct operating expenses		84,795		83,075			79,452
Interest		33		244			489
Salaries and incentive compensation		2,460		2,459			1,977
Depreciation and amortization		16,785		16,657			16,532
Selling, general and other expenses		549		14,533			2,754
		104,622		116,968			101,204
Income (loss) before income taxes	$	12,616	$	(2,159	)	$	2,379

Premier’s gaming revenues increased 3% in 2011 as compared to 2010, principally due to slot machine revenue, which increased due to customer loyalty programs and enhancements, offset in part by a larger amount of table games payouts.  During 2011, overall gaming revenues for the entire Biloxi market declined slightly as compared to 2010.  Premier’s gaming revenues for 2010 increased approximately 12% as compared to 2009, while the local gaming market was largely unchanged.  Premier implemented new and enhanced customer loyalty programs, which it believes was the primary reason for the growth in its gaming revenues and market share.

The increase in direct operating expenses in 2011 as compared to 2010 primarily reflects greater marketing and promotional costs.  The increase in direct operating expenses in 2010 as compared to 2009 primarily reflects greater gaming taxes and marketing and promotional costs.

Selling, general and other expenses for 2010 include a loss for the award of $11,200,000, including interest, to the former holders of Premier’s bond debt as a result of a decision by the Bankruptcy Court for the Southern District of Mississippi.  The Premier noteholders had argued that they were entitled to liquidated damages under the indenture governing the notes, and as such were entitled to more than the amount paid to them when Premier emerged from bankruptcy in 2007.  Premier filed a notice of appeal of the Bankruptcy Court’s decision and no amounts were paid while the appeal was pending.  In April 2011, Premier entered into an agreement to settle the litigation with its former noteholders for $9,000,000.  As a result, Premier reduced the liability for the award and credited selling, general and other expenses for $2,241,000 in 2011.  All litigation with respect to Premier’s chapter 11 restructuring has been settled.

Domestic Real Estate

A summary of results of operations for the domestic real estate segment for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011		2010			2009
Revenues and other income	$	96,501	$	17,075		$	30,637
Expenses:
Interest		34		2,034			2,322
Depreciation and amortization		3,461		6,163			8,408
Other operating expenses, including impairment
charges described below		12,087		63,813			91,205
		15,582		72,010			101,935
Income (loss) before income taxes	$	80,919	$	(54,935	)	$	(71,298	)

17

Pre-tax results for the domestic real estate segment are largely dependent upon the performance of the segment’s operating properties, the current status of the Company’s real estate development projects and non-recurring gains or losses recognized when real estate assets are sold.  As a result, pre-tax results for this segment for any particular period are not predictable and do not follow any consistent pattern.

Revenues and other income in 2011 period include a gain on forgiveness of debt of $81,848,000 related to the Myrtle Beach project.  As is more fully discussed above, in January 2011 a subsidiary of the Company paid $19,275,000 to the lenders of the Myrtle Beach project in full satisfaction of the project’s non-recourse indebtedness, which had a balance of $100,524,000 at December 31, 2010.  The Company had previously recorded impairment charges which reduced the carrying amount of this project of $47,074,000 in 2010 and $67,826,000 in 2009.

The Company did not have any major real estate sales during 2011 and 2010; revenues and other income for 2009 include real estate sales of $12,422,000.  Revenues and other income in 2010 include a gain of $1,200,000 for the favorable settlement of an insurance claim and a lawsuit, and in 2009 include $962,000 of income related to the accounting for the mark-to-market value of an interest rate derivative relating to the Myrtle Beach project’s debt obligation.

Other operating expenses also include impairment charges for real estate projects of $2,357,000 and $3,646,000 in 2010 and 2009, respectively.  In 2009 other operating expenses also include a charge of $1,444,000 representing the net book value of land and buildings that was contributed to a local municipality and $1,787,000 for the periodic net settlement amount for the interest rate derivative.

Residential property sales volume, prices and new building starts have declined significantly in many U.S. markets, including markets in which the Company has real estate projects.  The slowdown in residential sales has been exacerbated by the turmoil in the mortgage lending and credit markets during the past few years, which has resulted in stricter lending standards and reduced liquidity for prospective home buyers.  The Company has deferred its development plans for certain of its real estate development projects, and is not actively soliciting bids for its fully developed projects.  The Company intends to wait for market conditions to improve before marketing certain of its projects for sale.

Medical Product Development

A summary of results of operations for Sangart for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011			2010			2009
Revenues and other income	$	378		$	123		$	5,147
Expenses:
Salaries and incentive compensation		12,415			9,710			9,641
Depreciation and amortization		845			870			836
Selling, general and other expenses		29,814			14,986			18,488
		43,074			25,566			28,965
Loss before income taxes	$	(42,696	)	$	(25,443	)	$	(23,818	)

Revenues and other income for 2009 include $5,000,000 of insurance proceeds received upon the death of Sangart’s former chief executive officer.  Sangart’s selling, general and other expenses include research and development costs of $22,130,000, $5,428,000 and $3,487,000 for the years ended December 31, 2011, 2010 and 2009, respectively.  The increase in research and development costs in 2011 primarily related to preparation for and commencement of a larger Phase 2 clinical study of MP4OX in trauma patients, as well as $10,000,000 related to a new patent license.

18

Sangart’s results reflect charges (reductions) to selling, general and other expenses of $(4,447,000), $261,000 and $3,102,000 in 2011, 2010 and 2009, respectively, related to share-based awards previously granted to a former officer.  The fair value of these share-based awards increased during 2009 and 2010 but declined during 2011; accordingly, in 2011 Sangart reduced the liability and credited selling, general and other expenses.  Salaries and incentive compensation expense increased in 2011 principally due to higher headcount.

Selling, general and other expenses in 2010 reflect $859,000 of lower professional fees, $734,000 of decreased costs for severance and $700,000 of greater royalty expense than for 2009.  Selling, general and other expenses for 2009 included $1,892,000 of charges for manufacturing facility design costs that Sangart did not expect to use.

Sangart is a development stage company that does not have any revenues from product sales.  During 2010, Sangart completed a Phase 2 proof of concept clinical trial of MP4OX in trauma patients in Europe and South Africa.  Study results were considered to be successful and supported the conduct of a larger Phase 2 clinical study in trauma patients, which commenced in the second quarter of 2011.  If this larger Phase 2 study were to be successful, Sangart would have to conduct Phase 3 clinical studies in trauma patients.  Completing these studies will take several years at substantial cost, and until they are successfully completed, if ever, Sangart will not be able to request marketing approval and generate revenues from sales in the trauma market.  Sangart also recently commenced a Phase 1b clinical study involving its MP4CO product to treat sickle cell disease patients.  If this Phase 1b study were to be successful, Sangart would have to conduct Phase 2 and Phase 3 clinical studies in sickle cell disease patients, at substantial cost, prior to requesting marketing approval for the product.  The Company is unable to predict when, if ever, it will report operating profits for this segment.

Other Operations

A summary of results of operations for other operations for the three years in the period ended December 31, 2011 is as follows (in thousands):

19

	2011			2010			2009
Revenues and other income	$	69,038		$	67,119		$	51,764
Expenses:
Interest		1			12			31
Salaries and incentive compensation		8,930			8,445			8,339
Depreciation and amortization		5,605			4,094			4,840
Selling, general and other expenses		78,876			72,055			64,988
		93,412			84,606			78,198
Loss before income taxes	$	(24,374	)	$	(17,487	)	$	(26,434	)

Other income for 2011 and 2010 includes $5,366,000 and $11,143,000, respectively, with respect to government grants to reimburse the Company for certain of its prior expenditures related to energy projects, which were fully expensed as incurred.  The change in revenues and other income for 2011 and 2010 also reflects $14,592,000 and $2,834,000, respectively, of increased revenues at the winery operations.   The change in revenues and other income for 2011 also reflect $4,540,000 of less income from a property rental business and $2,303,000 less income from purchased delinquent credit card receivables.

Selling, general and other expenses include $33,606,000, $26,776,000 and $23,546,000 for 2011, 2010 and 2009, respectively, related to the investigation and evaluation of energy projects (principally professional fees and other costs).  Selling, general and other expenses for 2010 also reflect $4,326,000 for other operations’ portion of a settlement charge in connection with the termination and settlement of the Company’s frozen defined benefit pension plan, and a $3,000,000 charge for a settlement with certain insurance companies.  The change in selling, general and other expenses for 2011 and 2010 as compared to the prior year also reflects $12,152,000 and $2,102,000, respectively, of greater costs at the winery operations, and for 2011 $1,412,000 of lower costs at the property rental business.  Selling, general and other expenses also include charges of $1,513,000 and $4,712,000 for 2010 and 2009, respectively, at the winery operations to reduce the carrying amount of wine inventory.

Corporate

A summary of results of operations for corporate for the three years in the period ended December 31, 2011 is as follows (in thousands):

	2011		2010		2009
Revenues and other income (including net
securities gains (losses))	$	906,480	$	744,337	$	98,815
Expenses:
Interest		111,672		121,285		125,724
Salaries and incentive compensation		41,425		60,464		45,659
Depreciation and amortization		23,296		20,979		18,441
Selling, general and other expenses		81,226		67,995		76,610
		257,619		270,723		266,434
Income (loss) before income taxes	$	648,861	$	473,614	$	(167,619	)

20

Net securities gains (losses) for Corporate aggregated $641,480,000, $179,494,000 and $(21,106,000) for the years ended December 31, 2011, 2010 and 2009, respectively.  Net securities gains (losses) include gains of $628,197,000 and $94,918,000 for 2011 and 2010, respectively, resulting from the sale of a portion of the Company’s investment in the common shares of Fortescue, and in 2010 include a gain of $66,200,000 from the sale of the Company’s investment in LPH.  Net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000 and $31,420,000 during 2011, 2010 and 2009, respectively.  The Company’s decision to sell securities and realize security gains or losses is generally based on its evaluation of an individual security’s value at the time, the prospect for changes in its value in the future and/or the Company’s liquidity needs.  The decision could also be influenced by the status of the Company’s tax attributes.  The timing of realized security gains or losses is not predictable and does not follow any pattern from year to year.

Investment income increased $23,008,000 in 2011 as compared to 2010, principally due to cash dividends of $13,726,000 paid on Fortescue’s common shares and greater investment income due to a larger amount of fixed income securities.  Investment income declined $5,075,000 in 2010 as compared to 2009 principally due to lower interest rates.

Other income, which decreased $322,851,000 in 2011 as compared to 2010 and increased $449,997,000 in 2010 as compared to 2009, includes $214,455,000, $149,257,000 and $66,079,000 for 2011, 2010 and 2009, respectively, related to Fortescue’s Pilbara iron ore and infrastructure project in Western Australia.  The Company is entitled to receive 4% of the revenue, net of government royalties, invoiced from certain areas of Fortescue’s project, which commenced production in May 2008.  Depreciation and amortization expenses include prepaid mining interest amortization of $11,800,000, $9,943,000 and $7,293,000 for 2011, 2010 and 2009, respectively, which is being amortized over time in proportion to the amount of ore produced.  Other income in 2010 includes a gain on the sale of Las Cruces of $383,369,000, as discussed above.  Other income for 2010 and 2009 also includes gains for legal settlements of $2,107,000 and $10,453,000, respectively, and for 2009 gains of $6,693,000 on the repurchase of certain of the Company’s debt securities.

The decrease in interest expense primarily reflects decreased interest expense as a result of conversions of certain of the 3¾% Convertible Senior Subordinated Notes during 2009 and, as discussed above, repurchases of certain of the Company’s debt securities during each of the last three years.

The change in salaries and incentive compensation for 2011 as compared to 2010 is principally due to lower accrued incentive bonus expense of $37,558,000, of which $23,459,000 related to the Company’s Senior Executive Annual Incentive Bonus Plan, partially offset by greater share-based compensation expense.  The change in salaries and incentive compensation for 2010 as compared to 2009 reflects greater accrued incentive bonus expense of $22,253,000, of which $5,600,000 related to the Company’s Senior Executive Annual Incentive Bonus Plan, and lower share-based compensation expense.  Bonus accruals under the Senior Executive Annual Incentive Bonus Plan are based on a percentage of pre-tax profits as defined in the plan.  Other Corporate incentive bonuses are discretionary and not determined based on any mathematical formula.  The Company recorded share-based compensation expense relating to grants made under the Company’s senior executive warrant plan and the fixed stock option plan of $23,019,000, $4,067,000 and $10,905,000 in 2011, 2010 and 2009, respectively.  Share-based compensation expense increased in 2011 as compared to 2010 principally due to the warrants granted under the Company’s senior executive warrant plan in the second quarter of 2011.  Share-based compensation expense declined for 2010 as compared to 2009 due to the warrants previously granted under the Company’s senior executive warrant plan becoming fully vested.

21

Selling, general and other expenses include expenses related to the repurchase of certain of the Company’s debt securities of $6,352,000 and $5,138,000 in 2011 and 2010, respectively.  Selling, general and other expenses include costs for the investigation of investment opportunities and fees due for consummated transactions of $18,820,000 and $3,377,000 in 2011 and 2010, respectively, including $14,834,000 related to the acquisition of National Beef in 2011.  Selling, general and other expenses for 2010 include $8,403,000 for Corporate’s portion of the defined benefit pension plan settlement charge and an impairment charge of $1,449,000 for a corporate aircraft.  Selling, general and other expenses for 2011 as compared to 2010 also reflects greater severance expense of $1,342,000, increased insurance expense of $1,326,000 and higher corporate aircraft expense of $1,029,000.  The change in selling, general and other expenses during 2010 as compared to 2009 also reflects $28,300,000 of expenses incurred during 2009 related to the induced conversion of certain of the 3¾% Convertible Senior Subordinated Notes and higher corporate aircraft expense of $1,770,000 during 2010.

As discussed above, the income tax provision for 2010 reflects a credit of $1,157,111,000 as a result of the reversal of a portion of the valuation allowance for the net deferred tax asset.  The Company adjusted the valuation allowance since it believes it is more likely than not that it will have future taxable income sufficient to realize a substantial portion of the net deferred tax asset.  The tax provision for 2011 and 2010 also includes state and foreign income taxes, including withholding taxes on the FMG Note interest, of $21,445,000 and $14,926,000, respectively.

As of December 31, 2009, the Company had a full valuation allowance against its net federal deferred tax asset, including its available NOLs.  As a result, the Company did not record any regular federal income tax expense for the year ended December 31, 2009.  However, the Company had significant unrealized security gains reflected in accumulated other comprehensive income and in income related to associated companies.  If these gains were realized, the Company would be able to use its NOLs to fully offset the federal income taxes that would be due, but the Company would have to pay federal minimum taxes.  Although the payment of federal minimum taxes generates a minimum tax credit carryover, it would be fully reserved for in the net deferred tax asset valuation allowance.  Accordingly, for the year ended December 31, 2009, the Company recorded provisions for deferred federal minimum taxes payable of $22,678,000 and $11,594,000 in accumulated other comprehensive income and income related to associated companies, respectively.  In addition, income tax expense for the year ended December 31, 2009 includes state and foreign income taxes, including withholding taxes on the FMG Note interest of $10,655,000.

The Worker, Homeownership, and Business Assistance Act of 2009 provided taxpayers a special election for extended net operating loss carryback benefits, and with respect to any net operating loss for which the election was made, eliminated the limitation that applies to using the NOL to reduce alternative minimum taxable income.  In 2010, the Internal Revenue Service provided additional guidance with respect to application of the law, and the Company made the election with respect to its 2008 NOL.  As a result, approximately $1,940,000,000 of the NOLs referred to above can be used to fully offset federal minimum taxable income, and no federal regular or minimum income tax would be payable on such income.  During 2010, the Company reversed deferred federal minimum tax liabilities which had been recorded in prior periods of $11,594,000 to income related to associated companies and $22,678,000 to accumulated other comprehensive income.

The income tax provision reflects the reversal of tax reserves aggregating $600,000 and $2,000,000 for the years ended December 31, 2010 and 2009, respectively, as a result of the expiration of the applicable statute of limitations and the favorable resolution of various state and federal income tax contingencies.

Associated Companies

 Income (losses) related to associated companies includes the following for the years ended December 31, 2011, 2010 and 2009 (in thousands):

22

	2011			2010			2009
Jefferies	$	(668,282	)	$	157,873		$	469,820
Mueller		(6,093	)		–			–
ACF		–			183,572			376,490
Berkadia		29,033			16,166			20,811
Garcadia		19,996			14,424			(25,668	)
JHYH		11,211			20,053			37,249
Linkem		(2,243	)		–			–
HomeFed		1,410			1,108			882
Keen		–			–			(45,475	)
Las Cruces		–			(16,159	)		1,046
Other		2,606			(2,016	)		(29,352	)
Income (losses) related to associated
companies before income taxes		(612,362	)		375,021			805,803
Income tax (expense) benefit		218,321			5,745			(25,567	)
Income (losses) related to associated
companies, net of taxes	$	(394,041	)	$	380,766		$	780,236

The Company elected the fair value option to account for its investments in Jefferies, Mueller and ACF, with changes in market values reflected directly in earnings.  The Company sold its investment in ACF in 2010.

Berkadia acquired its commercial mortgage origination and servicing business pursuant to an Asset Put Agreement (“APA”) entered into between Berkadia and the seller in September 2009.  The seller paid Berkadia $40,000,000 for the right to require Berkadia to purchase the business pursuant to the terms of the APA.  The seller subsequently filed for bankruptcy protection under chapter 11 of title 11 of the United States Bankruptcy Code and exercised the put option.  Although there were other parties interested in purchasing portions of the commercial mortgage origination and servicing business, Berkadia’s offer was the only offer for the entire business, which eliminated the seller’s risk of having to dispose of the remaining business.  In addition, Berkadia’s offer included a provision to hire the employees operating the business, thereby saving the seller material employment related expenses.

Berkadia applied the acquisition method to account for the purchase and recorded the assets and liabilities acquired at fair value, which were principally mortgage servicing rights, mortgage loans and servicer advances.  The fair values of the net assets acquired exceeded the amount paid, principally due to the amount received as a put premium and the reasons identified above.  The excess was treated as a bargain purchase and recognized as a gain on the date of acquisition.  The Company’s share of the bargain purchase gain was $24,423,000, which is reflected in the table for 2009.

The Company’s equity in losses of Garcadia for 2009 includes impairment charges for goodwill and other intangible assets aggregating $32,348,000.

The Company owns approximately 31.4% of HomeFed, a California real estate development company, which it acquired in 2002.  The Company’s share of HomeFed’s reported earnings fluctuates with the level of real estate sales activity at HomeFed’s development projects.

The Company’s equity in losses of Keen includes impairment charges of $36,544,000 in 2009.  Keen became a consolidated subsidiary in November 2009.

The Company’s equity investment in Las Cruces was sold in 2010.

23

Discontinued Operations

Oil and Gas Drilling Services

In the third quarter of 2012, the Company entered into an agreement to sell Keen for aggregate consideration of $137,500,000; the sale closed in October 2012.  Pre-tax income (losses) of Keen were $3,533,000, $(13,937,000) and $46,738,000 for the years ended December 31, 2011, 2010 and 2009, respectively.  Pre-tax income from discontinued operations for 2009 reflects a gain of $49,345,000 resulting from a bargain purchase.

Domestic Real Estate

In August 2010 the Company sold its operating retail shopping center in Long Island, New York and recorded a pre-tax and after tax gain on sale of discontinued operations of $4,526,000.  Historical operating results for this business were not significant.

Property Management and Services

In September 2010 the Company sold ResortQuest, recognized a pre-tax and after tax gain on sale of discontinued operations of $35,367,000 and classified its historical operating results as a discontinued operation.  Pre-tax income of ResortQuest was $13,552,000 for the year ended December 31, 2010 and was not significant in 2009.

Telecommunications

In October 2010 the Company sold STi Prepaid, recognized a pre-tax and after-tax gain on sale of discontinued operations of $21,104,000 and classified its historical operating results as a discontinued operation.  During 2011, additional final payments were received from the buyer and the Company recognized a gain from discontinued operations of $9,669,000.  Pre-tax income of STi Prepaid was $1,863,000 and $354,000 for the years ended December 31, 2010 and 2009, respectively.

Other Operations

In 2010 the Company classified its power production business that burns waste biomass to produce electricity as a held for sale discontinued operation and recorded a charge of $25,321,000 to reduce the carrying amount of the business to its fair value.  Pre-tax losses of this business, including the impairment charge, were $3,722,000, $36,917,000 and $10,280,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Other

During the years ended December 31, 2011, 2010 and 2009, the Company received distributions of $4,690,000, $11,640,000 and $11,253,000, respectively, from Empire, a subsidiary of the Company that had been classified as a discontinued operation in 2001 and fully written-off.  For income tax purposes, the payments are treated as non-taxable distributions paid by a subsidiary.

The Company sold WilTel in December 2005.  During 2009, the Company received 636,300 of its common shares in connection with the resolution of a lawsuit related to WilTel and recorded income from discontinued operations of $15,222,000 based on the market value of the common shares.  These shares were originally issued in connection with the acquisition of WilTel in 2003, and had been held in a fund for certain claims made against WilTel prior to the Company’s ownership.  The resolution of the lawsuit found that the claimants were not entitled to the shares and they were returned to the Company.

24

EX-99.4

Exhibit 99.4

The Quantitative and Qualitative Disclosures About Market Risk of the Company included in this Exhibit 99.4 has been revised to reflect Keen Energy Services, LLC as a discontinued operation in the Company’s consolidated financial statements.  All other information included in this exhibit remains unchanged and does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the Securities and Exchange Commission.  This exhibit should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and Financial Statements and Supplementary Data included in exhibits 99.3 and 99.5, respectively.

Item 7A.       Quantitative and Qualitative Disclosures About Market Risk.

The following includes “forward-looking statements” that involve risk and uncertainties.  Actual results could differ materially from those projected in the forward-looking statements.

The Company’s market risk arises principally from interest rate risk related to its investment portfolio and its borrowing activities and equity price risk.

The Company’s investment portfolio is primarily classified as available for sale, and consequently, is recorded on the balance sheet at fair value with unrealized gains and losses reflected in equity.  Included in the Company’s available for sale investment portfolio are fixed income securities, which comprised approximately 35% of the Company’s total investment portfolio at December 31, 2011.  These fixed income securities are primarily rated “investment grade” or are U.S. governmental agency issued or U.S. Government-Sponsored Enterprises.  The estimated weighted average remaining life of these fixed income securities was approximately 4.3 years at December 31, 2011.  The Company’s fixed income securities, like all fixed income instruments, are subject to interest rate risk and will fall in value if market interest rates increase.  At December 31, 2010, fixed income securities comprised approximately 31% of the Company’s total investment portfolio and had an estimated weighted average remaining life of 3.1 years.

Also included in the Company’s available for sale investment portfolio are equity securities, which are recorded on the balance sheet at an aggregate fair value of $1,364,659,000 (aggregate cost of $666,801,000) and which comprised approximately 57% of the Company’s total investment portfolio at December 31, 2011.  The majority of this amount consists of two publicly traded securities; the investment in Fortescue common shares, which is carried at fair value of $569,256,000, and the investment in Inmet, which is carried at fair value of $708,193,000.  The Company evaluates its investments for impairment on a quarterly basis.

The Company is also subject to price risk related to its investments in Jefferies and Mueller for which it has elected the fair value option.  At December 31, 2011, these investments are classified as investments in associated companies and carried at fair values of $797,583,000 for Jefferies and $400,446,000 for Mueller.

The Company is subject to interest rate risk on its long-term fixed interest rate debt.  Generally, the fair market value of debt securities with a fixed interest rate will increase as interest rates fall, and the fair market value will decrease as interest rates rise.

The following table provides information about the Company’s financial instruments used for purposes other than trading that are primarily sensitive to changes in interest rates.  For investment securities and debt obligations, the table presents principal cash flows by expected maturity dates.  For the variable rate borrowings, the weighted average interest rates are based on implied forward rates in the yield curve at the reporting date.  For securities and liabilities with contractual maturities, the table presents contractual principal cash flows adjusted for the Company’s historical experience and prepayments of mortgage-backed securities.

For additional information, see Notes 6, 13 and 25 of Notes to Consolidated Financial Statements.

	Expected Maturity Date
	2012			2013			2014			2015			2016			Thereafter			Total		Fair Value
	(Dollars in thousands)
Rate Sensitive Assets:
Available for Sale Fixed Income Securities:
U.S. Government and   agencies	$	139,952		$	-		$	-		$	-		$	-		$	-		$	139,952	$	139,952
Weighted-Average  Interest Rate		.03	%
U.S. Government-   Sponsored Enterprises	$	94,342		$	79,607		$	65,259		$	54,738		$	46,649		$	281,596		$	622,191	$	622,191
Weighted-Average       Interest Rate		2.78	%		2.76	%		2.71	%		2.68	%		2.65	%		2.61	%
Other Fixed Maturities:
Rated Investment Grade	$	6,760		$	4,132		$	23,363		$	764		$	676		$	3,836		$	39,531	$	39,531
Weighted-Average   Interest Rate		3.59	%		2.30	%		5.00	%		5.88	%		5.89	%		5.95	%
Rated Less Than Investment Grade/Not     Rated	$	6,332		$	15,044		$	4,706		$	4,016		$	459		$	2,173		$	32,730	$	32,730
Weighted-Average Interest Rate		7.12	%		7.02	%		5.53	%		6.25	%		5.41	%		5.41	%
Rate Sensitive Liabilities:
Fixed Interest Rate Borrowings	$	417,481		$	406,865		$	97,581		$	454,385		$	-		$	511,344		$	1,887,656	$	1,956,964
Weighted-Average      Interest Rate		3.17	%		7.33	%		7.62	%		7.67	%		7.39	%		8.51	%
Variable Interest Rate  Borrowings	$	29,262		$	38,559		$	39,307		$	40,430		$	283,918		$	2,000		$	433,476	$	433,476
Weighted-Average      Interest Rate		2.05	%		2.40	%		2.67	%		3.13	%		3.66	%		4.13	%
Off-Balance Sheet Items:
Unused Lines of Credit	$	-		$	-		$	-		$	-		$	134,921		$	-		$	134,921	$	134,921
Weighted-Average      Interest Rate		2.05	%		2.40	%		2.67	%		3.13	%		3.66	%

EX-99.5

Exhibit 99.5

Item 8. Financial Statements and Supplementary Data.

The Financial Statements and Supplementary Data of Leucadia National Corporation (“the Company”) included in this Exhibit 99.5 have been revised to reflect Keen Energy Services, LLC (“Keen”) as a discontinued operation in the Company’s consolidated financial statements and to reflect the retrospective adoption of new accounting guidance on the presentation of comprehensive income.  All other information included in this exhibit remains unchanged and does not reflect any other events or developments that have occurred subsequent to February 27, 2012.  More current information is included in the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012 and other filings with the Securities and Exchange Commission.  This exhibit should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations included in exhibit 99.3.

F-1

Report of Independent Registered Public Accounting Firm

Tothe Board of Directors and

Shareholders of Leucadia National Corporation:

In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the financial position of Leucadia National Corporation and its subsidiaries (the “Company”) at December 31, 2011 and 2010, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2011 in conformity with accounting principles generally accepted in the United States of America.  In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.  Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).  The Company's management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in "Management's Report on Internal Control over Financial Reporting" appearing under Item 9A.  Our responsibility is to express opinions on these financial statements, on the financial statement schedule, and on the Company's internal control over financial reporting based on our integrated 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 audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects.  Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation.  Our audit of internal control over financial reporting 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 audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide 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 (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) 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 (iii) 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.

As described in “Management’s Report on Internal Control Over Financial Reporting,” management has excluded National Beef Packing Company, LLC from its assessment of internal control over financial reporting as of December 31, 2011 because it was acquired by the Company during 2011.  We have also excluded National Beef Packing Company, LLC from our audit of internal control over financial reporting.  National Beef Packing Company, LLC is a consolidated subsidiary whose total assets represent 19% of the related consolidated assets as of December 31, 2011.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

New York, New York

February 27, 2012, except with respect to our opinion on the consolidated financial statements insofar as it relates to the effects of discontinued operations discussed in Note 5, paragraph 6 and the change in the presentation of comprehensive income discussed in Note 2(n), paragraph 3, as to which the date is December 5, 2012.

F-2

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2011 and 2010

(Dollars in thousands, except par value)

	2011		2010
ASSETS
Current assets:
Cash and cash equivalents	$	168,490	$	441,340
Investments		150,135		264,572
Trade, notes and other receivables, net		339,010		123,012
Inventory		354,578		58,280
Current deferred tax asset		144,281		–
Prepaids and other current assets		64,889		46,983
Current assets of discontinued operations		32,096		51,403
Total current assets		1,253,479		985,590
Non-current investments ($432,768 and $413,858 collateralizing current liabilities)		2,226,875		3,832,659
Intangible assets, net and goodwill		876,589		42,636
Deferred tax asset, net		1,440,605		1,175,558
Other assets		407,370		445,788
Property, equipment and leasehold improvements, net		884,109		410,214
Investments in associated companies ($1,198,029 and $1,314,227 measured
using fair value option)		1,991,795		2,274,163
Non-current assets of discontinued operations		182,367		183,690
Total	$	9,263,189	$	9,350,298
LIABILITIES
Current liabilities:
Trade payables and expense accruals	$	374,321	$	167,224
Other current liabilities		41,570		25,987
Securities sold under agreements to repurchase		417,479		401,121
Debt due within one year		29,264		133,451
Current liabilities of discontinued operations		14,498		20,057
Total current liabilities		877,132		747,840
Other non-current liabilities		96,316		90,516
Long-term debt		1,874,389		1,546,655
Non-current liabilities of discontinued operations		1,182		1,906
Total liabilities		2,849,019		2,386,917
Commitments and contingencies
Redeemable noncontrolling interests in subsidiary		235,909		–
EQUITY
Common shares, par value $1 per share, authorized 600,000,000
shares; 244,582,588 and 243,808,147 shares issued and
outstanding, after deducting 47,006,711 and 47,525,707 shares
held in treasury		244,583		243,808
Additional paid-in capital		1,570,684		1,542,964
Accumulated other comprehensive income		912,421		1,687,363
Retained earnings		3,446,708		3,482,623
Total Leucadia National Corporation shareholders’ equity		6,174,396		6,956,758
Noncontrolling interest		3,865		6,623
Total equity		6,178,261		6,963,381
Total	$	9,263,189	$	9,350,298

The accompanying notes are an integral part of these consolidated financial statements.

F-3

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For the years ended December 31, 2011, 2010 and 2009

(In thousands, except per share amounts)

	2011			2010			2009
REVENUES AND OTHER INCOME:
Manufacturing	$	244,918		$	259,841		$	224,460
Gaming entertainment		117,217			114,763			103,495
Investment and other income		431,011			649,346			207,900
Net securities gains (losses)		641,476			179,494			(21,106	)
		1,434,622			1,203,444			514,749
EXPENSES:
Manufacturing cost of sales		215,963			224,303			196,967
Direct operating expenses for gaming entertainment		84,795			83,075			79,452
Interest		111,740			123,575			128,566
Salaries and incentive compensation		78,337			95,027			79,439
Depreciation and amortization		54,429			53,228			53,692
Selling, general and other expenses		211,903			241,296			264,525
		757,167			820,504			802,641
Income (loss) from continuing operations before income taxes
and income (losses) related to associated companies		677,455			382,940			(287,892	)
Income tax provision (benefit):
Current		30,637			20,143			7,200
Deferred		239,679			(1,157,111	)		–
		270,316			(1,136,968	)		7,200
Income (loss) from continuing operations before income (losses)
related to associated companies		407,139			1,519,908			(295,092	)
Income (losses) related to associated companies, net of income tax
provision (benefit) of $(218,321), $(5,745) and $25,567		(394,041	)		380,766			780,236
Income from continuing operations		13,098			1,900,674			485,144
Income (loss) from discontinued operations, net of income tax
(benefit) of $(1,072), $(2,350) and $(57)		5,573			(21,435	)		63,451
Gain on disposal of discontinued operations, net of income
tax provision of $3,384, $0 and $0		6,285			60,997			–
Net income		24,956			1,940,236			548,595
Net (income) loss attributable to the noncontrolling interest		275			(924	)		1,685
Net income attributable to Leucadia National Corporation
common shareholders	$	25,231		$	1,939,312		$	550,280

(continued)

The accompanying notes are an integral part of these consolidated financial statements.

F-4

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS, continued

For the years ended December 31, 2011, 2010 and 2009

(In thousands, except per share amounts)

	2011		2010			2009
Basic earnings (loss) per common share attributable to Leucadia
National Corporation common shareholders:
Income from continuing operations	$	.05	$	7.82		$	2.02
Income (loss) from discontinued operations		.02		(.09	)		.26
Gain on disposal of discontinued operations		.03		.24			–
Net income	$	.10	$	7.97		$	2.28
Diluted earnings (loss) per common share attributable to Leucadia
National Corporation common shareholders:
Income from continuing operations	$	.05	$	7.70		$	1.99
Income (loss) from discontinued operations		.02		(.09	)		.26
Gain on disposal of discontinued operations		.03		.24			–
Net income	$	.10	$	7.85		$	2.25
Amounts attributable to Leucadia National Corporation common
shareholders:
Income from continuing operations, net of taxes	$	13,373	$	1,902,939		$	486,829
Income (loss) from discontinued operations, net of taxes		5,573		(21,435	)		63,451
Gain on disposal of discontinued operations, net of taxes		6,285		57,808			–
Net income	$	25,231	$	1,939,312		$	550,280

The accompanying notes are an integral part of these consolidated financial statements.

F-5

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

For the years ended December 31, 2011, 2010 and 2009

(In thousands)

(Unaudited)

	2011			2010			2009
Net income	$	24,956		$	1,940,236		$	548,595
Other comprehensive income (loss):
Net unrealized holding gains (losses) on investments arising
during the period, net of income tax provision (benefit) of
$(171,702), $(21,983) and $36,348		(309,256	)		813,107			1,001,651
Less: reclassification adjustment for net (gains) losses included
in net income (loss), net of income tax provision (benefit) of
$(245,597), $(3,146) and $0		(442,350	)		(97,514	)		8,511
Net change in unrealized holding gains (losses) on investments,
net of income tax provision (benefit) of
$(417,299), $(25,129) and $36,348		(751,606	)		715,593			1,010,162
Net unrealized foreign exchange gains (losses) arising during
the period, net of income tax provision (benefit) of
$372, $(1) and $51		670			(100	)		3,602
Less: reclassification adjustment for foreign exchange gains
(losses) included in net income (loss), net of income tax provision
(benefit) of $0, $(96) and $0		–			(7,762	)		–
Net change in unrealized foreign exchange gains (losses),
net of income tax provision (benefit) of $372,
$(97) and $51		670			(7,862	)		3,602
Net unrealized gains (losses) on derivatives arising during the
period, net of income tax provision (benefit) of $0, $4 and $16		–			306			1,125
Less: reclassification adjustment for derivative gains (losses)
included in net income (loss), net of income tax provision (benefit)
of $0, $0 and $0		–			–			–
Net change in unrealized derivative gains (losses), net of income
tax provision (benefit) of $0, $4 and $16		–			306			1,125
Net pension and postretirement gain (loss) arising during the
period, net of income tax provision (benefit) of $(13,919),
$132 and $(38)		(25,070	)		(23,189	)		(2,698	)
Less: reclassification adjustment for pension and postretirement (gains)
losses included in net income (loss), net of income tax provision
(benefit) of $590, $245 and $30		1,064			17,483			2,121
Net change in pension liability and postretirement benefits,
net of income tax provision (benefit) of $(13,329), $377 and $(8)		(24,006	)		(5,706	)		(577	)
Other comprehensive income (loss), net of income taxes		(774,942	)		702,331			1,014,312
Comprehensive income (loss)		(749,986	)		2,642,567			1,562,907
Comprehensive (income) loss attributable to the noncontrolling interest		275			(924	)		1,685
Comprehensive income (loss) attributable to Leucadia National
Corporation common shareholders	$	(749,711	)	$	2,641,643		$	1,564,592

The accompanying notes are an integral part of these consolidated financial statements.

F-6

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended December 31, 2011, 2010 and 2009

(In thousands)

	2011			2010			2009
Net cash flows from operating activities:
Net income	$	24,956		$	1,940,236		$	548,595
Adjustments to reconcile net income to net cash provided by
(used for) operations:
Deferred income tax provision (benefit)		22,424			(1,166,417	)		19,612
Depreciation and amortization of property, equipment and leasehold improvements		68,059			78,975			61,946
Other amortization		27,174			25,755			24,431
Share-based compensation		23,264			4,260			11,106
Excess tax benefit from exercise of stock options		(242	)		(189	)		(15	)
Provision for doubtful accounts		750			3,003			2,615
Net securities (gains) losses		(641,476	)		(179,494	)		21,106
(Income) losses related to associated companies		612,362			(375,021	)		(805,803	)
Distributions from associated companies		39,716			454,094			36,692
Net (gains) losses related to real estate, property and equipment, and other assets		(95,687	)		(320,274	)		46,074
Income related to Fortescue’s Pilbara project, net of proceeds received		(24,222	)		22,887			(66,079	)
Bargain purchase gain related to Keen		–			–			(49,345	)
Common shares received in connection with lawsuit resolution		–			–			(15,222	)
(Gain) loss on buyback of debt		6,352			5,138			(6,693	)
Loss on debt conversion		–			–			25,990
(Gain) loss on disposal of discontinued operations		(9,669	)		(60,997	)		–
Change in estimated litigation reserve		(2,241	)		14,099			–
Pension plan settlement charge		–			12,728			–
Investments classified as trading, net		–			–			(1,132	)
Net change in:
Restricted cash		1,601			(473	)		(115	)
Trade, notes and other receivables		92			(11,496	)		14,222
Prepaids and other assets		(7,248	)		(3,470	)		11,679
Trade payables and expense accruals		(7,418	)		36,608			(13,778	)
Other liabilities		(34,459	)		(29,603	)		358
Deferred revenue		(476	)		(16,972	)		(16,670	)
Income taxes payable		6,091			(466	)		17,462
Other		(619	)		(1,645	)		(434	)
Net cash provided by (used for) operating activities		9,084			431,266			(133,398	)
Net cash flows from investing activities:
Acquisition of property, equipment and leasehold improvements		(38,586	)		(44,344	)		(23,566	)
Acquisitions of and capital expenditures for real estate investments		(8,032	)		(8,173	)		(10,095	)
Proceeds from disposals of real estate, property and equipment, and other assets		26,434			155,961			26,158
Proceeds from (payments related to) disposal of discontinued operations,
net of expenses and cash of operations sold		10,922			59,380			–
Acquisitions, net of cash acquired		(1,019,041	)		(11,261	)		(3,134	)
Proceeds from lawsuits and other settlements		–			3,565			9,500
Net change in restricted cash		10,519			717			655
Advances on notes and other receivables		(4,511	)		(8,595	)		(4,172	)
Collections on notes, loans and other receivables		19,392			22,062			28,835
Investments in associated companies		(700,624	)		(322,730	)		(282,271	)
Capital distributions and loan repayment from associated companies		323,936			503,519			105,735
Purchases of investments (other than short-term)		(3,532,925	)		(1,779,821	)		(2,235,140	)
Proceeds from maturities of investments		506,061			284,873			344,724
Proceeds from sales of investments		4,227,660			939,821			2,114,177
Other		3,498			(3,692	)		565
Net cash provided by (used for) investing activities		(175,297	)		(208,718	)		71,971

(continued)

The accompanying notes are an integral part of these consolidated financial statements.

F-7

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS, continued

For the years ended December 31, 2011, 2010 and 2009

(In thousands)

	2011			2010			2009
Net cash flows from financing activities:
Issuance of debt, net of issuance costs	$	93,116		$	211,695		$	50,122
Reduction of debt		(144,558	)		(94,999	)		(42,966	)
Purchase of interest in subsidiary by noncontrolling interest		7,500			–			–
Premium paid on debt conversion		–			–			(25,990	)
Issuance of common shares		7,126			11,295			958
Purchase of common shares for treasury		(155	)		(18	)		–
Excess tax benefit from exercise of stock options		242			189			15
Dividends paid		(61,146	)		(60,952	)		–
Other		(8,762	)		(2,546	)		(4,087	)
Net cash provided by (used for) financing activities		(106,637	)		64,664			(21,948	)
Net increase (decrease) in cash and cash equivalents		(272,850	)		287,212			(83,375	)
Cash and cash equivalents at January 1, including cash classified as
current assets of discontinued operations		441,340			154,128			237,503
Cash and cash equivalents at December 31, including cash classified as
current assets of discontinued operations	$	168,490		$	441,340		$	154,128
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest	$	112,771		$	123,857		$	129,598
Income tax payments (refunds), net	$	26,175		$	22,227		$	(4,364	)
Non-cash financing activities:
Issuance of common shares for debt conversion	$	–		$	–		$	123,529

The accompanying notes are an integral part of these consolidated financial statements.

F-8

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the years ended December 31, 2011, 2010 and 2009

(In thousands, except par value and per share amounts)

	Leucadia National Corporation Common Shareholders
	Common						Accumulated
	Shares			Additional			Other
	$1 Par			Paid-In			Comprehensive			Retained						Noncontrolling
	Value			Capital			Income (Loss)			Earnings			Subtotal			Interest			Total
Balance, January 1, 2009	$	238,499		$	1,413,595		$	(29,280	)	$	1,053,983		$	2,676,797		$	18,594		$	2,695,391
Net income											550,280			550,280			(1,685	)		548,595
Other comprehensive income, net of taxes								1,014,312						1,014,312						1,014,312
Contributions from noncontrolling interests																	899			899
Distributions to noncontrolling interests																	(4,986	)		(4,986	)
Change in interest in consolidated subsidiary					(28	)								(28	)		28			–
Share-based compensation expense					11,106									11,106						11,106
Issuance of common shares for debt
conversion		5,378			118,151									123,529						123,529
Common shares received from lawsuit
resolution		(636	)		(14,686	)								(15,322	)					(15,322	)
Exercise of options to purchase common
shares, including excess tax benefit		47			926									973						973
Balance, December 31, 2009		243,288			1,529,064			985,032			1,604,263			4,361,647			12,850			4,374,497
Net income											1,939,312			1,939,312			924			1,940,236
Other comprehensive income, net of taxes								702,331						702,331						702,331
Contributions from noncontrolling interests																	1,424			1,424
Distributions to noncontrolling interests																	(14,757	)		(14,757	)
Change in interest in consolidated subsidiary					(1,306	)								(1,306	)		6,182			4,876
Share-based compensation expense					4,260									4,260						4,260
Exercise of options to purchase common
shares, including excess tax benefit		521			10,963									11,484						11,484
Purchase of common shares for treasury		(1	)		(17	)								(18	)					(18	)
Dividends ($.25 per common share)											(60,952	)		(60,952	)					(60,952	)
Balance, December 31, 2010	$	243,808		$	1,542,964		$	1,687,363		$	3,482,623		$	6,956,758		$	6,623		$	6,963,381
Net income											25,231			25,231			(275	)		24,956
Other comprehensive loss, net of taxes								(774,942	)					(774,942	)					(774,942	)
Contributions from noncontrolling interests																	660			660
Distributions to noncontrolling interests																	(5,843	)		(5,843	)
Change in interest in consolidated subsidiary					(1,982	)								(1,982	)		2,700			718
Share-based compensation expense					23,264									23,264						23,264
Exercise of warrants to purchase common
shares		523			(523	)								–						–
Exercise of options to purchase common
shares, including excess tax benefit		256			7,112									7,368						7,368
Purchase of common shares for treasury		(4	)		(151	)								(155	)					(155	)
Dividends ($.25 per common share)											(61,146	)		(61,146	)					(61,146	)
Balance, December 31, 2011	$	244,583		$	1,570,684		$	912,421		$	3,446,708		$	6,174,396		$	3,865		$	6,178,261

The accompanying notes are an integral part of these consolidated financial statements.

F-9

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

1.   Nature of Operations:

The Company is a diversified holding company engaged through its consolidated subsidiaries in a variety of businesses, including beef processing, manufacturing, gaming entertainment, real estate activities, medical product development and winery operations.  The Company also has significant investments in the common stock of Jefferies Group, Inc. (“Jefferies”), a full service investment bank and Mueller Industries, Inc. (“Mueller”), a leading manufacturer of copper, brass, plastic, and aluminum products, both of which are accounted for at fair value.  The Company owns equity interests in operating businesses which are accounted for under the equity method of accounting, including a broker-dealer engaged in making markets and trading of high yield and special situation securities, and a commercial mortgage origination and servicing business.  The Company continuously evaluates the retention and disposition of its existing operations and investments and frequently investigates the acquisition of new businesses.  Changes in the mix of the Company’s businesses and investments should be expected.

The beef processing operations are conducted by National Beef Packing Company, LLC (“National Beef”), the Company’s 78.9% owned subsidiary, which was acquired on December 30, 2011.  Since National Beef’s operating activities subsequent to the acquisition during 2011 were not significant they have not been included in the Company’s 2011 consolidated statement of operations.  National Beef processes, packages and delivers fresh and frozen beef and beef by-products for sale to customers in the U.S. and international markets.  National Beef’s products include boxed beef, ground beef, hides, tallow, and other beef and beef by-products. The products are marketed to retailers, food service providers, distributors, further processors, and the U.S. military. National Beef is based in Kansas City, Missouri and operates three beef processing facilities, two case-ready facilities and a wet blue tanning facility, all located in the U.S.

The manufacturing operations are conducted through Idaho Timber, LLC (“Idaho Timber”) and Conwed Plastics, LLC (“Conwed Plastics”).  Idaho Timber’s principal product lines include remanufacturing dimension lumber; remanufacturing, bundling and bar coding of home center boards for large retailers; and production of 5/4” radius-edge, pine decking.  Idaho Timber also manufactures and/or distributes a number of other specialty wood products.  Idaho Timber operates nine facilities located in the U.S.

Conwed Plastics manufactures and markets lightweight plastic netting used for a variety of purposes including, among other things, building and construction, erosion control, packaging, agricultural, carpet padding, filtration and consumer products.  Conwed Plastics manufacturing segment has four domestic manufacturing facilities, and it owns and operates a manufacturing and sales facility in Belgium.

The gaming entertainment business is conducted through Premier Entertainment Biloxi LLC (“Premier”).  Premier owns the Hard Rock Hotel & Casino Biloxi (“Hard Rock Biloxi”) located in Biloxi, Mississippi.

The domestic real estate operations include a mixture of commercial properties, residential land development projects and other unimproved land.

The Company’s medical product development operations are conducted through its majority-owned subsidiary, Sangart, Inc. (“Sangart”).  Sangart is developing a product called MP4OX, which is a solution of cell-free hemoglobin administered intravenously to provide rapid oxygen delivery to oxygen deprived tissues.

The winery operations consist of four wineries, Pine Ridge Vineyards in Napa Valley, California, Archery Summit in the Willamette Valley of Oregon, Chamisal Vineyards in the Edna Valley of Californiaand Seghesio Family Vineyards in Healdsburg, California, and a vineyard development project in the Columbia Valley of Washington.  The wineries primarily produce and sell wines in the premium, ultra premium and luxury segments of the premium table wine market.

F-10

Certain amounts for prior periods have been reclassified to be consistent with the 2011 presentation.

2.   Significant Accounting Policies:

(a)      Critical Accounting Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires the Company to make estimates and assumptions that affect the reported amounts in the financial statements and disclosures of contingent assets and liabilities.  On an on-going basis, the Company evaluates all of these estimates and assumptions.  The following areas have been identified as critical accounting estimates because they have the potential to have a significant impact on the Company’s financial statements, and because they are based on assumptions which are used in the accounting records to reflect, at a specific point in time, events whose ultimate outcome won’t be known until a later date.  Actual results could differ from these estimates.

Income Taxes - The Company records a valuation allowance to reduce its net deferred tax asset to the net amount that is more likely than not to be realized.  If in the future the Company determines that it is more likely than not that the Company will be able to realize its net deferred tax asset in excess of its net recorded amount, an adjustment to increase the net deferred tax asset would increase income in such period.  If in the future the Company were to determine that it would not be able to realize all or part of its recorded net deferred tax asset, an adjustment to decrease the net deferred tax asset would be charged to income in such period.  The Company is required to consider all available evidence, both positive and negative, and to weight the evidence when determining whether a valuation allowance is required and the amount of such valuation allowance.  Generally, greater weight is required to be placed on objectively verifiable evidence when making this assessment, in particular on recent historical operating results.

During 2010, the Company realized significant gains from the sale of certain investments, recorded significant unrealized gains in the fair values of other investments and began to experience modest improvement in the operating results in some business segments.  Additionally, the Company’s cumulative taxable income for recent years became a positive amount, reflecting the realized gains on the sales of AmeriCredit Corp. (“ACF”) and Cobre Las Cruces, S.A. (“Las Cruces”) during the fourth quarter of 2010.  With this recent positive evidence the Company gave greater weight to its revised projections of future taxable income, which consider significant unrealized gains in its investment portfolio, and to its long-term historical ability to generate significant amounts of taxable income when assessing the amount of its required valuation allowance.  As a result, the Company was able to conclude that it is more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company’s net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense on December 31, 2010.  In addition to its projections of future taxable income, the Company is relying upon the sale of investments that have unrealized gains before the NOLs expire and the corresponding reversal of related deferred tax liabilities to realize a portion of its net deferred tax asset.

The Company’s estimate of future taxable income considers all available evidence, both positive and negative, about its operating businesses and investments, included an aggregation of individual projections for each significant operating business and investment, estimated apportionment factors for state and local taxing jurisdictions and included all future years that the Company estimated it would have available net operating loss carryforwards (“NOLs”) (until 2029).  The Company believes that its estimate of future taxable income is reasonable but inherently uncertain, and if its current or future operations and investments generate taxable income different than the projected amounts, further adjustments to the valuation allowance are possible.  In addition to the reversal of deferred tax liabilities related to unrealized gains, the Company will need to generate approximately $4,600,000,000 of future U.S. pre-tax income to fully realize its net deferred tax asset.  The current balance of the deferred tax valuation allowance principally reserves for NOLs of certain subsidiaries that are not available to offset income generated by other members of the Company’s consolidated tax return group.

The Company also records reserves for contingent tax liabilities based on the Company’s assessment of the probability of successfully sustaining its tax filing positions.

F-11

Impairment of Long-Lived Assets – The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate, in management’s judgment, that the carrying value of such assets may not be recoverable.  When testing for impairment, the Company groups its long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities (or asset group).  The determination of whether an asset group is recoverable is based on management’s estimate of undiscounted future cash flows directly attributable to the asset group as compared to its carrying value.  If the carrying amount of the asset group is greater than the undiscounted cash flows, an impairment loss would be recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value.

One of the Company’s real estate subsidiaries (MB1) had been the owner and developer of a mixed use real estate project located in Myrtle Beach, South Carolina.  The project was comprised of a retail center with approximately 346,000 square feet of retail space, 41,000 square feet of office space and 195 residential apartment rental units.  The acquisition and construction costs were funded by capital contributed by the Company and nonrecourse indebtedness with a balance of $100,524,000 at December 31, 2010, that was collateralized by the real estate.

During the second quarter of 2009, MB1 was unable to make scheduled payments under its interest rate swap agreement and received several default notices under its bank loan.  These events constituted a change in circumstances that caused the Company to evaluate whether the carrying amount of MB1’s real estate asset was recoverable.  The Company prepared cash flow models and utilized a discounted cash flow technique to determine the fair value of MB1’s real estate.  The most significant assumptions in the Company’s cash flow models were the discount rate (11%) and the capitalization rate used to estimate the selling price of the retail center (9%); these rates were selected based on published reports of market conditions for similar properties.  Based on its evaluation, the Company recorded an impairment charge of $67,826,000 during the second quarter of 2009 (classified as selling, general and other expenses).  Although MB1’s bank loan matured in October 2009, it was not repaid since MB1 did not have sufficient funds and the Company was under no obligation to provide the funds to MB1 to pay off the loan.

During the second quarter of 2010, MB1 entered into an agreement with its lenders under which, among other things, MB1 agreed not to interfere with or oppose foreclosure proceedings and the lenders agreed to release MB1 and various guarantors of the loan.  A receiver was put in place at the property, foreclosure proceedings commenced and an auction of the property was conducted; however, the Company was informed during the fourth quarter of 2010 that the highest bidder for the property failed to close.  In December 2010, the Company was invited to make a bid for the property, with the condition that a foreclosure sale to the Company must close as soon as possible without any due diligence period, which new bidders for the property would require.  A subsidiary of the Company offered $19,275,000 for the property (including net working capital amounts); the offer was accepted and the foreclosure sale closed on January 7, 2011.

As a result of the failure of the initial buyer to purchase the property and the subsequent sale to the Company in 2011, the Company concluded that the carrying value of the property was further impaired at December 31, 2010; accordingly, the Company recorded an additional impairment charge in 2010 of $47,074,000 to reflect the property at its fair value of $18,094,000.  At closing in 2011, MB1 was released from any remaining liability under the bank loan; accordingly, the remaining balance due after payment of the purchase price ($81,848,000) was recognized in other income in 2011.  Including the cash paid in the foreclosure sale, the Company’s cumulative net cash investment in this project is $85,595,000.

There were no significant impairment charges recorded during 2011.  During 2010, the Company recorded impairment charges in selling, general and other expenses of $2,357,000 for another real estate project and $1,449,000 in the corporate segment for one of its corporate aircraft that was later sold.  In 2009, the Company recorded impairment charges in selling, general and other expenses of $2,563,000 related to its manufacturing segment (primarily Idaho Timber) and $3,646,000 related to its real estate segment.

F-12

Current economic conditions have adversely affected most of the Company’s operations and investments.  A worsening of current economic conditions or a prolonged recession could cause a decline in estimated future cash flows expected to be generated by the Company’s operations and investments.  If future undiscounted cash flows are estimated to be less than the carrying amounts of the asset groups used to generate those cash flows in subsequent reporting periods, particularly for those with large investments in intangible assets and property and equipment (for example, beef processing, manufacturing, gaming entertainment, real estate and certain associated company investments), impairment charges would have to be recorded.

Impairment of Equity Method Investments – The Company evaluates equity method investments for impairment when operating losses or other factors may indicate a decrease in value which is other than temporary.  For investments in investment partnerships that are accounted for under the equity method, the Company obtains from the investment partnership financial statements, net asset values and other information on a quarterly basis and annual audited financial statements.  On a quarterly basis, the Company also makes inquiries and discusses with investment managers whether there were significant procedural, valuation, composition and other changes at the investee.  Since these investment partnerships record their underlying investments at fair value, after application of the equity method the carrying value of the Company’s investment is equal to its share of the investees’ underlying net assets at their fair values.  Absent any unusual circumstances or restrictions concerning these investments, which would be separately evaluated, it is unlikely that any additional impairment charge would be required.

For equity method investments in operating businesses, the Company considers a variety of factors including economic conditions nationally and in their geographic areas of operation, adverse changes in the industry in which they operate, declines in business prospects, deterioration in earnings, increasing costs of operations and other relevant factors specific to the investee.  Whenever the Company believes conditions or events indicate that one of these investments might be significantly impaired, the Company will obtain from such investee updated cash flow projections and impairment analyses of the investee assets.  The Company will use this information and, together with discussions with the investee’s management, evaluate if the book value of its investment exceeds its fair value, and if so and the situation is deemed other than temporary, record an impairment charge.

The Company has a joint venture agreement with Garff Enterprises, Inc., pursuant to which the joint venture has acquired various automobile dealerships (“Garcadia”).  During the second quarter of 2009, the Company’s equity in losses of Garcadia included impairment charges for goodwill and other intangible assets aggregating $32,348,000.  Garcadia’s automobile dealerships had been adversely impacted by general economic conditions, and the bankruptcy filings by two of the three largest U.S. automobile manufacturers was a change in circumstances that caused Garcadia to evaluate the recoverability of its goodwill and other intangible assets.  Garcadia prepared discounted cash flow projections for each of its dealerships and concluded that the carrying amount of its goodwill and other intangible assets was impaired.

Impairment of Securities - Declines in the fair value of equity securities considered to be other than temporary and declines in the fair values of debt securities related to credit losses are reflected in net securities gains (losses) in the consolidated statements of operations.  The Company evaluates its investments for impairment on a quarterly basis.

The Company’s determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information; GAAP requires the exercise of judgment in making this assessment, rather than the application of fixed mathematical criteria.  The various factors that the Company considers in making its determination are specific to each investment. For publicly traded debt and equity securities, the Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment.  For investments in private equity funds and non-public securities, the Company bases its determination upon financial statements, net asset values and/or other information obtained from fund managers or investee companies.

F-13

The Company recorded the following impairment charges for securities in the consolidated statement of operations during the three year period ended December 31, 2011 (in thousands):

	2011		2010		2009
Publicly traded securities	$	3,243	$	–	$	14,384
Non-public securities and private equity funds		8		767		2,224
Non-agency mortgage-backed bond securitizations		335		1,707		14,812
Totals	$	3,586	$	2,474	$	31,420

The Company’s assessment involves a high degree of judgment and accordingly, actual results may differ significantly from the Company’s estimates and judgments.

Credit Quality of Financing Receivables and Allowance for Credit Losses – The Company’s operating subsidiaries do not provide financing to their customers in the ordinary course of business.  However, the Company does have a 13 year unsecured zero-coupon note of FMG Chichester Pty Ltd (“FMG”), which had a balance of $40,801,000 at December 31, 2011 (see Note 6), that meets the accounting definition of a finance receivable.  The Company exercises judgment in evaluating the credit risk and collectability of this note.  This assessment was made prior to the inception of the credit exposure and continues to be made at regular intervals.  The various factors that the Company considers in making its assessment include the current and projected financial condition of FMG, the Company’s collection experience and the length of time until the note becomes due.  As a result of its assessment, the Company concluded that an allowance for credit losses was not required as of December 31, 2011.

Business Combinations - At acquisition, the Company allocates the cost of a business acquisition to the specific tangible and intangible assets acquired and liabilities assumed based upon their fair values.  Significant judgments and estimates are often made by the Company’s management to determine these values, and may include the use of appraisals, consideration of market quotes for similar transactions, use of discounted cash flow techniques or consideration of other information the Company believes to be relevant.  The finalization of the purchase price allocation will typically take a number of months to complete, and if final values are significantly different from initially recorded amounts adjustments to prior periods may be required.  Any excess of the cost of a business acquisition over the fair values of the net assets and liabilities acquired is recorded as goodwill, which is not amortized to expense.  If the fair values of the net assets and liabilities acquired are greater than the purchase price, the excess is treated as a bargain purchase and recognized in income.  Recorded goodwill of a reporting unit is required to be tested for impairment on an annual basis, and between annual testing dates if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its net book value.  At December 31, 2011, the book value of goodwill was $18,119,000 and was not impaired.

Subsequent to the finalization of the purchase price allocation, any adjustments to the recorded values of acquired assets and liabilities would be reflected in the Company’s consolidated statement of operations.  Once final, the Company is not permitted to revise the allocation of the original purchase price, even if subsequent events or circumstances prove the Company’s original judgments and estimates to be inaccurate.  In addition, long-lived assets recorded in a business combination like property and equipment, intangibles and goodwill may be deemed to be impaired in the future resulting in the recognition of an impairment loss.  The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations for many years into the future.

Use of Fair Value Estimates - Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Further, a fair value hierarchy prioritizes inputs to valuation techniques into three broad levels.  The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), the next priority to inputs that don’t qualify as Level 1 inputs but are nonetheless observable, either directly or indirectly, for the particular asset or liability (Level 2), and the lowest priority to unobservable inputs (Level 3).

F-14

Over 92% of the Company’s investment portfolio is classified as available for sale securities, which are carried at estimated fair value in the Company’s consolidated balance sheet.  The estimated fair values are principally based on publicly quoted market prices (Level 1 inputs), which can rise or fall in reaction to a wide variety of factors or events, and as such are subject to market-related risks and uncertainties.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA), which are carried on the balance sheet at their estimated fair value of $622,191,000 at December 31, 2011.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  These estimates of fair value are considered to be Level 2 inputs, and the amounts realized from the disposition of these investments has not been significantly different from their estimated fair values.

The Company also has a segregated portfolio of non-agency mortgage-backed securities which are carried on the balance sheet at their estimated fair value of $39,839,000 at December 31, 2011.  Although these securities trade in brokered markets, the market for these securities is sometimes inactive.  The fair values of these investments are based on bid and ask prices, quotes obtained from independent market makers and pricing services.  These estimates of fair values are also considered to be Level 2 inputs.

Contingencies - The Company accrues for contingent losses when the contingent loss is probable and the amount of loss can be reasonably estimated.  Estimates of the likelihood that a loss will be incurred and of contingent loss amounts normally require significant judgment by management, can be highly subjective and are subject to significant change with the passage of time as more information becomes available.  Estimating the ultimate impact of litigation matters is inherently uncertain, in particular because the ultimate outcome will rest on events and decisions of others that may not be within the power of the Company to control.  The Company does not believe that any of its current litigation will have a significant adverse effect on its consolidated financial position, results of operations or liquidity; however, if amounts paid at the resolution of litigation are in excess of recorded reserve amounts, the excess could be significant in relation to results of operations for that period.  As of December 31, 2011, the Company’s accrual for contingent losses was not significant.

(b)      Consolidation Policy:  The consolidated financial statements include the accounts of the Company, all variable interest entities of which the Company or a subsidiary is the primary beneficiary, and all majority-controlled entities that are not variable interest entities.  The Company considers special allocations of cash flows and preferences, if any, to determine amounts allocable to noncontrolling interests.  All intercompany transactions and balances are eliminated in consolidation.

Associated companies include equity interests in other entities that are accounted for under the equity method of accounting.  These include investments in corporations that the Company does not control but has the ability to exercise significant influence and investments in limited partnerships in which the Company’s interest is more than minor.

(c)      Cash Equivalents:  The Company considers short-term investments, which have maturities of less than three months at the time of acquisition, to be cash equivalents.  Cash and cash equivalents include short-term investments of $2,691,000 and $310,901,000 at December 31, 2011 and 2010, respectively.

(d)      Investments:  At acquisition, marketable debt and equity securities are designated as either i) held to maturity, which are carried at amortized cost, ii) trading, which are carried at estimated fair value with unrealized gains and losses reflected in results of operations, or iii) available for sale, which are carried at estimated fair value with unrealized gains and losses reflected as a separate component of equity, net of taxes.  Equity securities that do not have readily determinable fair values are carried at cost.  The cost of securities sold is based on average cost.  Held to maturity investments are made with the intention of holding such securities to maturity, which the Company has the ability to do.

F-15

(e)      Property, Equipment and Leasehold Improvements:  Property, equipment and leasehold improvements are stated at cost, net of accumulated depreciation and amortization.  Depreciation and amortization are provided principally on the straight-line method over the estimated useful lives of the assets or, if less, the term of the underlying lease.

(f)      Revenue Recognition: Revenues are recognized when the following conditions are met: (1) collectibility is reasonably assured; (2) title to the product has passed or the service has been rendered and earned; (3) persuasive evidence of an arrangement exists; and (4) there is a fixed or determinable price.  National Beef’s revenues are recognized based on the terms of the sale, which for beef processing operations is typically upon delivery to customers. Manufacturing revenues are recognized when title passes, which for Idaho Timber is generally upon the customer’s receipt of the goods and for Conwed Plastics upon shipment of goods.  Gaming entertainment revenues consist of casino gaming, hotel, food and beverage, and entertainment revenues.  Casino gaming revenue is the aggregate of gaming wins and losses, reduced for the cash value of rewards earned by customers based on their level of play on slot machines.  Hotel, food and beverage, and entertainment revenues are recognized as services are performed.  Revenue from the sale of real estate is generally recognized when title passes; however, if the Company is obligated to make improvements to the real estate subsequent to closing, a portion of revenues are deferred and recognized under the percentage of completion method of accounting.

(g)      Inventories and Cost of Sales: National Beef’s inventories consist primarily of meat products and supplies, and are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method for meat products and average cost for supplies.

Manufacturing inventories are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method.  Manufacturing cost of sales principally includes product and manufacturing costs, inbound and outbound shipping costs and handling costs.

Direct operating expenses for gaming entertainment include expenses relating to casino gaming, hotel, food and beverage, and entertainment, which primarily consists of employees’ compensation and benefits, cost of sales related to food and beverage sales, marketing and advertising, gaming taxes, insurance, supplies, license fees and royalties.

(h)      Research and Development Costs:  Research and development costs are expensed as incurred.

(i)       Income Taxes:  The Company provides for income taxes using the liability method.  The Company records interest and penalties, if any, with respect to uncertain tax positions as components of income tax expense.

(j)       Derivative Financial Instruments:  The Company reflects its derivative financial instruments in its balance sheet at fair value.  National Beef uses futures and forward contracts in order to reduce its exposure to changing commodity prices. In addition, the Company has from time to time utilized derivative financial instruments to manage the impact of changes in interest rates on certain debt obligations, hedge net investments in foreign subsidiaries and manage foreign currency risk on certain available for sale securities; however, none are currently outstanding.  Although the Company believes that its derivative financial instruments help mitigate certain market risks, they do not meet the effectiveness criteria under GAAP, and therefore are not accounted for as hedges.

(k)      Translation of Foreign Currency:  Foreign currency denominated investments and financial statements are translated into U.S. dollars at current exchange rates, except that revenues and expenses are translated at average exchange rates during each reporting period; resulting translation adjustments are reported as a component of shareholders’ equity.  Net foreign exchange transaction losses were $202,000 for 2011, $511,000 for 2010 and $335,000 for 2009.

F-16

(l)      Share-Based Compensation:   The cost of all share-based payments to employees, including grants of employee stock options and warrants, is recognized in the financial statements based on their fair values.  The cost is recognized as an expense over the vesting period of the award.  The fair value of each award is estimated at the date of grant using the Black-Scholes option pricing model.

(m)      Related Party Transactions:  National Beef regularly enters into various transactions with an affiliate of NBPCo Holdings, LLC (“NBPCo Holdings”), and has entered into a cattle supply agreement with U.S. Premium Beef, LLC (“USPB”); entities that sold a substantial portion of their ownership in National Beef to the Company and are the owners of redeemable noncontrolling interests in National Beef.  National Beef sells product to and purchases material from a company affiliated with NBPCo Holdings in the ordinary course of business; transactions are based upon prevailing market prices on terms that could be obtained from an unaffiliated party.  National Beef and USPB are parties to a cattle supply agreement pursuant to which National Beef has agreed to purchase through USPB from the members of USPB 735,385 head of cattle per year (subject to adjustment), based on pricing grids furnished by National Beef to the members of USPB.  National Beef believes the pricing grids are based on terms that could be obtained from an unaffiliated party.  The cattle supply agreement is for an initial five year term, with automatic one year extensions on each annual anniversary date of the Company’s acquisition of National Beef, unless either party provides a notice not to extend sixty days prior to the annual anniversary date.

(n)      Recently Issued Accounting Standards:  In April 2011, the Financial Accounting Standards Board (“FASB”) issued guidance to improve the accounting for repurchase agreements and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity.  The amendments remove from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and the collateral maintenance implementation guidance related to that criterion.  The guidance, which is effective for the first interim or annual period beginning on or after December 15, 2011, is not expected to have a significant impact on the Company’s consolidated financial statements.

In May 2011, the FASB issued guidance to improve the comparability of fair value measurements presented and disclosed in financial statements issued in accordance with GAAP and International Financial Reporting Standards.  The amendment includes requirements for measuring fair value and for disclosing information about fair value measurements, but does not require additional fair value measurements and is not intended to establish valuation standards or affect valuation practices outside of financial reporting.  The guidance, which is effective during interim or annual periods beginning after December 15, 2011, is not expected to have a significant impact on the Company’s consolidated financial statements.

In June 2011, the FASB issued amended guidance on the presentation of comprehensive income.  This new accounting guidance eliminates the current option to report other comprehensive income and its components in the statement of changes in equity; instead, it requires the presentation of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  This new accounting guidance was implemented in these consolidated financial statements and applied retrospectively.  Its adoption changed the presentation of the Company’s consolidated financial statements but did not have any impact on its consolidated financial position, results of operations or cash flows.

In September 2011, the FASB issued guidance to simplify how entities test for goodwill impairment. This amendment permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The guidance, which is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, is not expected to have a significant impact on the Company’s consolidated financial statements.

F-17

3.      Acquisitions:

National Beef

In December 2011, the Company acquired a controlling interest in National Beef for aggregate net cash consideration of $867,869,000.  Pursuant to a membership interest purchase agreement among the Company, National Beef, USPB, NBPCo Holdings, TKK Investments, LLC (“TKK”), TMKCo, LLC (“TMKCo”) and TMK Holdings (“TMK”), the following transactions occurred in sequence on the closing date.  TKK, TMKCo and TMK are entities controlled by the chief executive officer of National Beef.

(a)   The Company purchased 76.1% of National Beef from USPB and NBPCo Holdings for aggregate cash consideration of $875,369,000.

(b)   TKK and TMKCo exercised their put rights with respect to their aggregate 5.1% interest in National Beef and National Beef redeemed their interest for aggregate cash payments of $75,947,000.  National Beef borrowed funds under its revolving credit facility to finance the redemption.  Upon completion of this redemption the Company’s interest in National Beef increased to 79.6%.

(c)   TMK purchased a .7% interest in National Beef from the Company for a cash payment of $7,500,000, reducing the Company’s interest to 78.9%.

A portion of the purchase price payable to USPB and NBPCo was placed on deposit with an escrow agent to secure certain indemnification obligations.  Upon consummation of the transactions on the closing date, USPB owned 15.1% and NBPCo owned 5.3% of National Beef.  Since transactions (b) and (c) above occurred after the Company acquired a controlling interest in National Beef, those transactions are reflected in the Company’s consolidated financial statements.

The following table reflects the preliminary allocation of the consideration paid to the assets acquired and liabilities assumed at the acquisition date, as well as the fair value of the redeemable noncontrolling interests in National Beef (in thousands):

	As of December 30, 2011
Assets:
Current assets:
Cash and cash equivalents	$	18,481
Trade, notes and other receivables		195,643
Inventory		280,499
Prepaids and other current assets		22,969
Total current assets		517,592
Intangible assets and goodwill		818,484
Other assets		4,613
Property and equipment		446,166
Total assets		1,786,855
Liabilities:
Current liabilities:
Trade payables and expense accruals		234,451
Other current liabilities		13,746
Debt due within one year		29,262
Total current liabilities		277,459
Other non-current liabilities		1,404
Long-term debt		328,267
Total liabilities		607,130
Redeemable noncontrolling interests
in subsidiary		304,356
Net assets acquired	$	875,369

F-18

To assist the Company’s management in its determination of the fair value of National Beef’s property and equipment, identifiable intangible assets and equity value, the Company engaged an independent valuation and appraisal firm.  The methods used by the Company’s management to determine the fair values included estimating National Beef’s business enterprise value through the use of a discounted cash flow analysis.  Property and equipment asset valuations included an analysis of depreciated replacement cost and current market prices.  The Company considered several factors to determine the fair value of property and equipment, including local market conditions, recent market transactions, the size, age, condition, utility and character of the property, the estimated cost to acquire replacement property, an estimate of depreciation from use and functional obsolescence and the remaining expected useful life of the assets.

Amounts allocated to product inventories were principally based on quoted commodity prices on the acquisition date.  For other components of working capital, the historical carrying values approximated fair values.  National Beef’s long-term debt principally consists of its senior credit facility payable to its bank group, which was renegotiated in June 2011.  In December 2011, the lenders consented to the acquisition as required by the credit facility, and to certain other amendments to the facility’s covenants; the pricing of the credit facility remained the same.  In addition to these factors, the Company also analyzed changes in market interest rates from June 2011 and concluded that the principal amount due under the credit facility approximated its fair value on the acquisition date.

The fair value of TKK and TMKCo’s redeemable noncontrolling interests was the amount paid to redeem those interests as described above.  The fair value of other redeemable noncontrolling interests was determined based upon the purchase price paid by the Company for its interest.

Amounts allocated to intangible assets, the amortization period and goodwill were as follows (dollars in thousands):

			Amortization
	Amount		Years
Customer relationships	$	405,180		18
Tradenames		260,059		20
Cattle supply contracts		143,500		15
Other		830		10
Subtotal, intangible assets		809,569
Goodwill		8,915
Total	$	818,484

All of the goodwill is deductible for income tax purposes.

For the year ended December 31, 2011, the Company expensed $14,834,000 of costs related to the acquisition of National Beef.

Unaudited pro forma operating results for the Company, assuming the acquisition had occurred as of January 1, 2010 are as follows (in thousands):

	2011		2010
Revenues and other income	$	8,473,158	$	7,249,343
Net income attributable to Leucadia National
Corporation common shareholders	$	112,734	$	2,050,684

F-19

Pro forma adjustments principally reflect an increase to depreciation and amortization expenses related to the fair value of property and equipment and amortizable intangible assets.  The unaudited pro forma data is not indicative of future results of operations or what would have resulted if the acquisition had actually occurred as of January 1, 2010.

Seghesio Family Vineyards

In June 2011, a subsidiary of the Company purchased the assets of Seghesio Family Vineyards, the owner and operator of premium estate vineyards and a winery located in Healdsburg, California.  The cash purchase price was $86,018,000, which was primarily allocated as follows: $48,503,000 to property, equipment and leasehold improvements, $22,250,000 to amortizable intangible assets (principally trademarks and tradename, which will be amortized over 17 years), $12,822,000 to inventory and $1,053,000 to goodwill.  Unaudited pro forma income statement data is not included as the amounts were not significant.

4.      Investments in Associated Companies:

A summary of investments in associated companies at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Investments in associated companies accounted for
under the equity method of accounting (a):
Jefferies High Yield Holdings, LLC (“JHYH”)	$	323,262	$	321,023
Berkadia		193,496		475,071
Garcadia		72,303		35,943
HomeFed Corporation (“HomeFed”)		47,493		46,083
Brooklyn Renaissance Plaza		31,931		30,539
Linkem S.p.A. ("Linkem")		86,332		–
Other		38,949		51,277
Total accounted for under the equity method of accounting		793,766		959,936
Investments in associated companies carried at fair value:
Jefferies		797,583		1,314,227
Mueller		400,446		–
Total accounted for at fair value		1,198,029		1,314,227
Total investments in associated companies	$	1,991,795	$	2,274,163

(a)   Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Company's share of the investees’ earnings, decreased for the Company's share of the investees’ losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital.

Income (losses) related to associated companies includes the following for each of the three years in the period ended December 31, 2011 (in thousands):

F-20

	2011			2010			2009
Jefferies	$	(668,282	)	$	157,873		$	469,820
Mueller		(6,093	)		–			–
ACF		–			183,572			376,490
Berkadia		29,033			16,166			20,811
Garcadia		19,996			14,424			(25,668	)
JHYH		11,211			20,053			37,249
Linkem		(2,243	)		–			–
HomeFed		1,410			1,108			882
Keen Energy Services, LLC (“Keen”)		–			–			(45,475	)
Las Cruces		–			(16,159	)		1,046
Other		2,606			(2,016	)		(29,352	)
Income (losses) related to associated
companies before income taxes		(612,362	)		375,021			805,803
Income tax (expense) benefit		218,321			5,745			(25,567	)
Income (losses) related to associated
companies, net of taxes	$	(394,041	)	$	380,766		$	780,236

The Company’s equity in losses of Keen includes impairment charges of $36,544,000 in 2009.  Keen became a consolidated subsidiary in November 2009.  In the third quarter of 2012, the Company entered into an agreement to sell Keen and classified it as a discontinued operation.

In accordance with GAAP, the Company is allowed to choose, at specified election dates, to measure many financial instruments and certain other items at fair value (the “fair value option”) that would not otherwise be required to be measured at fair value.  If the fair value option is elected for a particular financial instrument or other item, the Company is required to report unrealized gains and losses on those items in earnings.  The Company’s investments in Jefferies, Mueller and its former investment in ACF are the only eligible items for which the fair value option was elected, commencing on the date the investments became subject to the equity method of accounting.  The Company believes accounting for these investments at fair value better reflects the economics of these investments, and quoted market prices for these investments provide an objectively determined fair value at each balance sheet date.  In addition, electing the fair value option eliminates the uncertainty involved with impairment considerations.  The Company’s investment in HomeFed is the only other investment in an associated company that is also a publicly traded company but for which the Company did not elect the fair value option.  HomeFed’s common stock is not listed on any stock exchange, and price information for the common stock is not regularly quoted on any automated quotation system.  It is traded in the over-the-counter market with high and low bid prices published by the National Association of Securities Dealers OTC Bulletin Board Service; however, trading volume is minimal.  For these reasons the Company did not elect the fair value option for HomeFed.

Mueller

During 2011, the Company acquired 10,422,859 common shares of Mueller, representing approximately 27.3% of the outstanding common shares of Mueller, a company listed on the New York Stock Exchange (Symbol: MLI), for aggregate cash consideration of $408,558,000.  Mueller is a leading manufacturer of copper, brass, plastic, and aluminum products.  In September 2011, the Company entered into a standstill agreement with Mueller for the two year period ending September 1, 2013, pursuant to which, among other things, subject to certain provisions the Company has agreed not to sell its shares if the buyer would own more than 4.9% of the outstanding shares, and not to increase its ownership interest to more than 27.5% of the outstanding Mueller common shares.  In addition, the Company has the right to nominate two directors to the board of directors of Mueller and Mueller has agreed to give the Company registration rights covering all of the Mueller shares of common stock owned by the Company.

F-21

Jefferies

As of December 31, 2011 the Company owns an aggregate of 58,006,024 Jefferies common shares (approximately 29% of the Jefferies outstanding common shares) for a total investment of $980,109,000.  During 2011, the Company purchased an aggregate of 8,654,639 Jefferies common shares through a public offering, in private transactions and in the open market for total cash consideration of $167,753,000.  Jefferies, a company listed on the NYSE (Symbol: JEF), is a full-service global investment bank and institutional securities firm serving companies and their investors.  Jefferies has entered into a registration rights agreement covering all of the Jefferies common stock owned by the Company.

Berkadia

Berkadia, a joint venture between Berkshire Hathaway Inc. (“Berkshire Hathaway”) and the Company, acquired a commercial mortgage origination and servicing business in December 2009.  The Company and Berkshire Hathaway each have a 50% equity interest in Berkadia, and each party contributed $217,169,000 of equity capital to fund the acquisition.  In addition, a subsidiary of Berkshire Hathaway provided Berkadia with a five-year, $1 billion secured credit facility, which was used to fund outstanding mortgage loans and servicer advances, purchase mortgage servicing rights and for working capital needs.  Berkadia is a servicer of commercial real estate loans in the U.S., performing primary, master and special servicing functions for U.S. government agency programs, commercial mortgage-backed securities transactions, banks, insurance companies and other financial institutions.  Berkadia also originates loans that are sold to U.S. government agencies, and other loans that provide bridge financing or loans that are intended to be sold to other parties.

Berkadia acquired the commercial mortgage origination and servicing business pursuant to an Asset Put Agreement (“APA”) entered into between Berkadia and the seller in September 2009.  The seller paid Berkadia $40,000,000 for the right to require Berkadia to purchase the commercial mortgage origination and mortgage servicing business pursuant to the terms of the APA.  The seller subsequently filed for bankruptcy protection under chapter 11 of title 11 of the United States Bankruptcy Code and exercised the put option.  Although there were other parties interested in purchasing portions of the commercial mortgage origination and servicing business, Berkadia’s offer was the only offer for the entire business, which eliminated the seller’s risk of having to dispose of the remaining business.  In addition, Berkadia’s offer included a provision to hire the employees operating the business, thereby saving the seller significant employment related expenses.

Berkadia applied the acquisition method to account for the purchase of the commercial mortgage origination and servicing business and recorded the assets and liabilities acquired at fair value, which were principally mortgage servicing rights, mortgage loans and servicer advances.  The fair values of the net assets acquired exceeded the amount paid, principally due to the amount received as a put premium and the reasons identified above.  This excess was treated as a bargain purchase that was recognized as a gain on the date of acquisition and included in Berkadia’s results of operations.  For the 2009 period, the Company’s recorded income from Berkadia includes $24,423,000 representing the Company’s share of the bargain purchase.

In the fourth quarter of 2010, Berkadia’s secured credit facility was amended to increase the size of the credit facility to $1.5 billion, with the Company agreeing to provide the increased funds under the facility.  At December 31, 2010, the Company had loaned $250,000,000 to Berkadia under this facility.  In June 2011, Berkadia fully repaid the amount outstanding under its secured credit facility, including $250,000,000 that was loaned by the Company, with funds generated by commercial paper sales of an affiliate of Berkadia.  Effective as of December 31, 2011, the secured credit facility was terminated.  All of the proceeds from the commercial paper sales are used by Berkadia to fund new mortgage loans, servicer advances, investments and other working capital requirements.  Repayment of the commercial paper is supported by a $2,500,000,000 surety policy issued by a Berkshire Hathaway insurance subsidiary and corporate guaranty, and the Company has agreed to reimburse Berkshire Hathaway for one-half of any losses incurred thereunder.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

F-22

JHYH

During 2007, the Company and Jefferies formed JHYH and each initially committed to invest $600,000,000.  The Company invested $350,000,000 during 2007; any request for additional capital contributions from the Company requires the consent of the Company’s designees to the Jefferies board.  The Company does not anticipate making additional capital contributions.  JHYH owns Jefferies High Yield Trading, LLC (“JHYT”), a registered broker-dealer that is engaged in the secondary sales and trading of high yield securities and special situation securities, including bank debt, post-reorganization equity, public and private equity, equity derivatives, credit default swaps and other financial instruments.  JHYT makes markets in high yield and special situation securities and provides research coverage on these types of securities.  JHYT does not invest or make markets in sub-prime residential mortgage securities.

Jefferies and the Company each have the right to nominate two of a total of four directors to JHYH’s board, and each own 50% of the voting securities.  The organizational documents also permit passive investors to invest up to $800,000,000.  Jefferies also received additional JHYH securities entitling it to 20% of the profits.  The voting and non-voting interests are entitled to a pro rata share of the balance of the profits of JHYH, and are mandatorily redeemable in 2013, with a mutual option to extend up to three additional one-year periods.  Under GAAP, JHYH is considered a variable interest entity that is consolidated by Jefferies, since Jefferies is the primary beneficiary.  The Company owns less than 50% of JHYH’s capital, including its indirect interest through its investment in Jefferies, and will not absorb a majority of its expected losses or receive a majority of its expected residual returns.

During 2011 and 2010, the Company received distributions of $8,972,000 and $17,077,000, respectively, from JHYH.  The Company has not provided any guarantees, nor is it contingently liable for any of JHYH’s liabilities, all of which are non-recourse to the Company.  The Company’s maximum exposure to loss as a result of its investment in JHYH is limited to the book value of its investment ($323,262,000 at December 31, 2011).

Linkem

During 2011, the Company acquired 37% of the common shares of Linkem, a wireless broadband services provider in Italy, for aggregate cash consideration of $88,575,000.  The excess of the Company’s investment in Linkem over its underlying share of book value is being amortized to expense over 12 years.

HomeFed

During 2002, the Company sold one of its real estate subsidiaries, CDS Holding Corporation (“CDS”), to HomeFed for a purchase price of $25,000,000, consisting of $1,000,000 in cash and 2,474,226 shares of HomeFed’s common stock.  At December 31, 2011, the Company owns approximately 31.4% of HomeFed’s outstanding common stock.  HomeFed is engaged, directly and through subsidiaries, in the investment in and development of residential real estate projects in California.  HomeFed is a public company traded on the NASD OTC Bulletin Board (Symbol: HOFD).

As a result of a 1998 distribution to all of the Company’s shareholders, approximately 7.7% and 9.4% of HomeFed is owned by the Company’s Chairman and President, respectively.  Both are also directors of HomeFed and the Company’s President serves as HomeFed’s Chairman.

ACF

On October 1, 2010, the Company sold all of its ACF common shares pursuant to a cash merger in which General Motors Company acquired all of the outstanding common stock of ACF.  The Company received aggregate cash consideration of $830,561,000 for its shares of ACF common stock, which were acquired at a cost of $425,842,000.

F-23

Las Cruces

Las Cruces is a Spanish company that holds the exploration and mineral rights to the Las Cruces copper deposit in the Pyrite Belt of Spain.  Las Cruces was a consolidated subsidiary from its acquisition in September 1999 until August 2005, at which time the Company sold a 70% interest to Inmet Mining Corporation (“Inmet”), a Canadian-based global mining company traded on the Toronto Stock Exchange (Symbol: IMN).  Inmet acquired the interest in Las Cruces in exchange for 5,600,000 newly issued Inmet common shares.

During the fourth quarter of 2010, the Company sold to Inmet its remaining 30% equity interest in and subordinated sponsor loans to Las Cruces for aggregate consideration of $576,003,000.  The purchase price was comprised of $150,000,000 of cash and 5,442,413 newly issued common shares of Inmet, which were valued at the market price of the Inmet common shares on the closing date of the transaction.  In addition, the Company was released from its guarantee of $72,000,000 of debt owed by Las Cruces to an affiliate of Inmet.  The Company reported a gain on the sale of $383,369,000 in investment and other income.

The following table provides summarized data for Mueller and for associated companies accounted for on the equity method of accounting for the three years ended December 31, 2011.  (Amounts are in thousands.)

	2011		2010
Assets	$	6,849,185	$	4,190,534
Liabilities		3,813,236		1,882,116
Mandatorily redeemable interests		982,057		975,812
Noncontrolling interest		47,675		17,471
		2011		2010		2009
Total revenues (including securities gains (losses))	$	3,823,061	$	1,124,140	$	690,156
Income (loss) from continuing operations before
extraordinary items	$	148,661	$	43,688	$	(294,741	)
Net income (loss)	$	148,661	$	43,797	$	(294,741	)
The Company’s income (losses) related to
associated companies	$	55,920	$	33,576	$	(40,507	)

The Company’s annual report on Form 10-K for 2011 includes separate financial statements for Jefferies and ACF.

Except for its investment in Berkadia, the Company has not provided any guarantees, nor is it contingently liable for any of the liabilities reflected in the above tables.  All such liabilities are non-recourse to the Company.  The Company’s exposure to adverse events at the investee companies is limited to the book value of its investment.

Included in consolidated retained earnings at December 31, 2011 is approximately $40,325,000 of undistributed earnings of the associated companies accounted for under the equity method of accounting.

5.     Discontinued Operations:

In August 2010, the Company sold its operating retail shopping center in Long Island, New York for cash consideration of $17,064,000 and recorded a pre-tax and after tax gain on sale of discontinued operations of $4,526,000.  The Company has not classified this business’ historical results of operations or its assets and liabilities as discontinued operations because such amounts were not significant.

F-24

In September 2010, the Company sold ResortQuest for net cash consideration of $52,371,000 and recorded a pre-tax and after tax gain on sale of discontinued operations of $35,367,000.  As a result, the Company’s property management and services segment has been classified as a discontinued operation.

In October 2010, the Company sold STi Prepaid for aggregate consideration of $20,000,000, which was scheduled to be paid over a 26 month period, and classified the telecommunications segment as a discontinued operation.  The Company reported a pre-tax and after tax gain of $21,104,000 in 2010 on sale of discontinued operations equal to the Company’s negative net investment in STi Prepaid ($19,255,000) and cash payments received from the buyer.  During 2011, additional final payments were received from the buyer and the Company recognized a gain from discontinued operations of $9,669,000.

In 2010, the Company classified its power production business that burns waste biomass to produce electricity as a held for sale discontinued operation and recorded a charge of $25,321,000 to reduce the carrying amount of the business to its fair value.  The power production business was previously classified in the other operations segment, and the impairment charge reduced the carrying amount of property, equipment and leasehold improvements, net and intangible assets to zero.

When the power production facility was originally acquired for $4,567,000 it was not operating and the original intent was to invest additional funds to rehabilitate the facility and bring it up to nameplate capacity.  Despite rehabilitation funding in excess of amounts originally planned, ongoing equipment problems resulted in a failure to bring the facility up to capacity and higher operating costs.  The cost of the waste biomass required to produce electricity also increased, and the business would have required additional funding to continue operating during 2011.  As a result, in 2010 the Company decided to sell the business rather than continue to fund operating losses in the hope that production improvements and/or waste material price decreases would make the facility profitable.

In the third quarter of 2012, the Company entered into an agreement to sell Keen for aggregate consideration of $137,500,000; the sale closed in October 2012.  As a result, the Company’s oil and gas drilling services segment has been classified as a discontinued operation.  Pre-tax income from discontinued operations for 2009 reflects a gain of $49,345,000 resulting from a bargain purchase.

A summary of the results of discontinued operations for ResortQuest, STi Prepaid, Keen and the power production business is as follows for the three years ended December 31, 2011 (in thousands):

F-25

	2011			2010			2009
Revenues and other income:
Telecommunications	$	–		$	276,253		$	426,027
Oil and gas drilling services		133,782			116,542			11,102
Property management and service fees		–			87,039			112,796
Investment and other income		3,316			10,545			54,328
		137,098			490,379			604,253
Expenses:
Cost of sales - telecommunications		–			235,943			363,885
Direct operating expenses:
Oil and gas drilling services		100,639			93,281			8,830
Property management and services		–			62,595			92,421
Interest		141			1,249			237
Salaries and incentive compensation		5,445			15,364			17,153
Depreciation and amortization		21,051			32,531			11,541
Selling, general and other expenses		10,011			84,841			73,267
		137,287			525,804			567,334
Income (loss) from discontinued
operations before income taxes		(189	)		(35,425	)		36,919
Income tax benefit		(1,072	)		(2,350	)		(57	)
Income (loss) from discontinued
operations after income taxes	$	883		$	(33,075	)	$	36,976

During 2011, 2010 and 2009, the Company received and recognized as income from discontinued operations distributions totaling $4,690,000, $11,640,000 and $11,253,000, respectively, from its subsidiary, Empire Insurance Company (“Empire”), which has been undergoing a voluntary liquidation since 2001.  The Company had classified Empire as a discontinued operation in 2001 and fully wrote-off its remaining book value based on its expected future cash flows at that time.  Although Empire no longer writes any insurance business, its orderly liquidation over the years has resulted in reductions to its estimated claim reserves that enabled Empire to pay the distributions, with the approval of the New York Insurance Department.  For income tax purposes, the payments are treated as non-taxable distributions paid by a subsidiary.  Since future distributions from Empire, if any, are subject to New York insurance law or the approval of the New York Insurance Department, income will only be recognized when received.

During 2009, the Company received 636,300 of its common shares in connection with the resolution of a lawsuit related to its former subsidiary, WilTel Communications Group, Inc. (“WilTel”), and recorded income from discontinued operations of $15,222,000 based on the market value of the common shares.  These shares were originally issued in connection with the acquisition of WilTel in 2003, and had been held in a fund for certain claims made against WilTel prior to the Company’s ownership.  The resolution of the lawsuit found that the claimants were not entitled to the shares and they were returned to the Company.

6.      Investments:

A summary of investments classified as current assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		and Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale	$	146,594	$	145,977	$	253,273	$	253,589
Other investments, including accrued interest income		4,113		4,158		11,067		10,983
Total current investments	$	150,707	$	150,135	$	264,340	$	264,572

F-26

The amortized cost, gross unrealized gains and losses and estimated fair value of available for sale investments classified as current assets at December 31, 2011 and 2010 are as follows (in thousands):

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government and agencies	$	139,940	$	13	$	1	$	139,952
All other corporates		5,649		70		–		5,719
Total fixed maturities		145,589		83		1		145,671
Other investments		1,005		–		699		306
Total current available for sale investments	$	146,594	$	83	$	700	$	145,977
2010
Bonds and notes:
U.S. Government and agencies	$	246,996	$	21	$	–	$	247,017
All other corporates		6,277		300		5		6,572
Total fixed maturities	$	253,273	$	321	$	5	$	253,589

A summary of non-current investments at December 31, 2011 and 2010 is as follows (in thousands):

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		And Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale:
Fortescue	$	115,703	$	569,256	$	219,723	$	1,659,617
Inmet		504,006		708,193		504,006		862,481
Other investments available for sale		724,664		776,444		1,067,928		1,144,141
Other investments:
Private equity funds		85,528		85,528		86,944		86,944
Non-agency mortgage-backed bond
securitization portfolio		1,649		1,649		3,304		3,304
FMG zero coupon note component		40,801		40,801		36,268		36,268
Other non-publicly traded investments		45,298		45,004		40,114		39,904
Total non-current investments	$	1,517,649	$	2,226,875	$	1,958,287	$	3,832,659

In August 2006, pursuant to a subscription agreement with Fortescue Metals Group Ltd (“Fortescue”) and its subsidiary, FMG, the Company invested an aggregate of $408,030,000, including expenses, in Fortescue’s Pilbara iron ore and infrastructure project in Western Australia.  In exchange for its cash investment, the Company received 264,000,000 common shares of Fortescue, and a $100,000,000 unsecured note of FMG that matures in August 2019 (the “FMG Note”).  In July 2007, Fortescue sold new common shares in an underwritten public offering to raise additional capital for its mining project and to fund future growth.  In connection with this offering, the Company exercised its pre-emptive rights to maintain its ownership position and acquired an additional 13,986,000 common shares of Fortescue for $44,217,000.  Fortescue is a publicly traded company on the Australian Stock Exchange (Symbol: FMG).

During 2010, the Company sold 30,000,000 common shares of Fortescue for net cash proceeds of $121,498,000, which resulted in the recognition of a net securities gain of $94,918,000.  During 2011, the Company sold 117,400,000 common shares of Fortescue for net cash proceeds of $732,217,000, which resulted in the recognition of net securities gains of $628,197,000.  At December 31, 2011, non-current available for sale investments include 130,586,000 common shares of Fortescue.  In January 2012, the Company sold 100,000,000 Fortescue common shares for net cash proceeds of $506,490,000, and will record a net securities gain of $417,887,000 during the three month period ending March 31, 2012.

F-27

Interest on the FMG Note is calculated as 4% of the revenue, net of government royalties, invoiced from the iron ore produced from the project’s Cloud Break and Christmas Creek areas, which commenced production in May 2008.  Interest is payable semi-annually within 30 days of June 30th and December 31st of each year; however, cash interest payments due in 2008 and 2009 were deferred by FMG due to covenants contained in the project’s senior secured debt (for periods prior to January 1, 2010).  Any interest payment that was deferred earned simple interest at an annual rate of 9.5%.  Inasmuch as the senior secured debt was redeemed in 2010, the covenants requiring the deferral of interest no longer apply, and FMG has been paying interest when due.

The Company’s initial Fortescue investment was allocated to the common shares acquired, using the market value on the acquisition date, a 13 year zero-coupon note and a prepaid mining interest.  The zero-coupon note component of this investment is being accounted for as a loan-like instrument, with income being recognized as the note is accreted up to its face value of $100,000,000, using a rate of 12.5%.  It is classified with other non-current investments.  The prepaid mining interest, which is being amortized to expense as the 4% of revenue is earned (using the units of production method), is classified as other current and non-current assets with an aggregate balance of $152,521,000 and $164,321,000 at December 31, 2011 and 2010, respectively.  Amounts recognized in the consolidated statements of operations for each of the three years in the period ended December 31, 2011 related to the FMG Note are as follows (in thousands):

	2011		2010		2009
Classified as investment and other income:
Interest income on FMG Note	$	214,455	$	149,257	$	66,079
Interest accreted on zero-coupon note component	$	4,533	$	4,030	$	3,582
Amortization expense on prepaid mining interest	$	11,800	$	9,943	$	7,293

The aggregate book values of the various components of the FMG Note, net of accrued withholding taxes on interest, totaled $290,415,000 and $276,148,000 at December 31, 2011 and 2010, respectively.

In August 2010, the Company was advised that Fortescue is asserting that FMG is entitled to issue additional notes identical to the FMG Note in an unlimited amount.  Fortescue further claims that any interest to be paid on additional notes can dilute, on a pro rata basis, the Company’s entitlement to the above stated interest of 4% of net revenue.  The Company does not believe that FMG has the right to issue additional notes which affect the Company’s interest or that the interpretation by Fortescue of the terms of the FMG Note, as currently claimed by Fortescue, reflects the agreement between the parties.

In September 2010, the Company filed a Writ of Summons against Fortescue, FMG and Fortescue’s then Chief Executive Officer in the Supreme Court of Western Australia.  The Writ of Summons seeks, among other things, an injunction restraining the issuance of any additional notes identical to the FMG Note and damages.  If the litigation is ultimately determined adversely to the Company and additional notes are issued, the Company’s future cash flows from the FMG Note and future results of operations would be significantly and adversely affected to the extent of the dilution resulting from the issuance of such additional notes.  In addition, the Company would have to evaluate whether the prepaid mining interest had become impaired.  The amount of the impairment, if any, would depend upon the amount of new notes issued and the resulting dilution, plus the Company’s projection of future interest payable on the FMG Note.

At December 31, 2011 and 2010, non-current investments include 11,042,413 common shares of Inmet, or approximately 15.9% of Inmet’s outstanding shares. The Inmet shares have registration rights and may be sold without restriction in accordance with applicable securities laws.  See Note 4 for more information about the acquisition of the Inmet shares.

Non-current other non-publicly traded investments are accounted for under the cost method of accounting, reduced for impairment charges when appropriate.

F-28

The amortized cost, gross unrealized gains and losses and estimated fair value of non-current investments classified as available for sale at December 31, 2011 and 2010 are as follows (in thousands):

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government-Sponsored Enterprises	$	609,617	$	12,683	$	109	$	622,191
All other corporates		66,960		636		1,054		66,542
Total fixed maturities		676,577		13,319		1,163		688,733
Equity securities:
Common stocks:
Banks, trusts and insurance companies		22,084		28,887		–		50,971
Industrial, miscellaneous and all other		644,717		669,270		299		1,313,688
Total equity securities		666,801		698,157		299		1,364,659
Other investments		995		–		494		501
	$	1,344,373	$	711,476	$	1,956	$	2,053,893
2010
Bonds and notes:
U.S. Government and agencies	$	7,806	$	–	$	90	$	7,716
U.S. Government-Sponsored Enterprises		815,066		10,564		2,247		823,383
All other corporates		191,851		917		235		192,533
Total fixed maturities		1,014,723		11,481		2,572		1,023,632
Equity securities:
Common stocks:
Banks, trusts and insurance companies		16,340		32,936		–		49,276
Industrial, miscellaneous and all other		760,594		1,833,229		492		2,593,331
Total equity securities		776,934		1,866,165		492		2,642,607
	$	1,791,657	$	1,877,646	$	3,064	$	3,666,239

The amortized cost and estimated fair value of non-current investments classified as available for sale at December 31, 2011, by contractual maturity, are shown below.  Expected maturities are likely to differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

	Amortized		Estimated
	Cost		Fair Value
	(In thousands)
Due after one year through five years	$	24,918	$	25,024
Due after five years through ten years		–		–
Due after ten years		–		–
		24,918		25,024
Mortgage-backed and asset-backed securities		651,659		663,709
	$	676,577	$	688,733

F-29

At December 31, 2011, the unrealized losses on investments which have been in a continuous unrealized loss position for less than 12 months and for 12 months or longer were not significant.

Securities with book values of $4,615,000 at December 31, 2010 collateralized certain swap agreements and a letter of credit.

7.      Trade, Notes and Other Receivables, Net:

A summary of current trade, notes and other receivables, net at December 31, 2011 and 2010 is as follows (in thousands):

	2011			2010
Trade receivables	$	206,331		$	15,982
Accrued interest on FMG Note		107,881			83,659
Receivables related to securities		4,572			9,977
Receivables relating to real estate activities		4,707			4,696
Other		19,376			13,391
		342,867			127,705
Allowance for doubtful accounts		(3,857	)		(4,693	)
Total current trade, notes and other receivables, net	$	339,010		$	123,012

The Company received the accrued interest on the FMG Note in January following each year end, net of withholding taxes.

8.      Inventory:

A summary of inventory at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Finished goods	$	233,542	$	39,963
Work in process		49,514		12,441
Raw materials, supplies and other		71,522		5,876
	$	354,578	$	58,280

9.      Intangible Assets, Net and Goodwill:

A summary of these assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Intangibles:
Customer and other relationships, net of accumulated
amortization of $41,958 and $39,051	$	426,603	$	23,338
Trademarks and tradename, net of accumulated amortization of
$1,527 and $791		278,024		1,210
Cattle supply contracts		143,500		–
Licenses, net of accumulated amortization of $2,917 and $2,328		9,081		9,670
Other, net of accumulated amortization of $5,095 and $2,650		1,262		267
Goodwill		18,119		8,151
	$	876,589	$	42,636

F-30

Amortization expense on intangible assets was $7,103,000, $8,401,000 and  $7,657,000 for the years ended December 31, 2011, 2010 and 2009, respectively.  The estimated aggregate future amortization expense for the intangible assets for each of the next five years is as follows:  2012 - $52,347,000; 2013 - $52,196,000; 2014 - $52,156,000; 2015 - $49,363,000; and 2016 - $48,438,000.

At December 31, 2011, goodwill in the above table related to National Beef ($8,915,000), Conwed Plastics ($8,151,000) and the winery operations ($1,053,000).  At December 31, 2010, all of the goodwill related to Conwed Plastics.  All of the goodwill is deductible for income tax purposes.

10.      Other Assets:

A summary of non-current other assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Real Estate	$	173,077	$	168,001
Unamortized debt expense		11,454		16,125
Restricted cash		64,609		90,587
Prepaid mining interest		139,572		153,210
Other		18,658		17,865
	$	407,370	$	445,788

At December 31, 2011 and 2010, restricted cash includes $56,500,000 that had been placed into escrow pursuant to an agreement to acquire 708 acres of land in Panama City, Florida.  The purchase price was subsequently reduced to $51,870,000, the excess funds were returned and the transaction closed in February 2012.  In addition, restricted cash at December 31, 2010 includes $14,600,000 of escrowed funds relating to the Premier noteholders’ claims which were settled during 2011.

The Company’s prepaid mining interest relates to the FMG Note, which is more fully explained in Note 6.

11.      Property, Equipment and Leasehold Improvements, Net:

A summary of property, equipment and leasehold improvements, net at December 31, 2011 and 2010 is as follows (in thousands):

	Depreciable
	Lives
	(in years)		2011			2010
Land, buildings and leasehold improvements		3-45	$	601,681		$	381,880
Beef processing machinery and equipment		2-15		201,934			–
Other machinery and equipment		3-25		202,405			190,141
Corporate aircraft		5-10		111,279			99,437
Furniture and fixtures		2-10		23,285			21,346
Construction in progress		N/A		53,526			1,448
Other		3-7		13,162			2,287
				1,207,272			696,539
Accumulated depreciation and amortization				(323,163	)		(286,325	)
			$	884,109		$	410,214

F-31

12.      Trade Payables and Expense Accruals:

A summary of trade payables and expense accruals at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Trade payables	$	80,960	$	13,900
Book overdrafts		92,254		3,177
Cattle purchases payable		31,431		–
Payables related to securities		955		1,878
Accrued compensation, severance and other employee benefits		89,061		66,516
Accrued legal and professional fees		18,364		7,338
Accrued litigation settlement		–		11,229
Taxes other than income		9,207		4,332
Accrued interest payable		35,496		40,250
Other		16,593		18,604
	$	374,321	$	167,224

At December 31, 2010, the accrued litigation settlement related to an award to the former holders of Premier’s bond debt.  In April 2011, Premier entered into an agreement to settle the litigation with its former noteholders for $9,000,000; the remaining liability was reversed and credited to selling, general and other expenses.  All litigation with respect to Premier’s chapter 11 restructuring has been settled.

13.      Indebtedness:

The principal amount, stated interest rate and maturity date of outstanding debt at December 31, 2011 and 2010 are as follows (dollars in thousands):

	2011			2010
Parent Company Debt:
Senior Notes:
7 ¾% Senior Notes due 2013, less debt discount of $99 and $154	$	94,401		$	94,346
7% Senior Notes due 2013, net of debt premium of $218 and $340		312,463			312,585
8 1/8% Senior Notes due 2015, less debt discount of $4,256 and $5,437		454,385			474,563
7 1/8% Senior Notes due 2017		423,140			478,000
Subordinated Notes:
3 ¾% Convertible Senior Subordinated Notes due 2014		97,581			97,581
8.65% Junior Subordinated Deferrable Interest Debentures due 2027		88,204			89,554
Subsidiary Debt:
Term loans		323,750			–
Revolving credit facility		92,103			–
Aircraft financing due 2011		–			32,881
Capital leases due 2012 through 2015 with a weighted-average
interest rate of 5.7%		5,301			57
Other due 2012 through 2029  with a weighted-average interest rate of .2%		12,325			100,539
Total debt		1,903,653			1,680,106
Less:  current maturities		(29,264	)		(133,451	)
Long-term debt	$	1,874,389		$	1,546,655

F-32

Parent Company Debt:

The Board of Directors has authorized the Company, from time to time, to purchase its outstanding debt securities through cash purchases in open market transactions, privately negotiated transactions or otherwise.  Such purchases, if any, depend upon prevailing market conditions, the Company’s liquidity requirements and other factors; such purchases may be commenced or suspended at any time without notice.  Principal amounts purchased during the last three years are as follows (dollars in thousands):

	2011		2010		2009
7 ¾% Senior Notes	$	–	$	5,500	$	–
7% Senior Notes		–		27,200		35,555
8 1/8% Senior Notes		21,359		20,000		–
7 1/8% Senior Notes		54,860		22,000		–
8.65% Junior Subordinated Deferrable Interest Debentures		1,350		2,146		6,500
Total	$	77,569	$	76,846	$	42,055

As a result of the purchases, the Company recognized pre-tax losses of $6,352,000 and $5,138,000 for the years ended December 31, 2011 and 2010, respectively, which are reflected in selling, general and other expenses, and recognized pre-tax gains of $6,693,000 for the year ended December 31, 2009, which are reflected in investment and other income.

In January 2012, the Company called for redemption the Senior Notes due 2017 and the Junior Subordinated Deferrable Interest Debentures due 2027 pursuant to pre-existing call rights.  Excluding accrued interest the Company will pay an aggregate of $528,308,000 to redeem the bonds in March 2012.

In April 2004, the Company sold $350,000,000 principal amount of its 3¾% Convertible Senior Subordinated Notes due 2014 in a private placement transaction.  The notes are convertible into the Company’s common shares at $22.55 per share at any time before their maturity, subject to certain restrictions contained in the notes, at a conversion rate of 44.3459 shares per each $1,000 principal amount of notes subject to adjustment.  Such amount reflects an adjustment to the conversion price as a result of the dividends paid in December 2011 and 2010.  Future cash dividends will reduce the conversion price per share by the amount of the dividend paid per share.  At December 31, 2011, the notes are convertible into an aggregate of 4,327,317 shares.

Pursuant to privately negotiated transactions to induce conversion, the Company issued 5,378,606 common shares upon the conversion of $123,529,000 principal amount of the notes during 2009.  The number of common shares issued was in accordance with the terms of the notes; however, the Company paid the former noteholders $25,990,000 to induce conversion.  The additional cash payments were recorded as selling, general and other expenses.

The Company’s senior note indentures contain covenants that restrict its ability to incur more Indebtedness or issue Preferred Stock of Subsidiaries unless, at the time of such incurrence or issuance, the Company meets a specified ratio of Consolidated Debt to Consolidated Tangible Net Worth, limit the ability of the Company and Material Subsidiaries to incur, in certain circumstances, Liens, limit the ability of Material Subsidiaries to incur Funded Debt in certain circumstances, and contain other terms and restrictions all as defined in the senior note indentures.  The Company has the ability to incur substantial additional indebtedness or make distributions to its shareholders and still remain in compliance with these restrictions.  If the Company is unable to meet the specified ratio, the Company would not be able to issue additional Indebtedness or Preferred Stock, but the Company’s inability to meet the applicable ratio would not result in a default under its senior note indentures.  The senior note indentures do not restrict the payment of dividends.

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Subsidiary Debt:

At December 31, 2011, National Beef’s credit facility consisted of a $323,750,000 outstanding term loan and a revolving line of credit of up to $250,000,000; any amounts outstanding under the facility mature in June 2016.  The term loan requires quarterly principal payments of $9,250,000.  The term loan and the revolving credit facility bear interest at the Base Rate or the LIBOR Rate (as defined in the credit facility), plus a margin ranging from .75% to 2.50% depending upon certain financial ratios and the rate selected.  At December 31, 2011, the interest rate on the term loan was 2.1% and the interest rate in the revolving credit facility was 2.2%.  The credit facility is secured by a first priority lien on substantially all of the assets of National Beef and its subsidiaries.

Borrowings under the revolving credit facility are available for National Beef’s working capital requirements, capital expenditures and other general corporate purposes.  Unused capacity under the facility can also be used to issue letters of credit; letters of credit aggregating $22,976,000 were outstanding at December 31, 2011.  Amounts available under the revolver are subject to a borrowing base calculation primarily comprised of receivable and inventory balances.  At December 31, 2011, after deducting outstanding amounts and issued letters of credit the remainder of the unused revolver was fully available to National Beef.

The credit facility contains customary covenants relating to National Beef and its subsidiaries, including restrictions on  distributions, mergers, asset sales, investments, acquisitions, encumbrances, affiliate transactions and other matters.  The ability of National Beef and its subsidiaries to engage in other business, incur debt or grant liens is also restricted.  National Beef is also required to maintain a minimum Adjusted Net Worth, a maximum Funded Debt Ratio and minimum Fixed Charge Coverage Ratio, all as defined in the credit facility.  At December 31, 2011, National Beef met all of these requirements.

During 2001, a subsidiary of the Company borrowed $53,100,000 collateralized by certain of its corporate aircraft.  The debt matured during 2011.  Other subsidiary debt at December 31, 2011 principally includes Industrial Revenue Bonds of National Beef ($12,245,000). Other subsidiary debt at December 31, 2010 principally included debt secured by MB1’s real estate development project ($100,524,000).

Excluding repurchase agreements discussed below, at December 31, 2011, $1,786,858,000 of consolidated assets (primarily inventory, receivables, property and equipment and intangibles) are pledged for indebtedness aggregating $433,399,000, principally for amounts due under National Beef’s credit facility.

The aggregate annual mandatory redemptions of debt during the five year period ending December 31, 2016 are as follows:  2012 - $29,264,000; 2013 - $445,305,000; 2014 - $136,888,000; 2015 - $499,071,000; and 2016 - $283,918,000.  Aggregate annual mandatory redemptions of debt do not include bonds called for redemption in 2012.

Securities Sold Under Agreements to Repurchase:

Securities sold under agreements to repurchase are accounted for as collateralized financing transactions.  At December 31, 2011, these fixed rate repurchase agreements have a weighted-average interest rate of approximately 0.3%, mature in January 2012 and are collateralized by non-current investments.  The non-current investments are adjustable rate mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA).  This portfolio has a weighted-average life of approximately 5 years and a duration of .76 at December 31, 2011.

The weighted-average interest rate on short-term borrowings (primarily consisting of securities sold under agreements to repurchase) was .3% and .4% at December 31, 2011 and 2010, respectively.

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14.      Redeemable Noncontrolling Interests in Subsidiary:

Redeemable noncontrolling interests in subsidiary are held by minority owners of National Beef, principally USPB, NBPCo Holdings and the chief executive officer of National Beef.  The holders of these interests share in the profits and losses of National Beef on a pro rata basis with the Company.  However, the minority owners have the right to require the Company to purchase their interests under certain specified circumstances at fair value (put rights), and the Company also has the right to purchase their interests under certain specified circumstances at fair value (call rights).  Each of the holders of the put rights has the right to make an election that requires the Company to purchase up to one-third of their interests on the fifth and seventh anniversaries of the Company’s acquisition of National Beef, and the remainder on the tenth anniversary of the Company’s acquisition of National Beef.  In addition, USPB may elect to exercise their put rights following the termination of the cattle supply agreement, and the chief executive officer following the termination of his employment.

The Company’s call rights with respect to USPB may be exercised following the termination of the cattle supply agreement or after USPB’s ownership interest is less than 20% of their interest held at the time the Company acquired National Beef.  The Company’s call rights with respect to other members may be exercised after the ten year anniversary of the Company’s acquisition of National Beef if such member’s ownership interest is less than 50% of the interest held at the time the Company acquired National Beef.  Additionally, the Company may acquire the chief executive officer’s interest following the termination of his employment.

Redeemable noncontrolling interests in subsidiary are reflected in the consolidated balance sheet at fair value.  In future periods, redeemable noncontrolling interests will reflect cash distributions and the allocation of profits or losses to the minority owners on a pro rata basis.  In addition, redeemable noncontrolling interests will be adjusted for any changes in estimated fair value, with a corresponding adjustment to the Company’s common shareholders’ equity.

15. Common Shares, Stock Options and Preferred Shares:

The Board of Directors from time to time has authorized acquisitions of the Company’s common shares.  During the three year period ended December 31, 2011, the Company acquired 4,949 common shares at an average price of $34.92 per common share, all in connection with stock option exercises.  At December 31, 2011, the Company is authorized to repurchase 11,987,880 common shares.

As of December 31, 2011, the Company has two share-based plans: a fixed stock option plan and a senior executive warrant plan.  The fixed stock option plan provides for the issuance of stock options and stock appreciation rights to non-employee directors and certain employees at not less than the fair market value of the underlying stock at the date of grant.  Options granted to employees under this plan are intended to qualify as incentive stock options to the extent permitted under the Internal Revenue Code and become exercisable in five equal annual instalments starting one year from date of grant.  Options granted to non-employee directors become exercisable in four equal annual instalments starting one year from date of grant.  No stock appreciation rights have been granted.  As of December 31, 2011, 1,057,250 shares were available for grant under the plan.

On March 6, 2006, the Company’s Board of Directors, upon the recommendation of the Compensation Committee of the Board, approved, subject to shareholder approval, the grant of warrants to purchase 2,000,000 common shares to each of the Company’s Chairman and President at an exercise price equal to $28.515 per share (105% of the closing price per share of a common share on that date).  In May 2006, shareholder approval was received and the warrants were issued; the warrants vested over a four year period and were scheduled by their terms to expire on March 5, 2011.  In February 2011, each of the Company’s Chairman and President exercised these warrants, on a cashless exercise basis, pursuant to which they each received 261,599 common shares (determined using a value per share of $32.806 as set forth in the warrant).  All of the common shares obtained upon exercise of the warrants were immediately sold in a private transaction.

F-35

On March 7, 2011, the Compensation Committee of the Company’s Board of Directors granted warrants to purchase 2,000,000 common shares to each of the Company’s Chairman and President at an exercise price of $33.84 per share (105% of the closing price per share of a common share on the grant date), subject to shareholder approval.  In May 2011, the required shareholder approval was received and the warrants were issued.  The warrants expire in 2016 and vest in five equal tranches with 20% vesting on the date shareholder approval was received and an additional 20% vesting in each subsequent year.  Compensation cost was determined as of the approval date and will be recognized in the financial statements over the vesting period of the warrants.  For 2011, the Company recorded share-based compensation expense of $18,941,000 related to this grant of warrants.

Salaries and incentive compensation expense included $23,019,000, $4,067,000 and $10,905,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for share-based compensation expense relating to grants made under the Company’s senior executive warrant plan and fixed stock option plan.  Net income decreased by $15,203,000, $3,955,000 and $10,905,000 for 2011, 2010 and 2009, respectively, as a result of the share-based compensation expense.  As of December 31, 2011, total unrecognized compensation cost related to nonvested share-based compensation plans was $43,555,000; this cost is expected to be recognized over a weighted-average period of 1.7 years.

A summary of activity with respect to the Company’s stock options for the three years ended December 31, 2011 is as follows:

						Weighted-
	Common			Weighted-		Average
	Shares			Average		Remaining	Aggregate
	Subject			Exercise		Contractual	Intrinsic
	to Option			Prices		Term	Value
Balance at December 31, 2008		2,300,290		$	26.29
Granted		12,000		$	24.44
Exercised		(47,250	)	$	20.28		$	169,000
Cancelled		(68,800	)	$	26.38
Balance at December 31, 2009		2,196,240		$	26.40
Granted		972,000		$	27.17
Exercised		(520,740	)	$	21.69		$	2,809,000
Cancelled		(25,000	)	$	27.66
Balance at December 31, 2010		2,622,500		$	27.61
Granted		12,000		$	35.78
Exercised		(255,445	)	$	27.89		$	2,412,000
Cancelled		(127,600	)	$	27.63
Balance at December 31, 2011		2,251,455		$	27.62	3.2 years	$	–
Exercisable at December 31, 2011		870,955		$	27.83	1.9 years	$	–

The following summary presents the weighted-average assumptions used for grants made during each of the three years in the period ended December 31, 2011:

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	2011			2010			2009
	Options			Options			Options
Risk free interest rate		1.58	%		1.27	%		1.99	%
Expected volatility		45.25	%		45.78	%		44.12	%
Expected dividend yield		.70	%		.87	%		.51	%
Expected life	4.3 years			4.0 years			4.3 years
Weighted-average fair value per grant	$	13.18		$	9.09		$	8.80

The expected life assumptions were based on historical behavior and incorporated post-vesting forfeitures for each type of award and population identified.  The expected volatility was based on the historical behavior of the Company’s stock price.  The assumptions used to value options in 2011 were also used to value the warrants granted during 2011, resulting in a fair value per warrant granted of $13.35.

At December 31, 2011 and 2010, 3,308,755 and 3,564,150, respectively, of the Company’s common shares were reserved for stock options, 4,327,317 and 4,279,868, respectively, of the Company’s common shares were reserved for the 3¾% Convertible Senior Subordinated Notes and 4,000,000 of the Company’s common shares were reserved for warrants.

At December 31, 2011 and 2010, 6,000,000 of preferred shares (redeemable and non-redeemable), par value $1 per share, were authorized and not issued.

One of the Company’s subsidiaries maintains a stock option plan for its employees that provides for the granting of stock options that are exercisable into common shares of the subsidiary; however, amounts related to this plan have not been significant.  Salaries and incentive compensation expense include amounts for this plan of $245,000, $193,000 and $201,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

The subsidiary also granted stock appreciation rights to an executive officer that have a seven year term and become exercisable only upon the occurrence of certain events.  The rights are payable in cash unless the subsidiary’s shares are publicly listed, in which case the subsidiary may elect to settle the rights in stock.  Because management has determined that the occurrence of the events required for the stock appreciation rights to become exercisable was not probable as of December 31, 2010, no expense or liability relating to the rights has been recorded.  Stock appreciation rights were also granted to a former executive officer; changes to the fair value of these rights are recorded as increases or decreases to selling, general and other expenses.  Increases (decreases) to the fair value of these rights were $(4,447,000), $261,000 and $3,102,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

16. Accumulated Other Comprehensive Income:

Activity in accumulated other comprehensive income is reflected in the consolidated statements of equity but not in the consolidated statements of operations.  A summary of accumulated other comprehensive income, net of taxes at December 31, 2011, 2010 and 2009 is as follows (in thousands):

	2011			2010			2009
Net unrealized gains on investments	$	998,151		$	1,749,757		$	1,034,164
Net unrealized foreign exchange gains (losses)		(3,168	)		(3,838	)		4,024
Net unrealized gains on derivative instruments		–			–			1,005
Net minimum pension liability		(83,537	)		(60,177	)		(56,948	)
Net postretirement benefit		975			1,621			2,787
	$	912,421		$	1,687,363		$	985,032

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17.      Net Securities Gains (Losses):

The following summarizes net securities gains (losses) for each of the three years in the period ended December 31, 2011 (in thousands):

	2011			2010			2009
Net realized gains on securities	$	644,777		$	182,060		$	10,440
Write-down of investments (a)		(3,586	)		(2,474	)		(31,420	)
Net unrealized gains (losses) on trading securities		285			(92	)		(126	)
	$	641,476		$	179,494		$	(21,106	)

(a)   Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

In 2011, the Company sold 117,400,000 common shares of Fortescue and recognized net securities gains of $628,197,000.  In 2010, the Company sold 30,000,000 common shares of Fortescue and recognized a net security gain of $94,918,000 and sold its investment in Light and Power Holdings, Ltd. (“LPH”) and recognized a net security gain of $66,200,000.

Proceeds from sales of investments classified as available for sale were $4,217,334,000, $838,197,000 and $2,112,574,000 during 2011, 2010 and 2009, respectively.  Gross gains of $638,863,000, $104,392,000 and $18,653,000 and gross losses of $5,235,000, $683,000 and $21,696,000 were realized on these sales during 2011, 2010 and 2009, respectively.

18.      Other Results of Operations Information:

Investment and other income for each of the three years in the period ended December 31, 2011 consists of the following (in thousands):

	2011		2010		2009
Interest on fixed maturity investments	$	30,996	$	22,148	$	26,784
Dividend income		18,359		3,654		3,944
Other investment income		608		1,153		1,349
Income related to Fortescue’s Pilbara project (see Note 6)		214,455		149,257		66,079
Gain on sale of Las Cruces		–		383,369		–
Gain on forgiveness of debt		81,848		–		–
Gains on sale of real estate and other assets, net of costs		2,115		2,559		12,767
Income related to settlement of insurance claims		–		106		5,272
Gain related to lawsuits and other settlements		141		3,446		10,453
Gain on buyback of debt		–		–		6,693
Government grants reimbursement		5,366		11,143		–
Rental income		11,126		12,417		14,149
Winery revenues		38,161		23,569		20,735
Other		27,836		36,525		39,675
	$	431,011	$	649,346	$	207,900

As reflected in the table above, other income for the other operations segment includes government grants that reimbursed the Company for certain of its prior expenditures related to energy projects, which were fully expensed as incurred.

Taxes, other than income or payroll, amounted to $19,760,000, $19,965,000 and $17,947,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Advertising costs amounted to $11,282,000, $10,161,000 and $9,233,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Research and development costs charged to expense were $22,152,000, $5,476,000 and $3,525,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

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19.      Income Taxes:

The principal components of deferred taxes at December 31, 2011 and 2010 are as follows (in thousands):

	2011			2010
Deferred Tax Asset:
Securities valuation reserves	$	49,893		$	52,444
Other assets		78,289			85,490
NOL carryover		1,730,465			1,962,914
Intangible assets, net and goodwill		23,037			–
Other liabilities		12,386			23,433
		1,894,070			2,124,281
Valuation allowance		(109,181	)		(109,181	)
		1,784,889			2,015,100
Deferred Tax Liability:
Unrealized gains on investments		(148,007	)		(822,095	)
Property and equipment		(45,784	)		(4,452	)
Other		(6,212	)		(12,995	)
		(200,003	)		(839,542	)
Net deferred tax asset	$	1,584,886		$	1,175,558

As of December 31, 2011, the Company had consolidated federal NOLs of $1,228,800,000 that may be used to offset the taxable income of any member of the Company’s consolidated tax group.  In addition, the Company has $3,509,350,000 of federal NOLs that are only available to offset the taxable income of certain subsidiaries.  Unused NOLs that expire prior to 2020 aggregate $2,568,000.  The Company also has various state NOLs that expire at different times, which are reflected in the above table to the extent the Company estimates its future taxable income will be apportioned to those states.  Uncertainties that may affect the utilization of the Company’s tax attributes include future operating results, tax law changes, rulings by taxing authorities regarding whether certain transactions are taxable or deductible and expiration of carryforward periods.

At December 31, 2010, the Company concluded that it was more likely than not that it would have future taxable income sufficient to realize a significant portion of the Company’s net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.  See Note 2 for more information.

Under certain circumstances, the ability to use the NOLs and future deductions could be substantially reduced if certain changes in ownership were to occur.  In order to reduce this possibility, the Company’s certificate of incorporation includes a charter restriction that prohibits transfers of the Company’s common stock under certain circumstances.

The provision (benefit) for income taxes for each of the three years in the period ended December 31, 2011 was as follows, excluding amounts allocated to income (losses) related to associated companies and discontinued operations (in thousands):

	2011		2010			2009
State income taxes	$	9,230	$	5,512		$	(1,798	)
Resolution of state tax contingencies		-		(600	)		(2,025	)
Federal income taxes:
Deferred		238,060		-			-
Decrease in valuation allowance		-		(1,157,111	)		-
Foreign income taxes		23,026		15,231			11,023
	$	270,316	$	(1,136,968	)	$	7,200

F-39

At December 31, 2009, the Company had a full valuation allowance against its net federal deferred tax asset, including its available NOLs.  As a result, the Company did not record any regular federal income tax expense for 2009.  Prior to September 30, 2010, the Company had been recording provisions or benefits for deferred federal minimum taxes payable, due to unrealized security gains reflected in accumulated other comprehensive income and in income related to associated companies.  If these gains were realized, the Company would be able to use its NOLs to fully offset the federal income taxes that would be due, but prior to the election described below the Company would have to pay federal minimum taxes.  Although the payment of federal minimum taxes generates a minimum tax credit carryover, prior to the fourth quarter of 2010 it would have been fully reserved for in the net deferred tax asset valuation allowance.  Accordingly, for the year ended December 31, 2009, the Company recorded provisions for deferred federal minimum taxes payable of $22,678,000 and $11,594,000 in accumulated other comprehensive income and income related to associated companies, respectively.

The Worker, Homeownership, and Business Assistance Act of 2009 provided taxpayers a special election for extended net operating loss carryback benefits, and with respect to any net operating loss for which the election was made, eliminated the limitation that applies to using the NOL to reduce alternative minimum taxable income.  In 2010, the Internal Revenue Service provided additional guidance with respect to application of the law, and the Company made the election with respect to its 2008 NOL.  As a result, approximately $1,940,000,000 of the NOLs referred to above can be used to fully offset federal minimum taxable income, and no federal regular or minimum income tax would be payable on such income.  During 2010, the Company reversed deferred federal minimum tax liabilities which had been recorded in prior periods of $11,594,000 to income related to associated companies and $22,678,000 to accumulated other comprehensive income.

The table below reconciles the expected statutory federal income tax to the actual income tax provision (benefit) (in thousands):

	2011		2010			2009
Expected federal income tax	$	237,109	$	134,029		$	(100,762	)
State income taxes, net of federal income tax benefit		6,885		5,512			(1,798	)
Decrease in valuation allowance		-		(1,157,111	)		-
Tax expense not provided on income recorded prior to the reversal of
deferred tax valuation allowance		-		(139,108	)		-
Tax benefit of current year losses fully reserved in valuation allowance		-		-			118,285
Accounting expense for warrants in excess of tax deduction		7,141		-			-
Resolution of tax contingencies		-		(600	)		(2,025	)
Permanent differences		2,552		5,079			(17,523	)
Foreign taxes		14,967		15,231			11,023
Other		1,662		-			-
Actual income tax provision (benefit)	$	270,316	$	(1,136,968	)	$	7,200

Reflected above as resolution of tax contingencies are reductions to the Company’s income tax provision for the expiration of the applicable statute of limitations and the favorable resolution of certain federal and state income tax contingencies.

The following table reconciles the total amount of unrecognized tax benefits as of the beginning and end of the periods presented (in thousands):

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	Unrecognized
	Tax Benefits			Interest			Total
As of January 1, 2009	$	7,900		$	3,200		$	11,100
Additions to unrecognized tax benefits		200			-			200
Additional interest expense recognized		-			600			600
Audit payments		(200	)		(100	)		(300	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(1,200	)		(800	)		(2,000	)
Balance, December 31, 2009		6,700			2,900			9,600
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		(100	)		(100	)		(200	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(300	)		(300	)		(600	)
Balance, December 31, 2010		6,300			3,000			9,300
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		-			-			-
Reductions as a result of the lapse of the statute of
limitations and completion of audits		-			-			-
Balance, December 31, 2011	$	6,300		$	3,500		$	9,800

If recognized, the total amount of unrecognized tax benefits reflected in the table above would lower the Company’s effective income tax rate.  Over the next twelve months, the Company believes it is reasonably possible that the aggregate amount of unrecognized tax benefits related to uncertain tax positions will decrease by approximately $300,000 upon the resolution of certain assessments.  The statute of limitations with respect to the Company’s federal income tax returns has expired for all years through 2007.  The Company’s New York State and New York City income tax returns are currently being audited for the 2006 to 2008 period.

20.      Pension Plans and Postretirement Benefits:

Prior to 1999, the Company maintained a defined benefit pension plan covering employees of certain units who met age and service requirements.  This plan was frozen in 1998; in 2010 the plan was terminated and settled.  A contribution of $9,636,000 was made to the plan and the Company recognized a settlement charge of $12,728,000 during 2010.

Pursuant to the WilTel sale agreement the responsibility for WilTel’s defined benefit pension plan was retained by the Company.  All benefits under this plan were frozen as of the date of sale.

A summary of activity with respect to defined benefit pension plans for 2011 and 2010 is as follows (in thousands):

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	2011			2010
Projected Benefit Obligation:
Projected benefit obligation at beginning of period	$	207,889		$	235,846
Interest cost		11,233			12,295
Actuarial loss		39,028			19,313
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Projected benefit obligation at December 31,	$	251,949		$	207,889
Change in Plan Assets:
Fair value of plan assets at beginning of period	$	145,124		$	167,652
Actual return on plan assets		7,166			6,898
Employer contributions		43,823			32,511
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Administrative expenses		(1,036	)		(2,372	)
Fair value of plan assets at December 31,	$	188,876		$	145,124
Funded Status at end of year	$	(63,073	)	$	(62,765	)

As of December 31, 2011 and 2010, $104,424,000 and $68,094,000, respectively, of the net amount recognized in the consolidated balance sheet was reflected as a charge to accumulated other comprehensive income (loss) (substantially all of which were cumulative losses) and $63,073,000 and $62,765,000, respectively, was reflected as accrued pension cost.

Employer contributions expected to be paid in 2012 are $3,000,000.

Pension expense related to the defined benefit pension plans charged to results of continuing operations included the following components (in thousands):

	2011			2010			2009
Interest cost	$	11,233		$	11,944		$	12,433
Expected return on plan assets		(6,091	)		(7,936	)		(7,679	)
Actuarial loss		2,659			1,929			2,290
Amortization of prior service cost		-			2			3
Net pension expense	$	7,801		$	5,939		$	7,047

At December 31, 2011, the plan’s assets at fair value consisted of the following (in thousands):

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			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other  Observable Inputs (Level 2)
Cash and cash equivalents	$	15,479	$	15,479	$	–
Bonds and notes:
U.S. Government and agencies		27,076		27,076		–
Foreign governments		2,185		2,185		–
All other corporates		126,035		123,689		2,346
Other (primarily receivable on sale
of securities)		18,101		18,101		–
Total	$	188,876	$	186,530	$	2,346

At December 31, 2010, the plan’s assets at fair value consisted of the following (in thousands):

			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)
Cash and cash equivalents	$	21,748	$	21,748
Bonds and notes:
U.S. Government and agencies		9,154		9,154
U.S. Government-Sponsored  Enterprises		3,040		3,040
States, municipalities and political
subdivisions		325		325
All other corporates		110,857		110,857
Total	$	145,124	$	145,124

The estimated fair values for securities measured using Level 1 inputs are determined using publicly quoted market prices in active markets.  Certain of the corporate bonds are measured using Level 2 inputs.  Although these bonds trade in brokered markets, the market for certain bonds is sometimes inactive.  The fair values of these investments are based on reported trading prices, bid and ask prices and quotes obtained from independent market makers in the securities.  At December 31, 2011, the plan did not have any fair value measurements using unobservable inputs (Level 3).

The current investment objectives are designed to minimize investment losses due to rising interest rates while providing a stable and predictable stream of investment income.  To further mitigate investment losses, the Company has placed certain investment restrictions and limitations over plan assets.  The restrictions and limitations include the following:

·   Fixed income securities will all be rated BBB- or better at the time of purchase, there will be no more than 5% at market in any one security (U.S. government and agency positions excluded), no more than a 30-year maturity in any one security and investments in standard collateralized mortgage obligations are limited to securities that are currently paying interest, receiving principal, do not contain leverage and are limited to 10% of the market value of the portfolio.

·   Plan assets are split into two separate portfolios, each with different duration and asset mix. The Investment Grade (“IG”) portfolio consists of investment grade fixed income corporate bonds with a maximum duration of 5 years.  The Fixed Income (“FI”) portfolio consists of investment grade bonds, short and mid-term government instruments, and cash and cash equivalents with a maximum duration of 2 years.

F-43

The IG and FI portfolios are managed to maximize the value of plan assets by minimizing exposure to changes in market interest rates.  This investment strategy provides the Company with more flexibility in managing the plan should interest rates rise and result in a decrease in the discounted value of benefit obligations.

To develop the assumption for the expected long-term rate of return on plan assets, the Company considered the following underlying assumptions: 2.5% current expected inflation, 1.5% to 1.7% real rate of return for short duration risk-free investments, .2% inflation risk premium and .75% default risk premium for the portion of the portfolio invested in corporate bonds.  The Company then weighted these assumptions based on invested assets and assumed that investment expenses were offset by expected returns in excess of benchmarks, which resulted in the selection of the 4.25% expected long-term rate of return assumption for 2011.

Changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for the years ended December 31, 2011, 2010 and 2009 are as follows (in thousands):

	2011			2010			2009
Net loss arising during period	$	(38,989	)	$	(23,120	)	$	(5,161	)
Settlement charge		–			16,891			–
Recognition of amortization in net periodic    benefit cost:
Prior service cost		–			2			3
Actuarial loss		2,659			2,095			2,435
Total	$	(36,330	)	$	(4,132	)	$	(2,723	)

The estimated net loss for the defined benefit pension plan that will be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost in 2012 is $5,928,000.

The Company uses a December 31 measurement date for its plans.  Excluding the defined pension benefit plan terminated in 2010, the assumptions used relating to the defined benefit pension plan is as follows:

	2011			2010
Discount rate used to determine benefit
obligation at December 31,		4.40	%		5.50	%
Weighted-average assumptions used to determine
net cost for years ended December 31,:
Discount rate		5.50	%		6.00	%
Expected long-term return on plan assets		4.25	%		6.00	%

The following pension benefit payments are expected to be paid (in thousands):

2012	$	4,453
2013		4,784
2014		6,371
2015		8,360
2016		9,243
2017 – 2021		67,536

The Company and its consolidated subsidiaries have defined contribution pension plans covering certain employees.  Contributions and costs are a percent of each covered employee’s salary.  Amounts charged to expense related to such plans were $2,724,000, $2,148,000 and $2,288,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

F-44

Several subsidiaries provide certain health care and other benefits to certain retired employees under plans which are currently unfunded.  The Company pays the cost of postretirement benefits as they are incurred.  Accumulated postretirement benefit obligations and amounts recognized in the consolidated statements of operations and in accumulated other comprehensive income (loss) were not significant.

21.      Derivative Instruments:

As part of National Beef’s operations, it is exposed to market risks from changes in commodity prices.  To manage these risks, National Beef may enter into forward purchase contracts for cattle and exchange traded futures contracts for cattle or grain.  While these instruments help mitigate market risks, they are not designated and accounted for as hedges; accordingly, the gains and losses associated with changes in fair value of derivative financial instruments are recorded to net sales or cost of goods sold in the period of change.  Certain firm commitments for live cattle purchases and all firm commitments for boxed beef sales are designated as normal purchases and sales and not recorded at fair value.

Exchange-traded contracts have been entered into under a master netting agreement.  None of the derivatives entered into have credit-related contingent features.  National Beef has $10,683,000 in cash collateral posted for its derivative liabilities which is included in prepaids and other current assets as of December 31, 2011.  See Note 25 for fair value information on National Beef’s commodity contracts.

22.      Commitments and Contingencies:

The Company and its subsidiaries rent office space and office equipment under noncancellable operating leases with terms varying principally from one to thirty years.  Rental expense (net of sublease rental income) was $10,716,000 in 2011, $11,319,000 in 2010 and $11,129,000 in 2009.  Future minimum annual rentals (exclusive of month-to-month leases, real estate taxes, maintenance and certain other charges) under these leases at December 31, 2011 are as follows (in thousands):

2012	$	20,719
2013		18,535
2014		15,988
2015		10,844
2016		6,807
Thereafter		32,926
		105,819
Less:  sublease income		(986	)
	$	104,833

Pursuant to an agreement that was entered into before the Company sold CDS to HomeFed in 2002, the Company agreed to obtain project improvement bonds for the San Elijo Hills project.  These bonds, which are for the benefit of the City of San Marcos, California and other government agencies, are required prior to the commencement of any development at the project.  CDS is responsible for paying all third party fees related to obtaining the bonds.  Should the City or others draw on the bonds for any reason, CDS and one of its subsidiaries would be obligated to reimburse the Company for the amount drawn.  At December 31, 2011, $1,224,000 was outstanding under these bonds, substantially all of which expires in 2012 and 2013.

As more fully discussed in Note 4, the Company has agreed to reimburse Berkshire Hathaway for up to one-half of any losses incurred under a $2,500,000,000 surety policy securing outstanding commercial paper issued by an affiliate of Berkadia.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

F-45

The Hard Rock Biloxi’s casino is constructed over water on concrete pilings; however, the threat of hurricanes is a risk to the facility.  Premier’s current insurance policy provides up to $242,000,000 in coverage for damage to real and personal property including business interruption coverage.  The coverage is provided by a panel of U.S., Bermuda and London based insurers and is comprised of a $50,000,000 primary layer and three excess layers.  The coverage is syndicated through several insurance carriers, each with an A.M. Best Rating of A- (Excellent) or better.  Although the insurance policy is an all risk policy, any loss resulting from a weather catastrophe occurrence, which is defined to include damage caused by a named storm, is sublimited to $100,000,000 with a deductible of $5,000,000.

Effective December 30, 2004, National Beef finalized an agreement with the City of Dodge City, Kansas, whereby in consideration of certain improvements made to the city water and wastewater systems, National Beef committed to make a series of service charge payments totaling $19,300,000 over a 20 year period.  Payments under the commitment will be $800,000 in each of the years 2012 through 2016, with the remaining balance of $6,500,000 to be paid in subsequent years.

National Beef makes verbal commitments to cattle producers to purchase cattle approximately one week in advance of delivery of those cattle to its plants. The actual value paid for these cattle is determined after the cattle are delivered, weighed and inspected at the Company’s facilities. The total value of verbal commitments to purchase cattle as of December 31, 2011 was $101,399,000.

All of Linkem’s outstanding shares, including the shares owned by the Company, are pledged as collateral for its bank credit line, which was fully drawn at December 31, 2011.

Subsidiaries of the Company have outstanding letters of credit aggregating $36,524,000 at December 31, 2011.

23.      Litigation:

The Company and its subsidiaries are parties to legal proceedings that are considered to be either ordinary, routine litigation incidental to their business or not significant to the Company’s consolidated financial position.  The Company does not believe that any of the foregoing actions will have a significant adverse effect on its consolidated financial position or liquidity, but any amounts paid could be significant to results of operations for the period.

24.      Earnings (Loss) Per Common Share:

Basic and diluted earnings (loss) per share amounts were calculated by dividing net income (loss) by the weighted-average number of common shares outstanding.  The numerators and denominators used to calculate basic and diluted earnings (loss) per share for the three year periods ended December 31, 2011, 2010 and 2009 are as follows (in thousands):

F-46

	2011		2010		2009
Numerator for earnings (loss) per share:
Net income attributable to Leucadia National
Corporation common shareholders for basic
earnings per share	$	25,231	$	1,939,312	$	550,280
Interest on 3¾% Convertible Notes		-		3,707		7,199
Net income attributable to Leucadia National
Corporation common shareholders for diluted
earnings per share	$	25,231	$	1,943,019	$	557,479
Denominator for earnings (loss) per share:
Denominator for basic earnings (loss) per share –
weighted-average shares		244,425		243,379		241,437
Stock options		73		42		2
Warrants		75		–		–
3¾% Convertible Notes		-		4,251		6,410
Denominator for diluted earnings (loss) per share		244,573		247,672		247,849

Options to purchase 1,639,375, 1,865,625 and 2,247,590 weighted-average shares of common stock were outstanding during the years ended December 31, 2011, 2010 and 2009, respectively, but were not included in the computation of diluted per share amounts as the effect was antidilutive.

The denominator for diluted earnings (loss) per share does not include weighted-average common shares of 4,000,000 for the year ended December 31, 2011 related to outstanding warrants to purchase common shares at $33.84 per share, as the effect was antidilutive.  Warrants to purchase 4,000,000 and 4,000,000 weighted-average common shares at $28.515 per share were outstanding during the years ended December 31, 2010 and 2009, respectively, but were not included in the computation of diluted per share amounts as the effect was antidilutive.

For the year ended December 31, 2011, 4,283,518 shares related to the 3¾% Convertible Notes were not included in the computation of diluted per share amounts as the effect was antidilutive.

Outstanding stock options and stock appreciation rights of a subsidiary are not included above since the subsidiary operates at a net loss and the effect is antidilutive.

25.      Fair Value of Financial Instruments:

Aggregate information concerning assets and liabilities at December 31, 2011 and 2010 that are measured at fair value on a recurring basis is presented below (dollars in thousands):

F-47

	December 31, 2011
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other  Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	139,952		$	139,952		$	–
All other corporates		5,719			5,719			–
Other		306			–			306
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government-Sponsored Enterprises		622,191			–			622,191
All other corporates		66,542			26,703			39,839
Equity securities:
Common stocks:
Banks, trusts and insurance companies		50,971			50,971			–
Industrial, miscellaneous and all other		1,313,688			1,313,688			–
Other		501			–			501
Investments in associated companies		1,198,029			1,198,029			–
Total	$	3,397,899		$	2,735,062		$	662,837
Commodity contracts - other current assets	$	3,816		$	88		$	3,728
Other current liabilities:
Commodity contracts	$	(2,802	)	$	–		$	(2,802	)
Other		(955	)		(955	)		–
Total	$	(3,757	)	$	(955	)	$	(2,802	)

	December 31, 2010
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	247,017		$	247,017		$	–
All other corporates		6,572			6,324			248
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies		7,716			–			7,716
U.S. Government-Sponsored Enterprises		823,383			–			823,383
All other corporates		192,533			150,193			42,340
Equity securities:
Common stocks:
Banks, trusts and insurance companies		49,276			49,276			–
Industrial, miscellaneous and all other		2,593,331			2,593,331			–
Investments in associated companies		1,314,227			1,314,227			–
Total	$	5,234,055		$	4,360,368		$	873,687
Other current liabilities	$	(2,413	)	$	(1,878	)	$	(535	)

F-48

At December 31, 2011 and 2010, the Company did not have significant fair value measurements using unobservable inputs (Level 3) for assets and liabilities measured at fair value on a recurring basis.  As more fully discussed in Notes 3 and 14, the fair value of the redeemable noncontrolling interests of National Beef was determined based on the amount paid by the Company for its interest, which was acquired on December 30, 2011.  In future periods, these interests will be carried at fair value on a recurring basis, based on significant unobservable inputs (Level 3).

The estimated fair values for securities measured using Level 1 inputs are determined using publicly quoted market prices in active markets.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government agencies (GNMA) and by U.S. Government-Sponsored Enterprises (FHLMC or FNMA) which are carried on the balance sheet at their estimated fair value.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  The estimates of fair value of the portfolios of mortgage pass-through certificates and corporate bonds are considered to be based on Level 2 inputs.

At December 31, 2011, the Company did not have significant assets and liabilities that were measured at fair value on a nonrecurring basis. Aggregate information concerning assets and liabilities at December 31, 2010 that are measured at fair value on a nonrecurring basis is presented below (in thousands):

	December 31, 2010
			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-lived assets held and used (a)	$	20,600	$	–	$	20,600	$	–
Long-lived assets held for sale (b)		7,000		–		7,000		–
Other non-current investments (c)		2,200		–		–		2,200

(a) At December 31, 2010, the Company evaluated for impairment the carrying value of MB1’s real estate assets, recorded an impairment charge of $47,074,000 and reduced the carrying amount to its fair value of $18,094,000.  As of December 31, 2010, the Company also wrote down to fair value one of its real estate projects based on an appraisal and prices for similar assets, and recognized an impairment charge of $2,357,000, which is included in selling, general and other expenses.  See Note 2 for more information.

(b) Consists of a corporate aircraft at December 31, 2010 for which the fair value was primarily based on prices for similar assets.  The Company recognized an impairment loss of $1,449,000 for 2010 which is included in selling, general and other expenses.

(c) At December 31, 2010, represents an investment in a non-public security of $2,177,000.  The investment in the non-public security is accounted for under the cost method of accounting for which the Company primarily reviewed issuer financial statements to determine its fair value.

The information in the tables above includes assets that are measured at fair value on a non-recurring basis as of the indicated balance sheet dates.  However, prior to year-end the Company recorded impairment charges for assets that resulted in write-downs to fair value in earlier periods.  For the years ended December 31, 2011, 2010 and 2009, net securities gains (losses) include impairment charges for investments aggregating $3,586,000, $2,474,000 and $31,420,000, respectively; see Note 2 for further information.

F-49

During 2009, the Company recorded impairment charges for other assets and investments in associated companies aggregating $139,000,000, which were principally classified as selling, general and other expenses and losses related to associated companies.  This amount primarily consisted of $68,800,000 related to long-lived assets, principally with respect to MB1, $36,544,000 related to the Company’s investment in Keen (while it was classified as an associated company) and $32,348,000 related to the Company’s investment in Garcadia (an associated company); see Notes 2 and 3 for further information.

The following table presents fair value information about certain financial instruments, whether or not recognized on the balance sheet.  Fair values are determined as described below.  These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.  The fair value amounts presented do not purport to represent and should not be considered representative of the underlying “market” or franchise value of the Company.  The methods and assumptions used to estimate the fair values of each class of the financial instruments described below are as follows:

(a) Investments: The fair values of marketable equity securities and fixed maturity securities (which include securities sold not owned) are substantially based on quoted market prices, as disclosed in Note 6.

Other non-current investments which do not trade publicly include private equity fund investments where the Company’s voting interest isn’t large enough to apply the equity method of accounting, a portfolio of non-agency mortgage-backed bond securitizations where the underlying assets are various individual mortgage loans, the zero-coupon note component of the FMG Note, and various other non-publicly traded investments.  For the investments in private equity funds and the FMG zero-coupon note, the Company has concluded that the carrying amount approximates the fair value of these investments based primarily on reviews of issuer financial statements or statements of net asset value.  For the bond securitization portfolio, future cash flows are re-estimated on a regular basis for each security to determine if impairment charges are required; accordingly the Company has concluded that the carrying amount of these securities approximates their fair values.  The fair values of the Company’s other non-publicly traded investments that are accounted for under the cost method were assumed to be at least equal to the carrying amount.  For these non-publicly traded investments, the Company reviews cash flows and/or other information obtained from investee companies on a regular basis to determine if impairment charges are required.

(b) Cash and cash equivalents:  For cash equivalents, the carrying amount approximates fair value.

(c) Notes receivable:  The fair values of variable rate notes receivable are estimated to be the carrying amount.

(d) Long-term and other indebtedness:  The fair values of non-variable rate debt are estimated using quoted market prices and estimated rates that would be available to the Company for debt with similar terms.  The fair value of variable rate debt is estimated to be the carrying amount.  The fair value of the MB1 debt at December 31, 2010 was the amount paid by the Company’s subsidiary for the collateralized property in the foreclosure sale; see Note 2.

(e) Redeemable noncontrolling interests were valued based on the amount paid by the Company to acquire National Beef on December 30, 2011; see Note 3 for more information.

(f) Swap agreements:  The fair values of the interest rate swap at December 31, 2010 was based on rates then available for similar agreements. At December 31, 2011, the Company did not have any swap agreements.

The carrying amounts and estimated fair values of the Company’s financial instruments at December 31, 2011 and 2010 are as follows (in thousands):

F-50

	2011				2010
	Carrying		Fair		Carrying			Fair
	Amount		Value		Amount			Value
Financial Assets:
Investments:
Current	$	150,135	$	150,135	$	264,572		$	264,572
Non-current		2,226,875		2,226,875		3,832,659			3,832,659
Cash and cash equivalents		168,490		168,490		441,340			441,340
Notes receivable:
Current		1,675		1,675		740			740
Non-current		3,531		3,531		2,633			2,633
Commodity contracts		3,816		3,816		–			–
Financial Liabilities:
Indebtedness:
Current		446,743		446,743		534,572			452,142
Non-current		1,874,389		1,943,697		1,546,655			1,675,842
Securities sold not owned		955		955		1,878			1,878
Commodity contracts		2,802		2,802		–			–
Redeemable noncontrolling interests		235,909		235,909		–			–
Swap agreements:
Interest rate swaps		–		–		(535	)		(535	)

26.      Segment Information:

The Company’s reportable segments consist of its operating units, which offer different products and services and are managed separately.  National Beef processes, packages and delivers fresh and frozen beef and beef by-products for sale to customers in the U.S. and international markets. Idaho Timber primarily remanufactures, manufactures and/or distributes wood products.  Conwed Plastics manufactures and markets lightweight plastic netting used for a variety of purposes.  The Company’s gaming entertainment segment is conducted through Premier, which owns the Hard Rock Biloxi.  The Company’s domestic real estate operations consist of a variety of commercial properties, residential land development projects and other unimproved land, all in various stages of development.  The Company’s medical product development segment is conducted through Sangart.  Other operations primarily consist of the Company’s wineries and energy projects.  As a result of the classification of Keen as a discontinued operation, the Company no longer has an oil and gas drilling services segment.

Prior to its consolidation in November 2009, the Company’s investment in Keen was classified as an investment in an associated company.

Associated companies include equity interests in other entities that the Company accounts for under the equity method of accounting.  Investments in associated companies that are accounted for under the equity method of accounting include HomeFed, Linkem, JHYH, Berkadia, and Garcadia.  Associated companies also include the Company’s investments in Jefferies and Mueller, which are accounted for at fair value rather than under the equity method of accounting.

Corporate assets primarily consist of the deferred tax asset, investments and cash and cash equivalents and corporate revenues primarily consist of investment and other income and securities gains and losses.  Corporate assets include the Company’s investment in Fortescue and in the Inmet common shares.  Corporate assets, revenues, overhead expenses and interest expense are not allocated to the operating units.

F-51

Conwed Plastics has a manufacturing and sales facility located in Belgium,National Beef has sales offices in and exports its products to various countries and the Company owns a small Caribbean-based telecommunications provider; these are the only foreign operations with non-U.S. revenue or assets that the Company consolidates.  Unconsolidated non-U.S. based investments include the investments in Fortescue, Inmet and Linkem.

Certain information concerning the Company’s segments is presented in the following table.  Consolidated subsidiaries are reflected as of the date a majority controlling interest was acquired, which was December 30, 2011 for National Beef. However, since operating activities for National Beef subsequent to the acquisition during 2011 were not significant they have not been included in the Company’s 2011 consolidated statement of operations.Associated Companies are not considered to be a reportable segment, but are reflected in the table below under income (loss) from continuing operations before income taxes and identifiable assets employed.

F-52

	2011			2010			2009
	(In thousands)
Revenues and other income (a):
Manufacturing:
Idaho Timber	$	159,026		$	172,908		$	142,709
Conwed Plastics		85,961			87,073			82,094
Gaming Entertainment		117,238			114,809			103,583
Domestic Real Estate		96,501			17,075			30,637
Medical Product Development		378			123			5,147
Other Operations (b)		69,038			67,119			51,764
Corporate (c)		906,480			744,337			98,815
Total consolidated revenues and other income	$	1,434,622		$	1,203,444		$	514,749
Income (loss) from continuing operations before income taxes:
Manufacturing:
Idaho Timber	$	(3,787	)	$	547		$	(12,680	)
Conwed Plastics		5,916			8,803			11,578
Gaming Entertainment		12,616			(2,159	)		2,379
Domestic Real Estate		80,919			(54,935	)		(71,298	)
Medical Product Development		(42,696	)		(25,443	)		(23,818	)
Other Operations (b)		(24,374	)		(17,487	)		(26,434	)
Income (loss) related to Associated Companies		(612,362	)		375,021			805,803
Corporate (c)		648,861			473,614			(167,619	)
Total consolidated income from continuing
operations before income taxes	$	65,093		$	757,961		$	517,911
Depreciation and amortization expenses:
Manufacturing (d):
Idaho Timber	$	5,299		$	6,131		$	8,631
Conwed Plastics		6,509			9,068			8,476
Gaming Entertainment		16,785			16,657			16,532
Domestic Real Estate		3,461			6,163			8,408
Medical Product Development		845			870			836
Other Operations (d)		9,922			7,183			8,125
Corporate		23,296			20,979			18,441
Total consolidated depreciation and amortization expenses	$	66,117		$	67,051		$	69,449
Identifiable assets employed:
Beef Processing	$	1,786,855		$	–		$	–
Manufacturing:
Idaho Timber		71,859			84,436			94,211
Conwed Plastics		56,539			60,822			67,940
Gaming Entertainment		243,888			253,221			266,951
Domestic Real Estate		254,885			255,027			311,571
Medical Product Development		27,893			16,950			26,702
Other Operations		226,051			165,644			158,326
Investments in Associated Companies		1,991,795			2,274,163			2,764,885
Corporate		4,388,961			6,004,942			2,659,148
Assets of discontinued operations		214,463			235,093			412,630
Total consolidated assets	$	9,263,189		$	9,350,298		$	6,762,364

F-53

(a)   Revenues and other income for each segment include amounts for services rendered and products sold, as well as segment reported amounts classified as investment and other income and net securities gains (losses) in the Company’s consolidated statements of operations.

(b) Other operations includes pre-tax losses of $28,598,000, $16,076,000 and $25,324,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for the investigation and evaluation of various energy related projects.  There were no significant operating revenues or identifiable assets associated with these activities in any period; however, other income includes $5,366,000 and $11,143,000 in 2011 and 2010, respectively, with respect to government grants to reimburse the Company for certain of its prior expenditures, which were fully expensed as incurred.

(c) Net securities gains (losses) for Corporate aggregated $641,480,000, $179,494,000 and $(21,106,000) during 2011, 2010 and 2009, respectively.  Corporate net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000 and $31,420,000 during 2011, 2010 and 2009, respectively.  In 2011, security gains included gains of $628,197,000 from the sale of certain of the Company’s common shares of Fortescue.  In 2010, security gains include a gain of $66,200,000 from the sale of the Company’s investment in LPH and a gain of $94,918,000 from the sale of certain of the Company’s common shares of Fortescue.  Corporate investment and other income includes the gain on sale of Las Cruces of $383,369,000 in 2010.

(d) Includes amounts classified as cost of sales.

(e) For the years ended December 31, 2011, 2010 and 2009, interest expense was primarily comprised of Corporate; interest expense for other segments was not significant.

F-54

27.      Selected Quarterly Financial Data (Unaudited):

	First			Second			Third			Fourth
	Quarter			Quarter			Quarter			Quarter
	(In thousands, except per share amounts)
2011
Revenues and other income	$	251,950		$	721,322		$	199,751		$	261,599
Income (loss) from continuing operations	$	9,916		$	182,513		$	(293,815	)	$	114,484
Income (loss) from discontinued operations, net of taxes	$	791		$	3,100		$	1,690		$	(8	)
Gain on disposal of discontinued operations, net of taxes	$	79		$	845		$	773		$	4,588
Net (income) loss attributable to the noncontrolling interest	$	(279	)	$	(149	)	$	330		$	373
Net income (loss)	$	10,507		$	186,309		$	(291,022	)	$	119,437
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.75		$	(1.20	)	$	.47
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.76		$	(1.19	)	$	.49
Number of shares used in calculation		244,082			244,521			244,580			244,583
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.74		$	(1.20	)	$	.46
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.75		$	(1.19	)	$	.48
Number of shares used in calculation		244,620			249,026			244,580			248,874
2010
Revenues and other income	$	238,505		$	259,941		$	154,015		$	550,983
Income (loss) from continuing operations	$	207,145		$	(247,227	)	$	267,351		$	1,673,405
Income (loss) from discontinued operations, net of taxes	$	(15,640	)	$	10,949		$	(17,263	)	$	519
Gain on disposal of discontinued operations, net of taxes	$	-		$	-		$	39,882		$	21,115
Net (income) loss attributable to the noncontrolling interest	$	(26	)	$	1,134		$	(2,215	)	$	183
Net income (loss)	$	191,479		$	(235,144	)	$	287,755		$	1,695,222
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.85		$	(1.01	)	$	1.10		$	6.87
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.09
Net income (loss)	$	.79		$	( .97	)	$	1.18		$	6.96
Number of shares used in calculation		243,291			243,312			243,317			243,546
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.84		$	(1.01	)	$	1.09		$	6.76
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.08
Net income (loss)	$	.78		$	( .97	)	$	1.17		$	6.84
Number of shares used in calculation		247,594			243,312			247,572			247,847

Income (loss) from continuing operations includes a credit to income tax expense of $1,157,111,000 in the fourth quarter of 2010, resulting from the reversal of a portion of the deferred tax valuation allowance.  Income (loss) from continuing operations includes a credit to income tax expense of $11,594,000 in the third quarter of 2010, resulting from the reversal of deferred federal minimum tax liabilities which had been recorded in prior periods.

In 2011 and 2010, the totals of quarterly per share amounts do not equal annual per share amounts because of changes in outstanding shares during the year.

F-55

Schedule II – Valuation and Qualifying Accounts

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

For the years ended December 31, 2011, 2010 and 2009

(In thousands)

			Additions							Deductions
			Charged
	Balance at		to Costs												Balance
	Beginning		and							Write					at End
Description	of Period		Expenses		Recoveries		Other			Offs		Other			of Period
2011
Allowance for
doubtful accounts	$	4,693	$	658	$	-	$	-		$	1,494	$	-		$	3,857
Deferred tax asset
valuation allowance	$	109,181	$	-	$	-	$	-		$	-	$	-		$	109,181
2010
Allowance for
doubtful accounts	$	3,971	$	1,094	$	2	$	-		$	374	$	-		$	4,693
Deferred tax asset
valuation allowance	$	1,835,161	$	-	$	-	$	-		$	-	$	1,725,980	(a)	$	109,181
2009
Allowance for
doubtful accounts	$	3,109	$	1,623	$	12	$	-		$	773	$	-		$	3,971
Deferred tax asset
valuation allowance	$	2,307,281	$	-	$	-	$	109,156	(b)	$	-	$	581,276	(c)	$	1,835,161

(a) During 2010, the Company’s revised projections of future taxable income enabled it to conclude that it was more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company’s net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.

(b) Represents the tax effect of losses during 2009, which were reserved for in the deferred tax asset valuation allowance.

(c) Primarily represents the tax effect of the change in unrealized gains (losses) on investments.

F-56

XML

Significant Accounting Policies (Policy)

12 Months Ended

Dec. 31, 2011

Significant Accounting Policies [Abstract]

Critical Accounting Estimates

(a)      Critical Accounting Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("GAAP") requires the Company to make estimates and assumptions that affect the reported amounts in the financial statements and disclosures of contingent assets and liabilities.  On an on-going basis, the Company evaluates all of these estimates and assumptions.  The following areas have been identified as critical accounting estimates because they have the potential to have a significant impact on the Company's financial statements, and because they are based on assumptions which are used in the accounting records to reflect, at a specific point in time, events whose ultimate outcome won't be known until a later date.  Actual results could differ from these estimates.

Income Taxes - The Company records a valuation allowance to reduce its net deferred tax asset to the net amount that is more likely than not to be realized.  If in the future the Company determines that it is more likely than not that the Company will be able to realize its net deferred tax asset in excess of its net recorded amount, an adjustment to increase the net deferred tax asset would increase income in such period.  If in the future the Company were to determine that it would not be able to realize all or part of its recorded net deferred tax asset, an adjustment to decrease the net deferred tax asset would be charged to income in such period.  The Company is required to consider all available evidence, both positive and negative, and to weight the evidence when determining whether a valuation allowance is required and the amount of such valuation allowance.  Generally, greater weight is required to be placed on objectively verifiable evidence when making this assessment, in particular on recent historical operating results.

During 2010, the Company realized significant gains from the sale of certain investments, recorded significant unrealized gains in the fair values of other investments and began to experience modest improvement in the operating results in some business segments.  Additionally, the Company's cumulative taxable income for recent years became a positive amount, reflecting the realized gains on the sales of AmeriCredit Corp. ("ACF") and Cobre Las Cruces, S.A. ("Las Cruces") during the fourth quarter of 2010.  With this recent positive evidence the Company gave greater weight to its revised projections of future taxable income, which consider significant unrealized gains in its investment portfolio, and to its long-term historical ability to generate significant amounts of taxable income when assessing the amount of its required valuation allowance.  As a result, the Company was able to conclude that it is more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company's net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense on December 31, 2010.  In addition to its projections of future taxable income, the Company is relying upon the sale of investments that have unrealized gains before the NOLs expire and the corresponding reversal of related deferred tax liabilities to realize a portion of its net deferred tax asset.

The Company's estimate of future taxable income considers all available evidence, both positive and negative, about its operating businesses and investments, included an aggregation of individual projections for each significant operating business and investment, estimated apportionment factors for state and local taxing jurisdictions and included all future years that the Company estimated it would have available net operating loss carryforwards ("NOLs") (until 2029).  The Company believes that its estimate of future taxable income is reasonable but inherently uncertain, and if its current or future operations and investments generate taxable income different than the projected amounts, further adjustments to the valuation allowance are possible.  In addition to the reversal of deferred tax liabilities related to unrealized gains, the Company will need to generate approximately $4,600,000,000 of future U.S. pre-tax income to fully realize its net deferred tax asset.  The current balance of the deferred tax valuation allowance principally reserves for NOLs of certain subsidiaries that are not available to offset income generated by other members of the Company's consolidated tax return group.

The Company also records reserves for contingent tax liabilities based on the Company's assessment of the probability of successfully sustaining its tax filing positions.

Impairment of Long-Lived Assets – The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate, in management's judgment, that the carrying value of such assets may not be recoverable.  When testing for impairment, the Company groups its long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities (or asset group).  The determination of whether an asset group is recoverable is based on management's estimate of undiscounted future cash flows directly attributable to the asset group as compared to its carrying value.  If the carrying amount of the asset group is greater than the undiscounted cash flows, an impairment loss would be recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value.

One of the Company's real estate subsidiaries (MB1) had been the owner and developer of a mixed use real estate project located in Myrtle Beach, South Carolina.  The project was comprised of a retail center with approximately 346,000 square feet of retail space, 41,000 square feet of office space and 195 residential apartment rental units.  The acquisition and construction costs were funded by capital contributed by the Company and nonrecourse indebtedness with a balance of $100,524,000 at December 31, 2010, that was collateralized by the real estate.

During the second quarter of 2009, MB1 was unable to make scheduled payments under its interest rate swap agreement and received several default notices under its bank loan.  These events constituted a change in circumstances that caused the Company to evaluate whether the carrying amount of MB1's real estate asset was recoverable.  The Company prepared cash flow models and utilized a discounted cash flow technique to determine the fair value of MB1's real estate.  The most significant assumptions in the Company's cash flow models were the discount rate (11%) and the capitalization rate used to estimate the selling price of the retail center (9%); these rates were selected based on published reports of market conditions for similar properties.  Based on its evaluation, the Company recorded an impairment charge of $67,826,000 during the second quarter of 2009 (classified as selling, general and other expenses).  Although MB1's bank loan matured in October 2009, it was not repaid since MB1 did not have sufficient funds and the Company was under no obligation to provide the funds to MB1 to pay off the loan.

During the second quarter of 2010, MB1 entered into an agreement with its lenders under which, among other things, MB1 agreed not to interfere with or oppose foreclosure proceedings and the lenders agreed to release MB1 and various guarantors of the loan.  A receiver was put in place at the property, foreclosure proceedings commenced and an auction of the property was conducted; however, the Company was informed during the fourth quarter of 2010 that the highest bidder for the property failed to close.  In December 2010, the Company was invited to make a bid for the property, with the condition that a foreclosure sale to the Company must close as soon as possible without any due diligence period, which new bidders for the property would require.  A subsidiary of the Company offered $19,275,000 for the property (including net working capital amounts); the offer was accepted and the foreclosure sale closed on January 7, 2011.

As a result of the failure of the initial buyer to purchase the property and the subsequent sale to the Company in 2011, the Company concluded that the carrying value of the property was further impaired at December 31, 2010; accordingly, the Company recorded an additional impairment charge in 2010 of $47,074,000 to reflect the property at its fair value of $18,094,000.  At closing in 2011, MB1 was released from any remaining liability under the bank loan; accordingly, the remaining balance due after payment of the purchase price ($81,848,000) was recognized in other income in 2011.  Including the cash paid in the foreclosure sale, the Company's cumulative net cash investment in this project is $85,595,000.

There were no significant impairment charges recorded during 2011.  During 2010, the Company recorded impairment charges in selling, general and other expenses of $2,357,000 for another real estate project and $1,449,000 in the corporate segment for one of its corporate aircraft that was later sold.  In 2009, the Company recorded impairment charges in selling, general and other expenses of $2,563,000 related to its manufacturing segment (primarily Idaho Timber) and $3,646,000 related to its real estate segment.

Current economic conditions have adversely affected most of the Company's operations and investments.  A worsening of current economic conditions or a prolonged recession could cause a decline in estimated future cash flows expected to be generated by the Company's operations and investments.  If future undiscounted cash flows are estimated to be less than the carrying amounts of the asset groups used to generate those cash flows in subsequent reporting periods, particularly for those with large investments in intangible assets and property and equipment (for example, beef processing, manufacturing, gaming entertainment, real estate and certain associated company investments), impairment charges would have to be recorded.

Impairment of Equity Method Investments – The Company evaluates equity method investments for impairment when operating losses or other factors may indicate a decrease in value which is other than temporary.  For investments in investment partnerships that are accounted for under the equity method, the Company obtains from the investment partnership financial statements, net asset values and other information on a quarterly basis and annual audited financial statements.  On a quarterly basis, the Company also makes inquiries and discusses with investment managers whether there were significant procedural, valuation, composition and other changes at the investee.  Since these investment partnerships record their underlying investments at fair value, after application of the equity method the carrying value of the Company's investment is equal to its share of the investees' underlying net assets at their fair values.  Absent any unusual circumstances or restrictions concerning these investments, which would be separately evaluated, it is unlikely that any additional impairment charge would be required.

For equity method investments in operating businesses, the Company considers a variety of factors including economic conditions nationally and in their geographic areas of operation, adverse changes in the industry in which they operate, declines in business prospects, deterioration in earnings, increasing costs of operations and other relevant factors specific to the investee.  Whenever the Company believes conditions or events indicate that one of these investments might be significantly impaired, the Company will obtain from such investee updated cash flow projections and impairment analyses of the investee assets.  The Company will use this information and, together with discussions with the investee's management, evaluate if the book value of its investment exceeds its fair value, and if so and the situation is deemed other than temporary, record an impairment charge.

The Company has a joint venture agreement with Garff Enterprises, Inc., pursuant to which the joint venture has acquired various automobile dealerships ("Garcadia").  During the second quarter of 2009, the Company's equity in losses of Garcadia included impairment charges for goodwill and other intangible assets aggregating $32,348,000.  Garcadia's automobile dealerships had been adversely impacted by general economic conditions, and the bankruptcy filings by two of the three largest U.S. automobile manufacturers was a change in circumstances that caused Garcadia to evaluate the recoverability of its goodwill and other intangible assets.  Garcadia prepared discounted cash flow projections for each of its dealerships and concluded that the carrying amount of its goodwill and other intangible assets was impaired.

Impairment of Securities - Declines in the fair value of equity securities considered to be other than temporary and declines in the fair values of debt securities related to credit losses are reflected in net securities gains (losses) in the consolidated statements of operations.  The Company evaluates its investments for impairment on a quarterly basis.

The Company's determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information; GAAP requires the exercise of judgment in making this assessment, rather than the application of fixed mathematical criteria.  The various factors that the Company considers in making its determination are specific to each investment. For publicly traded debt and equity securities, the Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment.  For investments in private equity funds and non-public securities, the Company bases its determination upon financial statements, net asset values and/or other information obtained from fund managers or investee companies.

The Company recorded the following impairment charges for securities in the consolidated statement of operations during the three year period ended December 31, 2011 (in thousands):

	2011		2010		2009
Publicly traded securities	$	3,243	$	–	$	14,384
Non-public securities and private equity funds		8		767		2,224
Non-agency mortgage-backed bond securitizations		335		1,707		14,812
Totals	$	3,586	$	2,474	$	31,420

The Company's assessment involves a high degree of judgment and accordingly, actual results may differ significantly from the Company's estimates and judgments.

Credit Quality of Financing Receivables and Allowance for Credit Losses – The Company's operating subsidiaries do not provide financing to their customers in the ordinary course of business.  However, the Company does have a 13 year unsecured zero-coupon note of FMG Chichester Pty Ltd ("FMG"), which had a balance of $40,801,000 at December 31, 2011 (see Note 6), that meets the accounting definition of a finance receivable.  The Company exercises judgment in evaluating the credit risk and collectability of this note.  This assessment was made prior to the inception of the credit exposure and continues to be made at regular intervals.  The various factors that the Company considers in making its assessment include the current and projected financial condition of FMG, the Company's collection experience and the length of time until the note becomes due.  As a result of its assessment, the Company concluded that an allowance for credit losses was not required as of December 31, 2011.

Business Combinations - At acquisition, the Company allocates the cost of a business acquisition to the specific tangible and intangible assets acquired and liabilities assumed based upon their fair values.  Significant judgments and estimates are often made by the Company's management to determine these values, and may include the use of appraisals, consideration of market quotes for similar transactions, use of discounted cash flow techniques or consideration of other information the Company believes to be relevant.  The finalization of the purchase price allocation will typically take a number of months to complete, and if final values are significantly different from initially recorded amounts adjustments to prior periods may be required.  Any excess of the cost of a business acquisition over the fair values of the net assets and liabilities acquired is recorded as goodwill, which is not amortized to expense.  If the fair values of the net assets and liabilities acquired are greater than the purchase price, the excess is treated as a bargain purchase and recognized in income.  Recorded goodwill of a reporting unit is required to be tested for impairment on an annual basis, and between annual testing dates if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its net book value.  At December 31, 2011, the book value of goodwill was $18,119,000 and was not impaired.

Subsequent to the finalization of the purchase price allocation, any adjustments to the recorded values of acquired assets and liabilities would be reflected in the Company's consolidated statement of operations.  Once final, the Company is not permitted to revise the allocation of the original purchase price, even if subsequent events or circumstances prove the Company's original judgments and estimates to be inaccurate.  In addition, long-lived assets recorded in a business combination like property and equipment, intangibles and goodwill may be deemed to be impaired in the future resulting in the recognition of an impairment loss.  The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations for many years into the future.

Use of Fair Value Estimates - Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Further, a fair value hierarchy prioritizes inputs to valuation techniques into three broad levels.  The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), the next priority to inputs that don't qualify as Level 1 inputs but are nonetheless observable, either directly or indirectly, for the particular asset or liability (Level 2), and the lowest priority to unobservable inputs (Level 3).

Over 92% of the Company's investment portfolio is classified as available for sale securities, which are carried at estimated fair value in the Company's consolidated balance sheet.  The estimated fair values are principally based on publicly quoted market prices (Level 1 inputs), which can rise or fall in reaction to a wide variety of factors or events, and as such are subject to market-related risks and uncertainties.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA), which are carried on the balance sheet at their estimated fair value of $622,191,000 at December 31, 2011.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  These estimates of fair value are considered to be Level 2 inputs, and the amounts realized from the disposition of these investments has not been significantly different from their estimated fair values.

The Company also has a segregated portfolio of non-agency mortgage-backed securities which are carried on the balance sheet at their estimated fair value of $39,839,000 at December 31, 2011.  Although these securities trade in brokered markets, the market for these securities is sometimes inactive.  The fair values of these investments are based on bid and ask prices, quotes obtained from independent market makers and pricing services.  These estimates of fair values are also considered to be Level 2 inputs.

Contingencies - The Company accrues for contingent losses when the contingent loss is probable and the amount of loss can be reasonably estimated.  Estimates of the likelihood that a loss will be incurred and of contingent loss amounts normally require significant judgment by management, can be highly subjective and are subject to significant change with the passage of time as more information becomes available.  Estimating the ultimate impact of litigation matters is inherently uncertain, in particular because the ultimate outcome will rest on events and decisions of others that may not be within the power of the Company to control.  The Company does not believe that any of its current litigation will have a significant adverse effect on its consolidated financial position, results of operations or liquidity; however, if amounts paid at the resolution of litigation are in excess of recorded reserve amounts, the excess could be significant in relation to results of operations for that period.  As of December 31, 2011, the Company's accrual for contingent losses was not significant.

Consolidation Policy

(b)      Consolidation Policy:  The consolidated financial statements include the accounts of the Company, all variable interest entities of which the Company or a subsidiary is the primary beneficiary, and all majority-controlled entities that are not variable interest entities.  The Company considers special allocations of cash flows and preferences, if any, to determine amounts allocable to noncontrolling interests.  All intercompany transactions and balances are eliminated in consolidation.

Associated companies include equity interests in other entities that are accounted for under the equity method of accounting.  These include investments in corporations that the Company does not control but has the ability to exercise significant influence and investments in limited partnerships in which the Company's interest is more than minor.

Cash Equivalents

(c)      Cash Equivalents:  The Company considers short-term investments, which have maturities of less than three months at the time of acquisition, to be cash equivalents.  Cash and cash equivalents include short-term investments of $2,691,000 and $310,901,000 at December 31, 2011 and 2010, respectively.

Investments

(d)      Investments:  At acquisition, marketable debt and equity securities are designated as either i) held to maturity, which are carried at amortized cost, ii) trading, which are carried at estimated fair value with unrealized gains and losses reflected in results of operations, or iii) available for sale, which are carried at estimated fair value with unrealized gains and losses reflected as a separate component of equity, net of taxes.  Equity securities that do not have readily determinable fair values are carried at cost.  The cost of securities sold is based on average cost.  Held to maturity investments are made with the intention of holding such securities to maturity, which the Company has the ability to do.

Property, Equipment And Leasehold Improvements

(e)      Property, Equipment and Leasehold Improvements:  Property, equipment and leasehold improvements are stated at cost, net of accumulated depreciation and amortization.  Depreciation and amortization are provided principally on the straight-line method over the estimated useful lives of the assets or, if less, the term of the underlying lease.

Revenue Recognition

(f)      Revenue Recognition: Revenues are recognized when the following conditions are met: (1) collectibility is reasonably assured; (2) title to the product has passed or the service has been rendered and earned; (3) persuasive evidence of an arrangement exists; and (4) there is a fixed or determinable price.  National Beef's revenues are recognized based on the terms of the sale, which for beef processing operations is typically upon delivery to customers. Manufacturing revenues are recognized when title passes, which for Idaho Timber is generally upon the customer's receipt of the goods and for Conwed Plastics upon shipment of goods.  Gaming entertainment revenues consist of casino gaming, hotel, food and beverage, and entertainment revenues.  Casino gaming revenue is the aggregate of gaming wins and losses, reduced for the cash value of rewards earned by customers based on their level of play on slot machines.  Hotel, food and beverage, and entertainment revenues are recognized as services are performed.  Revenue from the sale of real estate is generally recognized when title passes; however, if the Company is obligated to make improvements to the real estate subsequent to closing, a portion of revenues are deferred and recognized under the percentage of completion method of accounting.  

Inventories And Cost Of Sales

(g)      Inventories and Cost of Sales: National Beef's inventories consist primarily of meat products and supplies, and are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method for meat products and average cost for supplies.

Manufacturing inventories are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method.  Manufacturing cost of sales principally includes product and manufacturing costs, inbound and outbound shipping costs and handling costs.

Direct operating expenses for gaming entertainment include expenses relating to casino gaming, hotel, food and beverage, and entertainment, which primarily consists of employees' compensation and benefits, cost of sales related to food and beverage sales, marketing and advertising, gaming taxes, insurance, supplies, license fees and royalties.  

Research And Development Costs

(h)      Research and Development Costs:  Research and development costs are expensed as incurred.

Income Taxes

(i)      Income Taxes:  The Company provides for income taxes using the liability method.  The Company records interest and penalties, if any, with respect to uncertain tax positions as components of income tax expense.

Derivative Financial Instruments

(j)      Derivative Financial Instruments:  The Company reflects its derivative financial instruments in its balance sheet at fair value.  National Beef uses futures and forward contracts in order to reduce its exposure to changing commodity prices. In addition, the Company has from time to time utilized derivative financial instruments to manage the impact of changes in interest rates on certain debt obligations, hedge net investments in foreign subsidiaries and manage foreign currency risk on certain available for sale securities; however, none are currently outstanding.  Although the Company believes that its derivative financial instruments help mitigate certain market risks, they do not meet the effectiveness criteria under GAAP, and therefore are not accounted for as hedges.

Translation Of Foreign Currency

(k)      Translation of Foreign Currency:  Foreign currency denominated investments and financial statements are translated into U.S. dollars at current exchange rates, except that revenues and expenses are translated at average exchange rates during each reporting period; resulting translation adjustments are reported as a component of shareholders' equity.  Net foreign exchange transaction losses were $202,000 for 2011, $511,000 for 2010 and $335,000 for 2009.

Share-Based Compensation

(l)      Share-Based Compensation:   The cost of all share-based payments to employees, including grants of employee stock options and warrants, is recognized in the financial statements based on their fair values.  The cost is recognized as an expense over the vesting period of the award.  The fair value of each award is estimated at the date of grant using the Black-Scholes option pricing model.

Related Party Transactions

(m)    Related Party Transactions:  National Beef regularly enters into various transactions with an affiliate of NBPCo Holdings, LLC ("NBPCo Holdings"), and has entered into a cattle supply agreement with U.S. Premium Beef, LLC ("USPB"), entities that sold a substantial portion of their ownership in National Beef to the Company and are the owners of redeemable noncontrolling interests in National Beef.  National Beef sells product to and purchases material from a company affiliated with NBPCo Holdings in the ordinary course of business; transactions are based upon prevailing market prices on terms that could be obtained from an unaffiliated party.  National Beef and USPB are parties to a cattle supply agreement pursuant to which National Beef has agreed to purchase through USPB from the members of USPB 735,385 head of cattle per year (subject to adjustment), based on pricing grids furnished by National Beef to the members of USPB.  National Beef believes the pricing grids are based on terms that could be obtained from an unaffiliated party.  The cattle supply agreement is for an initial five year term, with automatic one year extensions on each annual anniversary date of the Company's acquisition of National Beef, unless either party provides a notice not to extend sixty days prior to the annual anniversary date.

Recently Issued Accounting Standards

(n)      Recently Issued Accounting Standards:  In April 2011, the Financial Accounting Standards Board ("FASB") issued guidance to improve the accounting for repurchase agreements and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity.  The amendments remove from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and the collateral maintenance implementation guidance related to that criterion.  The guidance, which is effective for the first interim or annual period beginning on or after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

In May 2011, the FASB issued guidance to improve the comparability of fair value measurements presented and disclosed in financial statements issued in accordance with GAAP and International Financial Reporting Standards.  The amendment includes requirements for measuring fair value and for disclosing information about fair value measurements, but does not require additional fair value measurements and is not intended to establish valuation standards or affect valuation practices outside of financial reporting.  The guidance, which is effective during interim or annual periods beginning after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

In June 2011, the FASB issued amended guidance on the presentation of comprehensive income.  This new accounting guidance eliminates the current option to report other comprehensive income and its components in the statement of changes in equity; instead, it requires the presentation of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  This new accounting guidance was implemented in these consolidated financial statements and applied retrospectively.  Its adoption changed the presentation of the Company's consolidated financial statements but did not have any impact on its consolidated financial position, results of operations or cash flows.

 

In September 2011, the FASB issued guidance to simplify how entities test for goodwill impairment. This amendment permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The guidance, which is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

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Income Taxes (Schedule Of Reconciliation Of Expected Statutory Federal Income Tax To Actual Income Tax Provision (Benefit)) (Details) (USD $)	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income Taxes [Abstract]
Expected federal income tax		$ 237,109,000	$ 134,029,000	$ (100,762,000)
State income taxes, net of federal income tax benefit		6,885,000	5,512,000	(1,798,000)
Decrease in valuation allowance	(1,157,111,000)		(1,157,111,000)
Tax expense not provided on income recorded prior to the reversal of deferred tax valuation allowance			(139,108,000)
Tax benefit of current year losses fully reserved in valuation allowance				118,285,000
Accounting expense for warrants in excess of tax deduction		7,141,000
Resolution of tax contingencies			(600,000)	(2,025,000)
Permanent differences		2,552,000	5,079,000	(17,523,000)
Foreign taxes		14,967,000	15,231,000	11,023,000
Other		1,662,000
Income taxes		$ 270,316,000	$ (1,136,968,000)	$ 7,200,000

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Net Securities Gains (Losses) (Tables)

12 Months Ended

Dec. 31, 2011

Net Securities Gains (Losses) [Abstract]

Summary Of Net Securities Gains (Losses)

	2011			2010			2009
Net realized gains on securities	$	644,777		$	182,060		$	10,440
Write-down of investments (a)		(3,586	)		(2,474	)		(31,420	)
Net unrealized gains (losses) on trading securities		285			(92	)		(126	)
	$	641,476		$	179,494		$	(21,106	)

(a)   Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

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Other Assets (Tables)

12 Months Ended

Dec. 31, 2011

Other Assets [Abstract]

Summary Of Non-Current Other Assets

	2011		2010
Real Estate	$	173,077	$	168,001
Unamortized debt expense		11,454		16,125
Restricted cash		64,609		90,587
Prepaid mining interest		139,572		153,210
Other		18,658		17,865
	$	407,370	$	445,788

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Derivative Instruments (Details) (USD $)	Dec. 31, 2011
Derivative Instruments [Abstract]
Derivative, collateral, right to reclaim cash	$ 10,683,000

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Investments In Associated Companies (Keen) (Narrative) (Details) (Keen [Member], USD $)	12 Months Ended
	Dec. 31, 2009
Keen [Member]
Impairment charge of equity method investment	$ 36,544,000

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Earnings (Loss) Per Common Share (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Stock Options [Member]
Earnings Per Share [Line Items]
Securities excluded from computation of earnings per share amount	1,639,375	1,865,625	2,247,590
Convertible Notes [Member]
Earnings Per Share [Line Items]
Securities excluded from computation of earnings per share amount	4,283,518
Convertible notes interest rate	3.75%	3.75%	3.75%
$28.515 Strike Price [Member] | Warrants [Member]
Earnings Per Share [Line Items]
Securities excluded from computation of earnings per share amount		4,000,000	4,000,000
Exercise price		28.515	28.515
$33.84 Strike Price [Member] | Warrants [Member]
Earnings Per Share [Line Items]
Securities excluded from computation of earnings per share amount	4,000,000
Exercise price	33.84

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Other Results Of Operations Information (Tables)

12 Months Ended

Dec. 31, 2011

Other Results Of Operations Information [Abstract]

Schedule Of Investment And Other Income

	2011		2010		2009
Interest on fixed maturity investments	$	30,996	$	22,148	$	26,784
Dividend income		18,359		3,654		3,944
Other investment income		608		1,153		1,349
Income related to Fortescue's Pilbara project (see Note 6)		214,455		149,257		66,079
Gain on sale of Las Cruces		–		383,369		–
Gain on forgiveness of debt		81,848		–		–
Gains on sale of real estate and other assets, net of costs		2,115		2,559		12,767
Income related to settlement of insurance claims		–		106		5,272
Gain related to lawsuits and other settlements		141		3,446		10,453
Gain on buyback of debt		–		–		6,693
Government grants reimbursement		5,366		11,143		–
Rental income		11,126		12,417		14,149
Winery revenues		38,161		23,569		20,735
Other		27,836		36,525		39,675
	$	431,011	$	649,346	$	207,900

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Investments In Associated Companies (Las Cruces) (Narrative) (Details) (USD $)	12 Months Ended	1 Months Ended	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Aug. 31, 2005 Las Cruces [Member]	Dec. 31, 2010 Las Cruces [Member]	Dec. 31, 2011 Equity Method Associated Companies [Member]
Investments In Associated Companies [Line Items]
Percentage of interest sold		70.00%	30.00%
Cash from sale of investment			$ 150,000,000
Newly issued Inmet common shares, consideration		5,600,000	5,442,413
Aggregate consideration of interest sold			576,003,000
Release of guarantee debt			72,000,000
Gain on sale in investment	383,369,000		383,369,000
Undistributed earnings				$ 40,325,000

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Common Shares, Stock Options And Preferred Shares (Summary Of Weighted-Average Assumptions Used For Grants) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011 Y	Dec. 31, 2010 Y	Dec. 31, 2009 Y
Common Shares, Stock Options And Preferred Shares [Abstract]
Risk free interest rate	1.58%	1.27%	1.99%
Expected volatility	45.25%	45.78%	44.12%
Expected dividend yield	0.70%	0.87%	0.51%
Expected life, years	4.3	4.0	4.3
Weighted-average fair value per grant	$ 13.18	$ 9.09	$ 8.80

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Inventory (Tables)

12 Months Ended

Dec. 31, 2011

Inventory [Abstract]

Summary Of Inventory

	2011		2010
Finished goods	$	233,542	$	39,963
Work in process		49,514		12,441
Raw materials, supplies and other		71,522		5,876
	$	354,578	$	58,280

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Litigation

12 Months Ended

Dec. 31, 2011

Litigation [Abstract]

Litigation

23.      Litigation:

The Company and its subsidiaries are parties to legal proceedings that are considered to be either ordinary, routine litigation incidental to their business or not significant to the Company's consolidated financial position.  The Company does not believe that any of the foregoing actions will have a significant adverse effect on its consolidated financial position or liquidity, but any amounts paid could be significant to results of operations for the period.

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Investments In Associated Companies (Schedule Of Investments In Associated Companies) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011		Dec. 31, 2010
Investments In Associated Companies [Line Items]
Equity method investments	$ 793,766	[1]	$ 959,936	[1]
Investments in associated companies carried at fair value	1,198,029		1,314,227
Investments in associated companies	1,991,795		2,274,163
JHYH [Member]
Investments In Associated Companies [Line Items]
Equity method investments	323,262	[1]	321,023	[1]
Berkadia [Member]
Investments In Associated Companies [Line Items]
Equity method investments	193,496	[1]	475,071	[1]
Garcadia [Member]
Investments In Associated Companies [Line Items]
Equity method investments	72,303	[1]	35,943	[1]
HomeFed Corporation [Member]
Investments In Associated Companies [Line Items]
Equity method investments	47,493	[1]	46,083	[1]
Brooklyn Renaissance Plaza [Member]
Investments In Associated Companies [Line Items]
Equity method investments	31,931	[1]	30,539	[1]
Linkem [Member]
Investments In Associated Companies [Line Items]
Equity method investments	86,332	[1]
Associated Companies Other [Member]
Investments In Associated Companies [Line Items]
Equity method investments	38,949	[1]	51,277	[1]
Jefferies Group Inc [Member]
Investments In Associated Companies [Line Items]
Investments in associated companies carried at fair value	797,583		1,314,227
Mueller [Member]
Investments In Associated Companies [Line Items]
Investments in associated companies carried at fair value	$ 400,446

[1] Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Company's share of the investees' earnings, decreased for the Company's share of the investees' losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital.

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Pension Plans And Postretirement Benefits (Schedule Of Changes In Plan Assets And Benefit Obligations Recognized In Other Comprehensive Income (Loss)) (Details) (Pension Benefits [Member], USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Net loss arising during period	$ (38,989)	$ (23,120)	$ (5,161)
Settlement charge		16,891
Prior service cost, recognition of amortization in net periodic benefit cost		2	3
Actuarial loss, recognition of amortization in net periodic benefit cost	2,659	2,095	2,435
Total	$ (36,330)	$ (4,132)	$ (2,723)

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Fair Value Of Financial Instruments (Schedule Of Assets And Liabilities Measured On Recurring Basis At Fair Value) (Details) (Fair Value, Measurements, Recurring [Member], USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Estimated Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total fair value measured on recurring basis	$ 3,397,899	$ 5,234,055
Other current liabilities, fair value measured on recurring basis	(3,757)	(2,413)
Estimated Fair Value [Member] | U.S. Government And Agencies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	139,952	247,017
Non-current investments, fair value measured on recurring basis		7,716
Estimated Fair Value [Member] | U.S. Government-Sponsored Enterprises [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	622,191	823,383
Estimated Fair Value [Member] | All Other Corporates [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	5,719	6,572
Non-current investments, fair value measured on recurring basis	66,542	192,533
Estimated Fair Value [Member] | Commodity Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other current assets, fair value measured on recurring basis	3,816
Other current liabilities, fair value measured on recurring basis	(2,802)
Estimated Fair Value [Member] | Other Investments [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	306
Non-current investments, fair value measured on recurring basis	501
Other current liabilities, fair value measured on recurring basis	(955)
Estimated Fair Value [Member] | Banks, Trusts And Insurance Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	50,971	49,276
Estimated Fair Value [Member] | Industrial, Miscellaneous And All Other [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	1,313,688	2,593,331
Estimated Fair Value [Member] | Investments In Associated Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments in associated companies (measured using fair value option)	1,198,029	1,314,227
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total fair value measured on recurring basis	2,735,062	4,360,368
Other current liabilities, fair value measured on recurring basis	(955)	(1,878)
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | U.S. Government And Agencies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	139,952	247,017
Non-current investments, fair value measured on recurring basis
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | U.S. Government-Sponsored Enterprises [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | All Other Corporates [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	5,719	6,324
Non-current investments, fair value measured on recurring basis	26,703	150,193
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | Commodity Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other current assets, fair value measured on recurring basis	88
Other current liabilities, fair value measured on recurring basis
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | Other Investments [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis
Non-current investments, fair value measured on recurring basis
Other current liabilities, fair value measured on recurring basis	(955)
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | Banks, Trusts And Insurance Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	50,971	49,276
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | Industrial, Miscellaneous And All Other [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	1,313,688	2,593,331
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member] | Investments In Associated Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments in associated companies (measured using fair value option)	1,198,029	1,314,227
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total fair value measured on recurring basis	662,837	873,687
Other current liabilities, fair value measured on recurring basis	(2,802)	(535)
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government And Agencies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis
Non-current investments, fair value measured on recurring basis		7,716
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government-Sponsored Enterprises [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis	622,191	823,383
Significant Other Observable Inputs (Level 2) [Member] | All Other Corporates [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis		248
Non-current investments, fair value measured on recurring basis	39,839	42,340
Significant Other Observable Inputs (Level 2) [Member] | Commodity Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other current assets, fair value measured on recurring basis	3,728
Other current liabilities, fair value measured on recurring basis	(2,802)
Significant Other Observable Inputs (Level 2) [Member] | Other Investments [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, fair value measured on recurring basis	306
Non-current investments, fair value measured on recurring basis	501
Other current liabilities, fair value measured on recurring basis
Significant Other Observable Inputs (Level 2) [Member] | Banks, Trusts And Insurance Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis
Significant Other Observable Inputs (Level 2) [Member] | Industrial, Miscellaneous And All Other [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, fair value measured on recurring basis
Significant Other Observable Inputs (Level 2) [Member] | Investments In Associated Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments in associated companies (measured using fair value option)

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Selected Quarterly Financial Data (Schedule of Selected Quarterly Financial Data) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Selected Quarterly Financial Data (Unaudited) [Abstract]
Revenues and other income	$ 261,599	$ 199,751	$ 721,322	$ 251,950	$ 550,983	$ 154,015	$ 259,941	$ 238,505	$ 1,434,622	$ 1,203,444	$ 514,749
Income (loss) from continuing operations	114,484	(293,815)	182,513	9,916	1,673,405	267,351	(247,227)	207,145	13,098	1,900,674	485,144
Income (loss) from discontinued operations, net of taxes	(8)	1,690	3,100	791	519	(17,263)	10,949	(15,640)	5,573	(21,435)	63,451
Gain on disposal of discontinued operations, net of taxes	4,588	773	845	79	21,115	39,882			6,285	60,997
Net (income) loss attributable to the noncontrolling interest	373	330	(149)	(279)	183	(2,215)	1,134	(26)	275	(924)	1,685
Net income (loss)	$ 119,437	$ (291,022)	$ 186,309	$ 10,507	$ 1,695,222	$ 287,755	$ (235,144)	$ 191,479	$ 25,231	$ 1,939,312	$ 550,280
Income (loss) from continuing operations - basic	$ 0.47	$ (1.20)	$ 0.75	$ 0.04	$ 6.87	$ 1.10	$ (1.01)	$ 0.85	$ 0.05	$ 7.82	$ 2.02
Income (loss) from discontinued operations - basic		$ 0.01	$ 0.01			$ (0.07)	$ 0.04	$ (0.06)	$ 0.02	$ (0.09)	$ 0.26
Gain (loss) on disposal of discontinued operations - basic	$ 0.02				$ 0.09	$ 0.15			$ 0.03	$ 0.24
Net income (loss) - basic	$ 0.49	$ (1.19)	$ 0.76	$ 0.04	$ 6.96	$ 1.18	$ (0.97)	$ 0.79	$ 0.10	$ 7.97	$ 2.28
Number of shares used in calculation - basic	244,583	244,580	244,521	244,082	243,546	243,317	243,312	243,291	244,425	243,379	241,437
Income (loss) from continuing operations - diluted	$ 0.46	$ (1.20)	$ 0.74	$ 0.04	$ 6.76	$ 1.09	$ (1.01)	$ 0.84	$ 0.05	$ 7.70	$ 1.99
Income (loss) from discontinued operations - diluted		$ 0.01	$ 0.01			$ (0.07)	$ 0.04	$ (0.06)	$ 0.02	$ (0.09)	$ 0.26
Gain (loss) on disposal of discontinued operations - diluted	$ 0.02				$ 0.08	$ 0.15			$ 0.03	$ 0.24
Net income (loss) - diluted	$ 0.48	$ (1.19)	$ 0.75	$ 0.04	$ 6.84	$ 1.17	$ (0.97)	$ 0.78	$ 0.10	$ 7.85	$ 2.25
Number of shares used in calculation - diluted	248,874	244,580	249,026	244,620	247,847	247,572	243,312	247,594	244,573	247,672	247,849

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Investments In Associated Companies (Berkadia) (Narrative) (Details) (USD $)	12 Months Ended		1 Months Ended		12 Months Ended
	Dec. 31, 2011	Dec. 31, 2009	Jun. 30, 2011 Berkadia [Member]	Dec. 31, 2009 Berkadia [Member]	Dec. 31, 2009 Berkadia [Member]	Dec. 31, 2011 Berkadia [Member]	Dec. 31, 2010 Berkadia [Member]	Sep. 30, 2009 Berkadia [Member]
Percentage of ownership owned						50.00%
Capital contributed				$ 217,169,000
Revolving credit facility				1,000,000,000	1,000,000,000		1,500,000,000
Asset Put Agreement, value								40,000,000
Income representing Company's share of bargain purchase		49,345,000			24,423,000
Amount loaned under facility							250,000,000
Surety policy issued	2,500,000,000
Reimbursement of losses incurred, maximum percentage	50.00%
Repayment of secured credit facility			250,000,000
Term of credit facility (years)				5
Commercial paper						$ 2,000,000,000

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Trade, Notes And Other Receivables, Net (Summary of Current Trade, Notes and Other Receivables, Net) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	$ 342,867	$ 127,705
Allowance for doubtful accounts	(3,857)	(4,693)
Total current trade, notes and other receivables, net	339,010	123,012
Trade Receivables [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	206,331	15,982
Accrued Interest On FMG Note [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	107,881	83,659
Receivables Related To Securities [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	4,572	9,977
Receivables Relating To Real Estate Activities [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	4,707	4,696
Other [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivable, gross	$ 19,376	$ 13,391

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Pension Plans And Postretirement Benefits (Tables)

12 Months Ended

Dec. 31, 2011

Pension Plans And Postretirement Benefits [Abstract]

Components Of Defined Benefit Pension Plans

	2011			2010
Projected Benefit Obligation:
Projected benefit obligation at beginning of period	$	207,889		$	235,846
Interest cost		11,233			12,295
Actuarial loss		39,028			19,313
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Projected benefit obligation at December 31,	$	251,949		$	207,889
Change in Plan Assets:
Fair value of plan assets at beginning of period	$	145,124		$	167,652
Actual return on plan assets		7,166			6,898
Employer contributions		43,823			32,511
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Administrative expenses		(1,036	)		(2,372	)
Fair value of plan assets at December 31,	$	188,876		$	145,124
Funded Status at end of year	$	(63,073	)	$	(62,765	)

Schedule Of Pension Expense Related To Defined Benefit Pension Plans

	2011			2010			2009
Interest cost	$	11,233		$	11,944		$	12,433
Expected return on plan assets		(6,091	)		(7,936	)		(7,679	)
Actuarial loss		2,659			1,929			2,290
Amortization of prior service cost		-			2			3
Net pension expense	$	7,801		$	5,939		$	7,047

Schedule Of Plan's Assets At Fair Value

			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other  Observable Inputs (Level 2)
Cash and cash equivalents	$	15,479	$	15,479	$	–
Bonds and notes:
U.S. Government and agencies		27,076		27,076		–
Foreign governments		2,185		2,185		–
All other corporates		126,035		123,689		2,346
Other (primarily receivable on sale
of securities)		18,101		18,101		–
Total	$	188,876	$	186,530	$	2,346

			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)
Cash and cash equivalents	$	21,748	$	21,748
Bonds and notes:
U.S. Government and agencies		9,154		9,154
U.S. Government-Sponsored  Enterprises		3,040		3,040
States, municipalities and political
subdivisions		325		325
All other corporates		110,857		110,857
Total	$	145,124	$	145,124

Schedule Of Changes In Plan Assets And Benefit Obligations Recognized In Other Comprehensive Income (Loss)

	2011			2010			2009
Net loss arising during period	$	(38,989	)	$	(23,120	)	$	(5,161	)
Settlement charge		–			16,891			–
Recognition of amortization in net periodic    benefit cost:
Prior service cost		–			2			3
Actuarial loss		2,659			2,095			2,435
Total	$	(36,330	)	$	(4,132	)	$	(2,723	)

Schedule Of Assumptions For Pension Plan

	2011			2010
Discount rate used to determine benefit
obligation at December 31,		4.40	%		5.50	%
Weighted-average assumptions used to determine
net cost for years ended December 31,:
Discount rate		5.50	%		6.00	%
Expected long-term return on plan assets		4.25	%		6.00	%

Schedule Of Expected Pension Benefit Payments

2012	$	4,453
2013		4,784
2014		6,371
2015		8,360
2016		9,243
2017 – 2021		67,536

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Income Taxes (Narrative) (Details) (USD $)	3 Months Ended		12 Months Ended				12 Months Ended
	Dec. 31, 2010	Sep. 30, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2011 Consolidated Tax Group [Member]	Dec. 31, 2011 Expire in 2020 [Member]	Dec. 31, 2010 Accumulated Other Comprehensive Income (Loss) [Member]	Dec. 31, 2009 Accumulated Other Comprehensive Income (Loss) [Member]	Dec. 31, 2010 Income (Loss) Related To Associated Companies [Member]	Dec. 31, 2009 Income (Loss) Related To Associated Companies [Member]	Dec. 31, 2011 Subsidiary [Member]
Income Taxes [Line Items]
Expected decrease in unrecognized tax benefit related to uncertain tax position over next 12 months			$ 300,000
Deferred federal minimum tax expense (benefit)								22,678,000		11,594,000
Operating loss carryforwards					1,228,800,000	2,568,000					3,509,350,000
Decrease in valuation allowance	1,157,111,000			1,157,111,000
Alternative minimum taxable income to be offset by NOL			1,940,000,000
Reversal of deferred federal minimum tax liabilities		$ 11,594,000					$ 22,678,000		$ 11,594,000

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Valuation And Qualifying Accounts (Details) (USD $)	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2010	Dec. 31, 2011 Allowance For Doubtful Accounts [Member]	Dec. 31, 2010 Allowance For Doubtful Accounts [Member]	Dec. 31, 2009 Allowance For Doubtful Accounts [Member]	Dec. 31, 2010 Deferred Tax Asset Valuation Allowance [Member]		Dec. 31, 2009 Deferred Tax Asset Valuation Allowance [Member]		Dec. 31, 2011 Deferred Tax Asset Valuation Allowance [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Period			$ 4,693,000	$ 3,971,000	$ 3,109,000	$ 1,835,161,000		$ 2,307,281,000		$ 109,181,000
Charged to Costs and Expenses			658,000	1,094,000	1,623,000
Recoveries				2,000	12,000
Other additions								109,156,000	[1]
Write offs			1,494,000	374,000	773,000
Other deductions						1,725,980,000	[2]	581,276,000	[3]
Balance at End of Period			3,857,000	4,693,000	3,971,000	109,181,000		1,835,161,000		109,181,000
Decrease in valuation allowance	$ 1,157,111,000	$ 1,157,111,000

[1] Represents the tax effect of losses during 2009, which were reserved for in the deferred tax asset valuation allowance.

[2] During 2010, the Company's revised projections of future taxable income enabled it to conclude that it was more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company's net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.

[3] Primarily represents the tax effect of the change in unrealized gains (losses) on investments.

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Investments In Associated Companies (HomeFed) (Narrative) (Details) (HomeFed Corporation [Member], USD $)	12 Months Ended		12 Months Ended
	Dec. 31, 2002	Dec. 31, 2011	Dec. 31, 2011 Parent Company Chairman [Member]	Dec. 31, 2011 Parent Company President [Member]
Investments In Associated Companies [Line Items]
Aggregate consideration of interest sold	$ 25,000,000
Cash received from sale of real estate subsidiary	$ 1,000,000
Common shares, consideration	2,474,226
Percentage of ownership owned		31.40%
Percentage ownership by related party			7.70%	9.40%

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Investments (Amortized Cost, Gross Unrealized Gains And Losses And Estimated Fair Value) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Current Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 146,594
Gross Unrealized Gains	83
Gross Unrealized Losses	700
Estimated Fair Value	145,977
Current Investments [Member] | U.S. Government And Agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	139,940	246,996
Gross Unrealized Gains	13	21
Gross Unrealized Losses	1
Estimated Fair Value	139,952	247,017
Current Investments [Member] | All Other Corporates [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	5,649	6,277
Gross Unrealized Gains	70	300
Gross Unrealized Losses	0	5
Estimated Fair Value	5,719	6,572
Current Investments [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	145,589	253,273
Gross Unrealized Gains	83	321
Gross Unrealized Losses	1	5
Estimated Fair Value	145,671	253,589
Current Investments [Member] | Other Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	1,005
Gross Unrealized Losses	699
Estimated Fair Value	306
Non-Current Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	1,344,373	1,791,657
Gross Unrealized Gains	711,476	1,877,646
Gross Unrealized Losses	1,956	3,064
Estimated Fair Value	2,053,893	3,666,239
Non-Current Investments [Member] | U.S. Government And Agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost		7,806
Gross Unrealized Losses		90
Estimated Fair Value		7,716
Non-Current Investments [Member] | Equity Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	666,801	776,934
Gross Unrealized Gains	698,157	1,866,165
Gross Unrealized Losses	299	492
Estimated Fair Value	1,364,659	2,642,607
Non-Current Investments [Member] | Common Stocks: Banks, Trusts And Insurance Companies [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	22,084	16,340
Gross Unrealized Gains	28,887	32,936
Estimated Fair Value	50,971	49,276
Non-Current Investments [Member] | Common Stocks: Industrial, Miscellaneous And All Other [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	644,717	760,594
Gross Unrealized Gains	669,270	1,833,229
Gross Unrealized Losses	299	492
Estimated Fair Value	1,313,688	2,593,331
Non-Current Investments [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	676,577	1,014,723
Gross Unrealized Gains	13,319	11,481
Gross Unrealized Losses	1,163	2,572
Estimated Fair Value	688,733	1,023,632
Non-Current Investments [Member] | U.S. Government-Sponsored Enterprises [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	609,617	815,066
Gross Unrealized Gains	12,683	10,564
Gross Unrealized Losses	109	2,247
Estimated Fair Value	622,191	823,383
Non-Current Investments [Member] | Corporate Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	66,960	191,851
Gross Unrealized Gains	636	917
Gross Unrealized Losses	1,054	235
Estimated Fair Value	66,542	192,533
Non-Current Investments [Member] | Other Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	995
Gross Unrealized Losses	494
Estimated Fair Value	$ 501

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Investments In Associated Companies (Schedule Of Summarized Data For Investments In Associated Companies) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Investments In Associated Companies [Line Items]
Assets	$ 9,263,189	$ 9,350,298	$ 6,762,364
Liabilities	2,849,019	2,386,917
Noncontrolling interest	3,865	6,623
Equity Method Associated Companies [Member]
Investments In Associated Companies [Line Items]
Assets	6,849,185	4,190,534
Liabilities	3,813,236	1,882,116
Mandatorily redeemable interests	982,057	975,812
Noncontrolling interest	47,675	17,471
Total revenues (including securities gains (losses))	3,823,061	1,124,140	690,156
Income (loss) from continuing operations before extraordinary items	148,661	43,688	(294,741)
Net income (loss)	148,661	43,797	(294,741)
The Company's income (losses) related to associated companies	$ 55,920	$ 33,576	$ (40,507)

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Investments (Amounts Recognized In Consolidated Statements Of Operations Related To Notes Receivable) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Interest income on FMG Note	$ 214,455	$ 149,257	$ 66,079
Amortization expense on prepaid mining interest	54,429	53,228	53,692
Fortescue [Member]
Interest income on FMG Note	214,455	149,257	66,079
Interest accreted on zero-coupon note component	4,533	4,030	3,582
Amortization expense on prepaid mining interest	$ 11,800	$ 9,943	$ 7,293

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Investments In Associated Companies (ACF) (Narrative) (Details) (ACF [Member], USD $)	1 Months Ended
	Oct. 31, 2010
ACF [Member]
Proceeds from sale of stock	$ 830,561,000
Cost of stock sold	$ 425,842,000

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Investments In Associated Companies (Mueller) (Narrative) (Details) (Mueller [Member], USD $)	12 Months Ended
	Dec. 31, 2011
Mueller [Member]
Maximum percentage of outstanding shares allowed to be owned by future buyer	4.90%
Shares acquired	10,422,859
Percentage of shares owned	27.30%
Maximum percentage of outstanding shares allowed to be owned by the company	27.50%
Cash consideration	$ 408,558,000

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Common Shares, Stock Options And Preferred Shares

12 Months Ended

Dec. 31, 2011

Common Shares, Stock Options And Preferred Shares [Abstract]

Common Shares, Stock Options And Preferred Shares

15. Common Shares, Stock Options and Preferred Shares:

The Board of Directors from time to time has authorized acquisitions of the Company's common shares.  During the three year period ended December 31, 2011, the Company acquired 4,949 common shares at an average price of $34.92 per common share, all in connection with stock option exercises.  At December 31, 2011, the Company is authorized to repurchase 11,987,880 common shares.

As of December 31, 2011, the Company has two share-based plans: a fixed stock option plan and a senior executive warrant plan.  The fixed stock option plan provides for the issuance of stock options and stock appreciation rights to non-employee directors and certain employees at not less than the fair market value of the underlying stock at the date of grant.  Options granted to employees under this plan are intended to qualify as incentive stock options to the extent permitted under the Internal Revenue Code and become exercisable in five equal annual instalments starting one year from date of grant.  Options granted to non-employee directors become exercisable in four equal annual instalments starting one year from date of grant.  No stock appreciation rights have been granted.  As of December 31, 2011, 1,057,250 shares were available for grant under the plan.

On March 6, 2006, the Company's Board of Directors, upon the recommendation of the Compensation Committee of the Board, approved, subject to shareholder approval, the grant of warrants to purchase 2,000,000 common shares to each of the Company's Chairman and President at an exercise price equal to $28.515 per share (105% of the closing price per share of a common share on that date).  In May 2006, shareholder approval was received and the warrants were issued; the warrants vested over a four year period and were scheduled by their terms to expire on March 5, 2011.  In February 2011, each of the Company's Chairman and President exercised these warrants, on a cashless exercise basis, pursuant to which they each received 261,599 common shares (determined using a value per share of $32.806 as set forth in the warrant).  All of the common shares obtained upon exercise of the warrants were immediately sold in a private transaction.

On March 7, 2011, the Compensation Committee of the Company's Board of Directors granted warrants to purchase 2,000,000 common shares to each of the Company's Chairman and President at an exercise price of $33.84 per share (105% of the closing price per share of a common share on the grant date), subject to shareholder approval.  In May 2011, the required shareholder approval was received and the warrants were issued.  The warrants expire in 2016 and vest in five equal tranches with 20% vesting on the date shareholder approval was received and an additional 20% vesting in each subsequent year.  Compensation cost was determined as of the approval date and will be recognized in the financial statements over the vesting period of the warrants.  For 2011, the Company recorded share-based compensation expense of $18,941,000 related to this grant of warrants.

Salaries and incentive compensation expense included $23,019,000, $4,067,000 and $10,905,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for share-based compensation expense relating to grants made under the Company's senior executive warrant plan and fixed stock option plan.  Net income decreased by $15,203,000, $3,955,000 and $10,905,000 for 2011, 2010 and 2009, respectively, as a result of the share-based compensation expense.  As of December 31, 2011, total unrecognized compensation cost related to nonvested share-based compensation plans was $43,555,000; this cost is expected to be recognized over a weighted-average period of 1.7 years.

A summary of activity with respect to the Company's stock options for the three years ended December 31, 2011 is as follows:

						Weighted-
	Common			Weighted-		Average
	Shares			Average		Remaining	Aggregate
	Subject			Exercise		Contractual	Intrinsic
	to Option			Prices		Term	Value
Balance at December 31, 2008		2,300,290		$	26.29
Granted		12,000		$	24.44
Exercised		(47,250	)	$	20.28		$	169,000
Cancelled		(68,800	)	$	26.38
Balance at December 31, 2009		2,196,240		$	26.40
Granted		972,000		$	27.17
Exercised		(520,740	)	$	21.69		$	2,809,000
Cancelled		(25,000	)	$	27.66
Balance at December 31, 2010		2,622,500		$	27.61
Granted		12,000		$	35.78
Exercised		(255,445	)	$	27.89		$	2,412,000
Cancelled		(127,600	)	$	27.63
Balance at December 31, 2011		2,251,455		$	27.62	3.2 years	$	–
Exercisable at December 31, 2011		870,955		$	27.83	1.9 years	$	–

The following summary presents the weighted-average assumptions used for grants made during each of the three years in the period ended December 31, 2011:

	2011			2010			2009
	Options			Options			Options
Risk free interest rate		1.58	%		1.27	%		1.99	%
Expected volatility		45.25	%		45.78	%		44.12	%
Expected dividend yield		.70	%		.87	%		.51	%
Expected life	4.3 years			4.0 years			4.3 years
Weighted-average fair value per grant	$	13.18		$	9.09		$	8.80

The expected life assumptions were based on historical behavior and incorporated post-vesting forfeitures for each type of award and population identified.  The expected volatility was based on the historical behavior of the Company's stock price.  The assumptions used to value options in 2011 were also used to value the warrants granted during 2011, resulting in a fair value per warrant granted of $13.35.

At December 31, 2011 and 2010, 3,308,755 and 3,564,150, respectively, of the Company's common shares were reserved for stock options, 4,327,317 and 4,279,868, respectively, of the Company's common shares were reserved for the 3¾% Convertible Senior Subordinated Notes and 4,000,000 of the Company's common shares were reserved for warrants.

At December 31, 2011 and 2010, 6,000,000 of preferred shares (redeemable and non-redeemable), par value $1 per share, were authorized and not issued.

One of the Company's subsidiaries maintains a stock option plan for its employees that provides for the granting of stock options that are exercisable into common shares of the subsidiary; however, amounts related to this plan have not been significant.  Salaries and incentive compensation expense include amounts for this plan of $245,000, $193,000 and $201,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

The subsidiary also granted stock appreciation rights to an executive officer that have a seven year term and become exercisable only upon the occurrence of certain events.  The rights are payable in cash unless the subsidiary's shares are publicly listed, in which case the subsidiary may elect to settle the rights in stock.  Because management has determined that the occurrence of the events required for the stock appreciation rights to become exercisable was not probable as of December 31, 2010, no expense or liability relating to the rights has been recorded.  Stock appreciation rights were also granted to a former executive officer; changes to the fair value of these rights are recorded as increases or decreases to selling, general and other expenses.  Increases (decreases) to the fair value of these rights were $(4,447,000), $261,000 and $3,102,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

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Trade Payables And Expense Accruals (Tables)

12 Months Ended

Dec. 31, 2011

Trade Payables And Expense Accruals [Abstract]

Summary Of Trade Payables And Expense Accruals

	2011		2010
Trade payables	$	80,960	$	13,900
Book overdrafts		92,254		3,177
Cattle purchases payable		31,431		–
Payables related to securities		955		1,878
Accrued compensation, severance and other employee benefits		89,061		66,516
Accrued legal and professional fees		18,364		7,338
Accrued litigation settlement		–		11,229
Taxes other than income		9,207		4,332
Accrued interest payable		35,496		40,250
Other		16,593		18,604
	$	374,321	$	167,224

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Investments In Associated Companies (Tables)

12 Months Ended

Dec. 31, 2011

Investments In Associated Companies [Abstract]

Schedule Of Investments In Associated Companies

	2011		2010
Investments in associated companies accounted for
under the equity method of accounting (a):
Jefferies High Yield Holdings, LLC ("JHYH")	$	323,262	$	321,023
Berkadia		193,496		475,071
Garcadia		72,303		35,943
HomeFed Corporation ("HomeFed")		47,493		46,083
Brooklyn Renaissance Plaza		31,931		30,539
Linkem S.p.A. ("Linkem")		86,332		–
Other		38,949		51,277
Total accounted for under the equity method of accounting		793,766		959,936
Investments in associated companies carried at fair value:
Jefferies		797,583		1,314,227
Mueller		400,446		–
Total accounted for at fair value		1,198,029		1,314,227
Total investments in associated companies	$	1,991,795	$	2,274,163

(a)   Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Company's share of the investees' earnings, decreased for the Company's share of the investees' losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital.

Schedule Of Income (Losses) Related To Associated Companies

	2011			2010			2009
Jefferies	$	(668,282	)	$	157,873		$	469,820
Mueller		(6,093	)		–			–
ACF		–			183,572			376,490
Berkadia		29,033			16,166			20,811
Garcadia		19,996			14,424			(25,668	)
JHYH		11,211			20,053			37,249
Linkem		(2,243	)		–			–
HomeFed		1,410			1,108			882
Keen Energy Services, LLC ("Keen")		–			–			(45,475	)
Las Cruces		–			(16,159	)		1,046
Other		2,606			(2,016	)		(29,352	)
Income (losses) related to associated
companies before income taxes		(612,362	)		375,021			805,803
Income tax (expense) benefit		218,321			5,745			(25,567	)
Income (losses) related to associated
companies, net of taxes	$	(394,041	)	$	380,766		$	780,236

Schedule Of Summarized Data For Investments In Associated Companies

	2011		2010
Assets	$	6,849,185	$	4,190,534
Liabilities		3,813,236		1,882,116
Mandatorily redeemable interests		982,057		975,812
Noncontrolling interest		47,675		17,471
		2011		2010		2009
Total revenues (including securities gains (losses))	$	3,823,061	$	1,124,140	$	690,156
Income (loss) from continuing operations before
extraordinary items	$	148,661	$	43,688	$	(294,741	)
Net income (loss)	$	148,661	$	43,797	$	(294,741	)
The Company's income (losses) related to
associated companies	$	55,920	$	33,576	$	(40,507	)

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Investments In Associated Companies (Linkem) (Narrative) (Details) (Linkem [Member], USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011 Y
Linkem [Member]
Excess investment amortization period, years	12
Ownership percentage	37.00%
Cash consideration	$ 88,575,000

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Indebtedness (Parent Company Debt) (Narrative) (Details) (USD $)	12 Months Ended												12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Selling, General And Other Expenses [Member]	Dec. 31, 2010 Selling, General And Other Expenses [Member]	Dec. 31, 2009 Investment And Other Income [Member]	Dec. 31, 2011 7 3/4% Senior Notes Due 2013 [Member]	Dec. 31, 2010 7 3/4% Senior Notes Due 2013 [Member]	Dec. 31, 2011 7 1/8% Senior Notes Due 2017 [Member]	Dec. 31, 2010 7 1/8% Senior Notes Due 2017 [Member]	Dec. 31, 2011 8 1/8% Senior Notes Due 2015 [Member]	Dec. 31, 2010 8 1/8% Senior Notes Due 2015 [Member]	Dec. 31, 2011 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2010 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Apr. 30, 2004 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2011 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member]	Dec. 31, 2010 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member]	Dec. 31, 2011 Term Loan [Member] National Beef [Member]	Dec. 31, 2011 Revolving Credit Facility [Member] National Beef [Member]
Debt Instrument [Line Items]
Convertible Senior Subordinated Notes													$ 97,581,000	$ 97,581,000	$ 350,000,000
Interest rate							7.75%	7.75%	7.125%	7.125%	8.125%	8.125%	3.75%	3.75%	3.75%	8.65%	8.65%	2.10%	2.20%
Aggregate pre-tax gains (losses) on extinguishment of debt	(6,352,000)	(5,138,000)	6,693,000	(6,352,000)	(5,138,000)	6,693,000
Shares issuable upon potential conversion of convertible notes	4,327,317
Incremental principal amount of notes													1,000
Conversion price per common share for convertible notes													$ 22.55
Conversion rate of shares per one thousand dollars of principal amount													44.3459
Principal amount converted of convertible notes			123,529,000
Amount paid to note holders to induce conversion of convertible debt			25,990,000
Shares issued upon conversion of convertible notes			5,378,606
Expected aggregate principal payments to redeem bonds in March 2012	$ 528,308,000

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Selected Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2011

Selected Quarterly Financial Data (Unaudited) [Abstract]

Selected Quarterly Financial Data (Unaudited)

27.      Selected Quarterly Financial Data (Unaudited):

	First			Second			Third			Fourth
	Quarter			Quarter			Quarter			Quarter
	(In thousands, except per share amounts)
2011
Revenues and other income	$	251,950		$	721,322		$	199,751		$	261,599
Income (loss) from continuing operations	$	9,916		$	182,513		$	(293,815	)	$	114,484
Income (loss) from discontinued operations, net of taxes	$	791		$	3,100		$	1,690		$	(8	)
Gain on disposal of discontinued operations, net of taxes	$	79		$	845		$	773		$	4,588
Net (income) loss attributable to the noncontrolling interest	$	(279	)	$	(149	)	$	330		$	373
Net income (loss)	$	10,507		$	186,309		$	(291,022	)	$	119,437
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.75		$	(1.20	)	$	.47
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.76		$	(1.19	)	$	.49
Number of shares used in calculation		244,082			244,521			244,580			244,583
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.74		$	(1.20	)	$	.46
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.75		$	(1.19	)	$	.48
Number of shares used in calculation		244,620			249,026			244,580			248,874

2010
Revenues and other income	$	238,505		$	259,941		$	154,015		$	550,983
Income (loss) from continuing operations	$	207,145		$	(247,227	)	$	267,351		$	1,673,405
Income (loss) from discontinued operations, net of taxes	$	(15,640	)	$	10,949		$	(17,263	)	$	519
Gain on disposal of discontinued operations, net of taxes	$	-		$	-		$	39,882		$	21,115
Net (income) loss attributable to the noncontrolling interest	$	(26	)	$	1,134		$	(2,215	)	$	183
Net income (loss)	$	191,479		$	(235,144	)	$	287,755		$	1,695,222
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.85		$	(1.01	)	$	1.10		$	6.87
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.09
Net income (loss)	$	.79		$	(.97	)	$	1.18		$	6.96
Number of shares used in calculation		243,291			243,312			243,317			243,546
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.84		$	(1.01	)	$	1.09		$	6.76
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.08
Net income (loss)	$	.78		$	(.97	)	$	1.17		$	6.84
Number of shares used in calculation		247,594			243,312			247,572			247,847

Income (loss) from continuing operations includes a credit to income tax expense of $1,157,111,000 in the fourth quarter of 2010, resulting from the reversal of a portion of the deferred tax valuation allowance.  Income (loss) from continuing operations includes a credit to income tax expense of $11,594,000 in the third quarter of 2010, resulting from the reversal of deferred federal minimum tax liabilities which had been recorded in prior periods.

In 2011 and 2010, the totals of quarterly per share amounts do not equal annual per share amounts because of changes in outstanding shares during the year.

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Common Shares, Stock Options And Preferred Shares (Tables)

12 Months Ended

Dec. 31, 2011

Common Shares, Stock Options And Preferred Shares [Abstract]

Summary Of Company's Stock Options

						Weighted-
	Common			Weighted-		Average
	Shares			Average		Remaining	Aggregate
	Subject			Exercise		Contractual	Intrinsic
	to Option			Prices		Term	Value
Balance at December 31, 2008		2,300,290		$	26.29
Granted		12,000		$	24.44
Exercised		(47,250	)	$	20.28		$	169,000
Cancelled		(68,800	)	$	26.38
Balance at December 31, 2009		2,196,240		$	26.40
Granted		972,000		$	27.17
Exercised		(520,740	)	$	21.69		$	2,809,000
Cancelled		(25,000	)	$	27.66
Balance at December 31, 2010		2,622,500		$	27.61
Granted		12,000		$	35.78
Exercised		(255,445	)	$	27.89		$	2,412,000
Cancelled		(127,600	)	$	27.63
Balance at December 31, 2011		2,251,455		$	27.62	3.2 years	$	–
Exercisable at December 31, 2011		870,955		$	27.83	1.9 years	$	–

Summary Of Weighted-Average Assumptions Used For Grants

	2011			2010			2009
	Options			Options			Options
Risk free interest rate		1.58	%		1.27	%		1.99	%
Expected volatility		45.25	%		45.78	%		44.12	%
Expected dividend yield		.70	%		.87	%		.51	%
Expected life	4.3 years			4.0 years			4.3 years
Weighted-average fair value per grant	$	13.18		$	9.09		$	8.80

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Acquisitions (Schedule Of National Beef's Fair Values Of Assets Acquired, Liabilities Assumed And Noncontrolling Interests At Acquisition Date) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 30, 2011
Acquisitions [Abstract]
Cash and cash equivalents	$ 18,481
Trade, notes and other receivables	195,643
Inventory	280,499
Prepaids and other current assets	22,969
Total current assets	517,592
Intangible assets and goodwill	818,484
Other assets	4,613
Property and equipment	446,166
Total assets	1,786,855
Trade payables and expense accruals	234,451
Other current liabilities	13,746
Debt due within one year	29,262
Total current liabilities	277,459
Other non-current liabilities	1,404
Long-term debt	328,267
Total liabilities	607,130
Redeemable noncontrolling interests in subsidiary	304,356
Net assets acquired	$ 875,369

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Income Taxes (Schedule Of Provision (Benefit) For Income Taxes) (Details) (USD $)	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income Taxes [Abstract]
State income taxes		$ 9,230,000	$ 5,512,000	$ (1,798,000)
Resolution of state tax contingencies			(600,000)	(2,025,000)
Federal income taxes, deferred		238,060,000
Decrease in valuation allowance	(1,157,111,000)		(1,157,111,000)
Foreign income taxes		23,026,000	15,231,000	11,023,000
Income taxes		$ 270,316,000	$ (1,136,968,000)	$ 7,200,000

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Segment Information (Tables)

12 Months Ended

Dec. 31, 2011

Segment Information [Abstract]

Schedule Of Segment Reporting Information, By Segment

	2011			2010			2009
	(In thousands)
Revenues and other income (a):
Manufacturing:
Idaho Timber	$	159,026		$	172,908		$	142,709
Conwed Plastics		85,961			87,073			82,094
Gaming Entertainment		117,238			114,809			103,583
Domestic Real Estate		96,501			17,075			30,637
Medical Product Development		378			123			5,147
Other Operations (b)		69,038			67,119			51,764
Corporate (c)		906,480			744,337			98,815
Total consolidated revenues and other income	$	1,434,622		$	1,203,444		$	514,749
Income (loss) from continuing operations before income taxes:
Manufacturing:
Idaho Timber	$	(3,787	)	$	547		$	(12,680	)
Conwed Plastics		5,916			8,803			11,578
Gaming Entertainment		12,616			(2,159	)		2,379
Domestic Real Estate		80,919			(54,935	)		(71,298	)
Medical Product Development		(42,696	)		(25,443	)		(23,818	)
Other Operations (b)		(24,374	)		(17,487	)		(26,434	)
Income (loss) related to Associated Companies		(612,362	)		375,021			805,803
Corporate (c)		648,861			473,614			(167,619	)
Total consolidated income from continuing
operations before income taxes	$	65,093		$	757,961		$	517,911
Depreciation and amortization expenses:
Manufacturing (d):
Idaho Timber	$	5,299		$	6,131		$	8,631
Conwed Plastics		6,509			9,068			8,476
Gaming Entertainment		16,785			16,657			16,532
Domestic Real Estate		3,461			6,163			8,408
Medical Product Development		845			870			836
Other Operations (d)		9,922			7,183			8,125
Corporate		23,296			20,979			18,441
Total consolidated depreciation and amortization expenses	$	66,117		$	67,051		$	69,449
Identifiable assets employed:
Beef Processing	$	1,786,855		$	–		$	–
Manufacturing:
Idaho Timber		71,859			84,436			94,211
Conwed Plastics		56,539			60,822			67,940
Gaming Entertainment		243,888			253,221			266,951
Domestic Real Estate		254,885			255,027			311,571
Medical Product Development		27,893			16,950			26,702
Other Operations		226,051			165,644			158,326
Investments in Associated Companies		1,991,795			2,274,163			2,764,885
Corporate		4,388,961			6,004,942			2,659,148
Assets of discontinued operations		214,463			235,093			412,630
Total consolidated assets	$	9,263,189		$	9,350,298		$	6,762,364

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Intangible Assets, Net And Goodwill (Tables)

12 Months Ended

Dec. 31, 2011

Intangible Assets, Net And Goodwill [Abstract]

Schedule Of Intangible Assets, Net And Goodwill

	2011		2010
Intangibles:
Customer and other relationships, net of accumulated
amortization of $41,958 and $39,051	$	426,603	$	23,338
Trademarks and tradename, net of accumulated amortization of
$1,527 and $791		278,024		1,210
Cattle supply contracts		143,500		–
Licenses, net of accumulated amortization of $2,917 and $2,328		9,081		9,670
Other, net of accumulated amortization of $5,095 and $2,650		1,262		267
Goodwill		18,119		8,151
	$	876,589	$	42,636

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Consolidated Statements Of Changes In Equity (USD $) In Thousands	Common Shares $1 Par Value [Member]	Additional Paid-In Capital [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Retained Earnings [Member]	Subtotal [Member]	Noncontrolling Interest [Member]	Total
Balance, at Dec. 31, 2008	$ 238,499	$ 1,413,595	$ (29,280)	$ 1,053,983	$ 2,676,797	$ 18,594	$ 2,695,391
Net income				550,280	550,280	(1,685)	548,595
Other comprehensive income (loss), net of taxes			1,014,312		1,014,312		1,014,312
Contributions from noncontrolling interests						899	899
Distributions to noncontrolling interests						(4,986)	(4,986)
Change in interest in consolidated subsidiary		(28)			(28)	28
Share-based compensation expense		11,106			11,106		11,106
Issuance of common shares for debt conversion	5,378	118,151			123,529		123,529
Common shares received from lawsuit resolution	(636)	(14,686)			(15,322)		(15,322)
Exercise of options to purchase common shares, including excess tax benefit	47	926			973		973
Balance, at Dec. 31, 2009	243,288	1,529,064	985,032	1,604,263	4,361,647	12,850	4,374,497
Net income				1,939,312	1,939,312	924	1,940,236
Other comprehensive income (loss), net of taxes			702,331		702,331		702,331
Contributions from noncontrolling interests						1,424	1,424
Distributions to noncontrolling interests						(14,757)	(14,757)
Change in interest in consolidated subsidiary		(1,306)			(1,306)	6,182	4,876
Share-based compensation expense		4,260			4,260		4,260
Exercise of options to purchase common shares, including excess tax benefit	521	10,963			11,484		11,484
Purchase of common shares for treasury	(1)	(17)			(18)		(18)
Dividends ($.25 per common share)				(60,952)	(60,952)		(60,952)
Balance, at Dec. 31, 2010	243,808	1,542,964	1,687,363	3,482,623	6,956,758	6,623	6,963,381
Net income				25,231	25,231	(275)	24,956
Other comprehensive income (loss), net of taxes			(774,942)		(774,942)		(774,942)
Contributions from noncontrolling interests						660	660
Distributions to noncontrolling interests						(5,843)	(5,843)
Change in interest in consolidated subsidiary		(1,982)			(1,982)	2,700	718
Share-based compensation expense		23,264			23,264		23,264
Exercise of warrants to purchase common shares	523	(523)
Exercise of options to purchase common shares, including excess tax benefit	256	7,112			7,368		7,368
Purchase of common shares for treasury	(4)	(151)			(155)		(155)
Dividends ($.25 per common share)				(61,146)	(61,146)		(61,146)
Balance, at Dec. 31, 2011	$ 244,583	$ 1,570,684	$ 912,421	$ 3,446,708	$ 6,174,396	$ 3,865	$ 6,178,261

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Pension Plans And Postretirement Benefits (Schedule Of Pension Expense Related To Defined Benefit Pension Plans) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Pension Plans And Postretirement Benefits [Abstract]
Interest cost	$ 11,233	$ 11,944	$ 12,433
Expected return on plan assets	(6,091)	(7,936)	(7,679)
Actuarial loss	2,659	1,929	2,290
Amortization of prior service cost		2	3
Net pension expense	$ 7,801	$ 5,939	$ 7,047

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Selected Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2011

Selected Quarterly Financial Data (Unaudited) [Abstract]

Schedule Of Selected Quarterly Financial Data

	First			Second			Third			Fourth
	Quarter			Quarter			Quarter			Quarter
	(In thousands, except per share amounts)
2011
Revenues and other income	$	251,950		$	721,322		$	199,751		$	261,599
Income (loss) from continuing operations	$	9,916		$	182,513		$	(293,815	)	$	114,484
Income (loss) from discontinued operations, net of taxes	$	791		$	3,100		$	1,690		$	(8	)
Gain on disposal of discontinued operations, net of taxes	$	79		$	845		$	773		$	4,588
Net (income) loss attributable to the noncontrolling interest	$	(279	)	$	(149	)	$	330		$	373
Net income (loss)	$	10,507		$	186,309		$	(291,022	)	$	119,437
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.75		$	(1.20	)	$	.47
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.76		$	(1.19	)	$	.49
Number of shares used in calculation		244,082			244,521			244,580			244,583
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.04		$	.74		$	(1.20	)	$	.46
Income (loss) from discontinued operations		-			.01			.01			-
Gain on disposal of discontinued operations		-			-			-			.02
Net income (loss)	$	.04		$	.75		$	(1.19	)	$	.48
Number of shares used in calculation		244,620			249,026			244,580			248,874

2010
Revenues and other income	$	238,505		$	259,941		$	154,015		$	550,983
Income (loss) from continuing operations	$	207,145		$	(247,227	)	$	267,351		$	1,673,405
Income (loss) from discontinued operations, net of taxes	$	(15,640	)	$	10,949		$	(17,263	)	$	519
Gain on disposal of discontinued operations, net of taxes	$	-		$	-		$	39,882		$	21,115
Net (income) loss attributable to the noncontrolling interest	$	(26	)	$	1,134		$	(2,215	)	$	183
Net income (loss)	$	191,479		$	(235,144	)	$	287,755		$	1,695,222
Basic earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.85		$	(1.01	)	$	1.10		$	6.87
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.09
Net income (loss)	$	.79		$	(.97	)	$	1.18		$	6.96
Number of shares used in calculation		243,291			243,312			243,317			243,546
Diluted earnings (loss) per common share attributable to
Leucadia National Corporation common shareholders:
Income (loss) from continuing operations	$	.84		$	(1.01	)	$	1.09		$	6.76
Income (loss) from discontinued operations		(.06	)		.04			(.07	)		-
Gain on disposal of discontinued operations		-			-			.15			.08
Net income (loss)	$	.78		$	(.97	)	$	1.17		$	6.84
Number of shares used in calculation		247,594			243,312			247,572			247,847

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Fair Value Of Financial Instruments (Schedule Of Assets And Liabilities Measured On Nonrecurring Basis At Fair Value) (Details) (USD $)	3 Months Ended	12 Months Ended
	Jun. 30, 2009 MB1 [Member]	Dec. 31, 2010 MB1 [Member]	Dec. 31, 2010 Real Estate [Member]	Dec. 31, 2009 Real Estate [Member]	Dec. 31, 2010 Corporate Aircraft [Member]	Dec. 31, 2010 Non-Public Security [Member]	Dec. 31, 2010 Fair Value, Measurements, Nonrecurring [Member] Estimated Fair Value [Member]		Dec. 31, 2010 Fair Value, Measurements, Nonrecurring [Member] Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]		Dec. 31, 2010 Fair Value, Measurements, Nonrecurring [Member] Significant Other Observable Inputs (Level 2) [Member]		Dec. 31, 2010 Fair Value, Measurements, Nonrecurring [Member] Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-lived assets held and used							$ 20,600,000	[1]		[1]	$ 20,600,000	[1]
Long-lived assets held for sale							7,000,000	[2]		[2]	7,000,000	[2]
Other non-current investments							2,200,000	[3]		[3]			2,200,000	[3]
Asset impairment charges	67,826,000	47,074,000	2,357,000	3,646,000	1,449,000
Fair value of property		18,094,000
Fair value of assets after write down						$ 2,177,000

[1] At December 31, 2010, the Company evaluated for impairment the carrying value of MB1's real estate assets, recorded an impairment charge of $47,074,000 and reduced the carrying amount to its fair value of $18,094,000. As of December 31, 2010, the Company also wrote down to fair value one of its real estate projects based on an appraisal and prices for similar assets, and recognized an impairment charge of $2,357,000, which is included in selling, general and other expenses. See Note 2 for more information.

[2] Consists of a corporate aircraft at December 31, 2010 for which the fair value was primarily based on prices for similar assets. The Company recognized an impairment loss of $1,449,000 for 2010 which is included in selling, general and other expenses.

[3] At December 31, 2010, represents an investment in a non-public security of $2,177,000. The investment in the non-public security is accounted for under the cost method of accounting for which the Company primarily reviewed issuer financial statements to determine its fair value.

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Discontinued Operations (Tables)

12 Months Ended

Dec. 31, 2011

Discontinued Operations [Abstract]

Summary Of Results Of Discontinued Operations

	2011			2010			2009
Revenues and other income:
Telecommunications	$	–		$	276,253		$	426,027
Oil and gas drilling services		133,782			116,542			11,102
Property management and service fees		–			87,039			112,796
Investment and other income		3,316			10,545			54,328
		137,098			490,379			604,253
Expenses:
Cost of sales - telecommunications		–			235,943			363,885
Direct operating expenses:
Oil and gas drilling services		100,639			93,281			8,830
Property management and services		–			62,595			92,421
Interest		141			1,249			237
Salaries and incentive compensation		5,445			15,364			17,153
Depreciation and amortization		21,051			32,531			11,541
Selling, general and other expenses		10,011			84,841			73,267
		137,287			525,804			567,334
Income (loss) from discontinued
operations before income taxes		(189	)		(35,425	)		36,919
Income tax benefit		(1,072	)		(2,350	)		(57	)
Income (loss) from discontinued
operations after income taxes	$	883		$	(33,075	)	$	36,976

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Income Taxes

12 Months Ended

Dec. 31, 2011

Income Taxes [Abstract]

Income Taxes

19.      Income Taxes:

The principal components of deferred taxes at December 31, 2011 and 2010 are as follows (in thousands):

	2011			2010
Deferred Tax Asset:
Securities valuation reserves	$	49,893		$	52,444
Other assets		78,289			85,490
NOL carryover		1,730,465			1,962,914
Intangible assets, net and goodwill		23,037			–
Other liabilities		12,386			23,433
		1,894,070			2,124,281
Valuation allowance		(109,181	)		(109,181	)
		1,784,889			2,015,100
Deferred Tax Liability:
Unrealized gains on investments		(148,007	)		(822,095	)
Property and equipment		(45,784	)		(4,452	)
Other		(6,212	)		(12,995	)
		(200,003	)		(839,542	)
Net deferred tax asset	$	1,584,886		$	1,175,558

As of December 31, 2011, the Company had consolidated federal NOLs of $1,228,800,000 that may be used to offset the taxable income of any member of the Company's consolidated tax group.  In addition, the Company has $3,509,350,000 of federal NOLs that are only available to offset the taxable income of certain subsidiaries.  Unused NOLs that expire prior to 2020 aggregate $2,568,000.  The Company also has various state NOLs that expire at different times, which are reflected in the above table to the extent the Company estimates its future taxable income will be apportioned to those states.  Uncertainties that may affect the utilization of the Company's tax attributes include future operating results, tax law changes, rulings by taxing authorities regarding whether certain transactions are taxable or deductible and expiration of carryforward periods.

At December 31, 2010, the Company concluded that it was more likely than not that it would have future taxable income sufficient to realize a significant portion of the Company's net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.  See Note 2 for more information.

Under certain circumstances, the ability to use the NOLs and future deductions could be substantially reduced if certain changes in ownership were to occur.  In order to reduce this possibility, the Company's certificate of incorporation includes a charter restriction that prohibits transfers of the Company's common stock under certain circumstances.

The provision (benefit) for income taxes for each of the three years in the period ended December 31, 2011 was as follows, excluding amounts allocated to income (losses) related to associated companies and discontinued operations (in thousands):

	2011		2010			2009
State income taxes	$	9,230	$	5,512		$	(1,798	)
Resolution of state tax contingencies		-		(600	)		(2,025	)
Federal income taxes:
Deferred		238,060		-			-
Decrease in valuation allowance		-		(1,157,111	)		-
Foreign income taxes		23,026		15,231			11,023
	$	270,316	$	(1,136,968	)	$	7,200

At December 31, 2009, the Company had a full valuation allowance against its net federal deferred tax asset, including its available NOLs.  As a result, the Company did not record any regular federal income tax expense for 2009.  Prior to September 30, 2010, the Company had been recording provisions or benefits for deferred federal minimum taxes payable, due to unrealized security gains reflected in accumulated other comprehensive income and in income related to associated companies.  If these gains were realized, the Company would be able to use its NOLs to fully offset the federal income taxes that would be due, but prior to the election described below the Company would have to pay federal minimum taxes.  Although the payment of federal minimum taxes generates a minimum tax credit carryover, prior to the fourth quarter of 2010 it would have been fully reserved for in the net deferred tax asset valuation allowance.  Accordingly, for the year ended December 31, 2009, the Company recorded provisions for deferred federal minimum taxes payable of $22,678,000 and $11,594,000 in accumulated other comprehensive income and income related to associated companies, respectively.

The Worker, Homeownership, and Business Assistance Act of 2009 provided taxpayers a special election for extended net operating loss carryback benefits, and with respect to any net operating loss for which the election was made, eliminated the limitation that applies to using the NOL to reduce alternative minimum taxable income.  In 2010, the Internal Revenue Service provided additional guidance with respect to application of the law, and the Company made the election with respect to its 2008 NOL.  As a result, approximately $1,940,000,000 of the NOLs referred to above can be used to fully offset federal minimum taxable income, and no federal regular or minimum income tax would be payable on such income.  During 2010, the Company reversed deferred federal minimum tax liabilities which had been recorded in prior periods of $11,594,000 to income related to associated companies and $22,678,000 to accumulated other comprehensive income.

The table below reconciles the expected statutory federal income tax to the actual income tax provision (benefit) (in thousands):

	2011		2010			2009
Expected federal income tax	$	237,109	$	134,029		$	(100,762	)
State income taxes, net of federal income tax benefit		6,885		5,512			(1,798	)
Decrease in valuation allowance		-		(1,157,111	)		-
Tax expense not provided on income recorded prior to the reversal of
deferred tax valuation allowance		-		(139,108	)		-
Tax benefit of current year losses fully reserved in valuation allowance		-		-			118,285
Accounting expense for warrants in excess of tax deduction		7,141		-			-
Resolution of tax contingencies		-		(600	)		(2,025	)
Permanent differences		2,552		5,079			(17,523	)
Foreign taxes		14,967		15,231			11,023
Other		1,662		-			-
Actual income tax provision (benefit)	$	270,316	$	(1,136,968	)	$	7,200

Reflected above as resolution of tax contingencies are reductions to the Company's income tax provision for the expiration of the applicable statute of limitations and the favorable resolution of certain federal and state income tax contingencies.

The following table reconciles the total amount of unrecognized tax benefits as of the beginning and end of the periods presented (in thousands):

	Unrecognized
	Tax Benefits			Interest			Total
As of January 1, 2009	$	7,900		$	3,200		$	11,100
Additions to unrecognized tax benefits		200			-			200
Additional interest expense recognized		-			600			600
Audit payments		(200	)		(100	)		(300	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(1,200	)		(800	)		(2,000	)
Balance, December 31, 2009		6,700			2,900			9,600
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		(100	)		(100	)		(200	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(300	)		(300	)		(600	)
Balance, December 31, 2010		6,300			3,000			9,300
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		-			-			-
Reductions as a result of the lapse of the statute of
limitations and completion of audits		-			-			-
Balance, December 31, 2011	$	6,300		$	3,500		$	9,800

If recognized, the total amount of unrecognized tax benefits reflected in the table above would lower the Company's effective income tax rate.  Over the next twelve months, the Company believes it is reasonably possible that the aggregate amount of unrecognized tax benefits related to uncertain tax positions will decrease by approximately $300,000 upon the resolution of certain assessments.  The statute of limitations with respect to the Company's federal income tax returns has expired for all years through 2007.  The Company's New York State and New York City income tax returns are currently being audited for the 2006 to 2008 period.

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Other Results Of Operations Information

12 Months Ended

Dec. 31, 2011

Other Results Of Operations Information [Abstract]

Other Results of Operations Information

18.      Other Results of Operations Information:

Investment and other income for each of the three years in the period ended December 31, 2011 consists of the following (in thousands):

	2011		2010		2009
Interest on fixed maturity investments	$	30,996	$	22,148	$	26,784
Dividend income		18,359		3,654		3,944
Other investment income		608		1,153		1,349
Income related to Fortescue's Pilbara project (see Note 6)		214,455		149,257		66,079
Gain on sale of Las Cruces		–		383,369		–
Gain on forgiveness of debt		81,848		–		–
Gains on sale of real estate and other assets, net of costs		2,115		2,559		12,767
Income related to settlement of insurance claims		–		106		5,272
Gain related to lawsuits and other settlements		141		3,446		10,453
Gain on buyback of debt		–		–		6,693
Government grants reimbursement		5,366		11,143		–
Rental income		11,126		12,417		14,149
Winery revenues		38,161		23,569		20,735
Other		27,836		36,525		39,675
	$	431,011	$	649,346	$	207,900

As reflected in the table above, other income for the other operations segment includes government grants that reimbursed the Company for certain of its prior expenditures related to energy projects, which were fully expensed as incurred.

Taxes, other than income or payroll, amounted to $19,760,000, $19,965,000 and $17,947,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Advertising costs amounted to $11,282,000, $10,161,000 and $9,233,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Research and development costs charged to expense were $22,152,000, $5,476,000 and $3,525,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

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Indebtedness (Schedule Of Debt Repurchases) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended					12 Months Ended					12 Months Ended					12 Months Ended					12 Months Ended								12 Months Ended
	Dec. 31, 2011 Parent Company [Member]	Dec. 31, 2010 Parent Company [Member]	Dec. 31, 2009 Parent Company [Member]	Dec. 31, 2011 7 3/4% Senior Notes Due 2013 [Member]	Dec. 31, 2010 7 3/4% Senior Notes Due 2013 [Member]	Dec. 31, 2010 7 3/4% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2011 7 3/4% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2009 7 3/4% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2011 7% Senior Notes Due 2013 [Member]	Dec. 31, 2010 7% Senior Notes Due 2013 [Member]	Dec. 31, 2010 7% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2009 7% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2011 7% Senior Notes Due 2013 [Member] Parent Company [Member]	Dec. 31, 2011 7 1/8% Senior Notes Due 2017 [Member]	Dec. 31, 2010 7 1/8% Senior Notes Due 2017 [Member]	Dec. 31, 2011 7 1/8% Senior Notes Due 2017 [Member] Parent Company [Member]	Dec. 31, 2010 7 1/8% Senior Notes Due 2017 [Member] Parent Company [Member]	Dec. 31, 2009 7 1/8% Senior Notes Due 2017 [Member] Parent Company [Member]	Dec. 31, 2011 8 1/8% Senior Notes Due 2015 [Member]	Dec. 31, 2010 8 1/8% Senior Notes Due 2015 [Member]	Dec. 31, 2011 8 1/8% Senior Notes Due 2015 [Member] Parent Company [Member]	Dec. 31, 2010 8 1/8% Senior Notes Due 2015 [Member] Parent Company [Member]	Dec. 31, 2009 8 1/8% Senior Notes Due 2015 [Member] Parent Company [Member]	Dec. 31, 2011 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2010 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Apr. 30, 2004 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2011 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member]	Dec. 31, 2010 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member]	Dec. 31, 2011 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member] Parent Company [Member]	Dec. 31, 2010 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member] Parent Company [Member]	Dec. 31, 2009 8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member] Parent Company [Member]
Debt Instrument [Line Items]
Principal amounts repurchased	$ 77,569	$ 76,846	$ 42,055			$ 5,500					$ 27,200	$ 35,555				$ 54,860	$ 22,000				$ 21,359	$ 20,000							$ 1,350	$ 2,146	$ 6,500
Interest rate				7.75%	7.75%	7.75%	7.75%	7.75%	7.00%	7.00%	7.00%	7.00%	7.00%	7.125%	7.125%	7.125%	7.125%	7.125%	8.125%	8.125%	8.125%	8.125%	8.125%	3.75%	3.75%	3.75%	8.65%	8.65%	8.65%	8.65%	8.65%

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2011

Income Taxes [Abstract]

Schedule Of Principal Components Of Deferred Taxes

	2011			2010
Deferred Tax Asset:
Securities valuation reserves	$	49,893		$	52,444
Other assets		78,289			85,490
NOL carryover		1,730,465			1,962,914
Intangible assets, net and goodwill		23,037			–
Other liabilities		12,386			23,433
		1,894,070			2,124,281
Valuation allowance		(109,181	)		(109,181	)
		1,784,889			2,015,100
Deferred Tax Liability:
Unrealized gains on investments		(148,007	)		(822,095	)
Property and equipment		(45,784	)		(4,452	)
Other		(6,212	)		(12,995	)
		(200,003	)		(839,542	)
Net deferred tax asset	$	1,584,886		$	1,175,558

Schedule Of Provision (Benefit) For Income Taxes

	2011		2010			2009
State income taxes	$	9,230	$	5,512		$	(1,798	)
Resolution of state tax contingencies		-		(600	)		(2,025	)
Federal income taxes:
Deferred		238,060		-			-
Decrease in valuation allowance		-		(1,157,111	)		-
Foreign income taxes		23,026		15,231			11,023
	$	270,316	$	(1,136,968	)	$	7,200

Schedule Of Reconciliation Of Expected Statutory Federal Income Tax To Actual Income Tax Provision (Benefit)

	2011		2010			2009
Expected federal income tax	$	237,109	$	134,029		$	(100,762	)
State income taxes, net of federal income tax benefit		6,885		5,512			(1,798	)
Decrease in valuation allowance		-		(1,157,111	)		-
Tax expense not provided on income recorded prior to the reversal of
deferred tax valuation allowance		-		(139,108	)		-
Tax benefit of current year losses fully reserved in valuation allowance		-		-			118,285
Accounting expense for warrants in excess of tax deduction		7,141		-			-
Resolution of tax contingencies		-		(600	)		(2,025	)
Permanent differences		2,552		5,079			(17,523	)
Foreign taxes		14,967		15,231			11,023
Other		1,662		-			-
Actual income tax provision (benefit)	$	270,316	$	(1,136,968	)	$	7,200

Schedule Of Reconciliation Of Unrecognized Tax Benefits

	Unrecognized
	Tax Benefits			Interest			Total
As of January 1, 2009	$	7,900		$	3,200		$	11,100
Additions to unrecognized tax benefits		200			-			200
Additional interest expense recognized		-			600			600
Audit payments		(200	)		(100	)		(300	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(1,200	)		(800	)		(2,000	)
Balance, December 31, 2009		6,700			2,900			9,600
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		(100	)		(100	)		(200	)
Reductions as a result of the lapse of the statute of
limitations and completion of audits		(300	)		(300	)		(600	)
Balance, December 31, 2010		6,300			3,000			9,300
Additions to unrecognized tax benefits		-			-			-
Additional interest expense recognized		-			500			500
Audit payments		-			-			-
Reductions as a result of the lapse of the statute of
limitations and completion of audits		-			-			-
Balance, December 31, 2011	$	6,300		$	3,500		$	9,800

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Investments (Tables)

12 Months Ended

Dec. 31, 2011

Investment [Line Items]

Amortized Cost, Gross Unrealized Gains And Losses And Estimated Fair Value Of Available For Sale Investments Classified As Current Assets

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government and agencies	$	139,940	$	13	$	1	$	139,952
All other corporates		5,649		70		–		5,719
Total fixed maturities		145,589		83		1		145,671
Other investments		1,005		–		699		306
Total current available for sale investments	$	146,594	$	83	$	700	$	145,977
2010
Bonds and notes:
U.S. Government and agencies	$	246,996	$	21	$	–	$	247,017
All other corporates		6,277		300		5		6,572
Total fixed maturities	$	253,273	$	321	$	5	$	253,589

Amounts Recognized In Consolidated Statements Of Operation Related To Notes Receivable

	2011		2010		2009
Classified as investment and other income:
Interest income on FMG Note	$	214,455	$	149,257	$	66,079
Interest accreted on zero-coupon note component	$	4,533	$	4,030	$	3,582
Amortization expense on prepaid mining interest	$	11,800	$	9,943	$	7,293

Amortized Cost, Gross Unrealized Gains And Losses And Estimated Fair Value Of Available For Sale Investments Classified As Non-Current Assets

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government-Sponsored Enterprises	$	609,617	$	12,683	$	109	$	622,191
All other corporates		66,960		636		1,054		66,542
Total fixed maturities		676,577		13,319		1,163		688,733
Equity securities:
Common stocks:
Banks, trusts and insurance companies		22,084		28,887		–		50,971
Industrial, miscellaneous and all other		644,717		669,270		299		1,313,688
Total equity securities		666,801		698,157		299		1,364,659
Other investments		995		–		494		501
	$	1,344,373	$	711,476	$	1,956	$	2,053,893
2010
Bonds and notes:
U.S. Government and agencies	$	7,806	$	–	$	90	$	7,716
U.S. Government-Sponsored Enterprises		815,066		10,564		2,247		823,383
All other corporates		191,851		917		235		192,533
Total fixed maturities		1,014,723		11,481		2,572		1,023,632
Equity securities:
Common stocks:
Banks, trusts and insurance companies		16,340		32,936		–		49,276
Industrial, miscellaneous and all other		760,594		1,833,229		492		2,593,331
Total equity securities		776,934		1,866,165		492		2,642,607
	$	1,791,657	$	1,877,646	$	3,064	$	3,666,239

Amortized Cost And Estimated Fair Value Of Non-Current Investments Classified As Available For Sale By Contractual Maturity

	Amortized		Estimated
	Cost		Fair Value
	(In thousands)
Due after one year through five years	$	24,918	$	25,024
Due after five years through ten years		–		–
Due after ten years		–		–
		24,918		25,024
Mortgage-backed and asset-backed securities		651,659		663,709
	$	676,577	$	688,733

Current Investments [Member]

Investment [Line Items]

Summary Of Investments

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		and Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale	$	146,594	$	145,977	$	253,273	$	253,589
Other investments, including accrued interest income		4,113		4,158		11,067		10,983
Total current investments	$	150,707	$	150,135	$	264,340	$	264,572

Non-Current Investments [Member]

Investment [Line Items]

Summary Of Investments

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		And Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale:
Fortescue	$	115,703	$	569,256	$	219,723	$	1,659,617
Inmet		504,006		708,193		504,006		862,481
Other investments available for sale		724,664		776,444		1,067,928		1,144,141
Other investments:
Private equity funds		85,528		85,528		86,944		86,944
Non-agency mortgage-backed bond
securitization portfolio		1,649		1,649		3,304		3,304
FMG zero coupon note component		40,801		40,801		36,268		36,268
Other non-publicly traded investments		45,298		45,004		40,114		39,904
Total non-current investments	$	1,517,649	$	2,226,875	$	1,958,287	$	3,832,659

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Pension Plans And Postretirement Benefits

12 Months Ended

Dec. 31, 2011

Pension Plans And Postretirement Benefits [Abstract]

Pension Plans And Postretirement Benefits

20.      Pension Plans and Postretirement Benefits:

Prior to 1999, the Company maintained a defined benefit pension plan covering employees of certain units who met age and service requirements.  This plan was frozen in 1998; in 2010 the plan was terminated and settled.  A contribution of $9,636,000 was made to the plan and the Company recognized a settlement charge of $12,728,000 during 2010.

Pursuant to the WilTel sale agreement the responsibility for WilTel's defined benefit pension plan was retained by the Company.  All benefits under this plan were frozen as of the date of sale.

A summary of activity with respect to defined benefit pension plans for 2011 and 2010 is as follows (in thousands):

	2011			2010
Projected Benefit Obligation:
Projected benefit obligation at beginning of period	$	207,889		$	235,846
Interest cost		11,233			12,295
Actuarial loss		39,028			19,313
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Projected benefit obligation at December 31,	$	251,949		$	207,889
Change in Plan Assets:
Fair value of plan assets at beginning of period	$	145,124		$	167,652
Actual return on plan assets		7,166			6,898
Employer contributions		43,823			32,511
Settlement payment		–			(50,200	)
Benefits paid		(6,201	)		(9,365	)
Administrative expenses		(1,036	)		(2,372	)
Fair value of plan assets at December 31,	$	188,876		$	145,124
Funded Status at end of year	$	(63,073	)	$	(62,765	)

As of December 31, 2011 and 2010, $104,424,000 and $68,094,000, respectively, of the net amount recognized in the consolidated balance sheet was reflected as a charge to accumulated other comprehensive income (loss) (substantially all of which were cumulative losses) and $63,073,000 and $62,765,000, respectively, was reflected as accrued pension cost.

Employer contributions expected to be paid in 2012 are $3,000,000.

Pension expense related to the defined benefit pension plans charged to results of continuing operations included the following components (in thousands):

	2011			2010			2009
Interest cost	$	11,233		$	11,944		$	12,433
Expected return on plan assets		(6,091	)		(7,936	)		(7,679	)
Actuarial loss		2,659			1,929			2,290
Amortization of prior service cost		-			2			3
Net pension expense	$	7,801		$	5,939		$	7,047

At December 31, 2011, the plan's assets at fair value consisted of the following (in thousands):

			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other  Observable Inputs (Level 2)
Cash and cash equivalents	$	15,479	$	15,479	$	–
Bonds and notes:
U.S. Government and agencies		27,076		27,076		–
Foreign governments		2,185		2,185		–
All other corporates		126,035		123,689		2,346
Other (primarily receivable on sale
of securities)		18,101		18,101		–
Total	$	188,876	$	186,530	$	2,346

At December 31, 2010, the plan's assets at fair value consisted of the following (in thousands):

			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)
Cash and cash equivalents	$	21,748	$	21,748
Bonds and notes:
U.S. Government and agencies		9,154		9,154
U.S. Government-Sponsored  Enterprises		3,040		3,040
States, municipalities and political
subdivisions		325		325
All other corporates		110,857		110,857
Total	$	145,124	$	145,124

The estimated fair values for securities measured using Level 1 inputs are determined using publicly quoted market prices in active markets.  Certain of the corporate bonds are measured using Level 2 inputs.  Although these bonds trade in brokered markets, the market for certain bonds is sometimes inactive.  The fair values of these investments are based on reported trading prices, bid and ask prices and quotes obtained from independent market makers in the securities.  At December 31, 2011, the plan did not have any fair value measurements using unobservable inputs (Level 3).

The current investment objectives are designed to minimize investment losses due to rising interest rates while providing a stable and predictable stream of investment income.  To further mitigate investment losses, the Company has placed certain investment restrictions and limitations over plan assets.  The restrictions and limitations include the following:

·   Fixed income securities will all be rated BBB- or better at the time of purchase, there will be no more than 5% at market in any one security (U.S. government and agency positions excluded), no more than a 30-year maturity in any one security and investments in standard collateralized mortgage obligations are limited to securities that are currently paying interest, receiving principal, do not contain leverage and are limited to 10% of the market value of the portfolio.

·   Plan assets are split into two separate portfolios, each with different duration and asset mix. The Investment Grade ("IG") portfolio consists of investment grade fixed income corporate bonds with a maximum duration of 5 years.  The Fixed Income ("FI") portfolio consists of investment grade bonds, short and mid-term government instruments, and cash and cash equivalents with a maximum duration of 2 years.

The IG and FI portfolios are managed to maximize the value of plan assets by minimizing exposure to changes in market interest rates.  This investment strategy provides the Company with more flexibility in managing the plan should interest rates rise and result in a decrease in the discounted value of benefit obligations.

To develop the assumption for the expected long-term rate of return on plan assets, the Company considered the following underlying assumptions: 2.5% current expected inflation, 1.5% to 1.7% real rate of return for short duration risk-free investments, .2% inflation risk premium and .75% default risk premium for the portion of the portfolio invested in corporate bonds.  The Company then weighted these assumptions based on invested assets and assumed that investment expenses were offset by expected returns in excess of benchmarks, which resulted in the selection of the 4.25% expected long-term rate of return assumption for 2011.

Changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for the years ended December 31, 2011, 2010 and 2009 are as follows (in thousands):

	2011			2010			2009
Net loss arising during period	$	(38,989	)	$	(23,120	)	$	(5,161	)
Settlement charge		–			16,891			–
Recognition of amortization in net periodic    benefit cost:
Prior service cost		–			2			3
Actuarial loss		2,659			2,095			2,435
Total	$	(36,330	)	$	(4,132	)	$	(2,723	)

The estimated net loss for the defined benefit pension plan that will be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost in 2012 is $5,928,000.

The Company uses a December 31 measurement date for its plans.  Excluding the defined pension benefit plan terminated in 2010, the assumptions used relating to the defined benefit pension plan is as follows:

	2011			2010
Discount rate used to determine benefit
obligation at December 31,		4.40	%		5.50	%
Weighted-average assumptions used to determine
net cost for years ended December 31,:
Discount rate		5.50	%		6.00	%
Expected long-term return on plan assets		4.25	%		6.00	%

The following pension benefit payments are expected to be paid (in thousands):

2012	$	4,453
2013		4,784
2014		6,371
2015		8,360
2016		9,243
2017 – 2021		67,536

The Company and its consolidated subsidiaries have defined contribution pension plans covering certain employees.  Contributions and costs are a percent of each covered employee's salary.  Amounts charged to expense related to such plans were $2,724,000, $2,148,000 and $2,288,000 for the years ended December 31, 2011, 2010 and 2009, respectively.

Several subsidiaries provide certain health care and other benefits to certain retired employees under plans which are currently unfunded.  The Company pays the cost of postretirement benefits as they are incurred.  Accumulated postretirement benefit obligations and amounts recognized in the consolidated statements of operations and in accumulated other comprehensive income (loss) were not significant.

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Derivative Instruments

12 Months Ended

Dec. 31, 2011

Derivative Instruments [Abstract]

Derivative Instruments

21.      Derivative Instruments:

As part of National Beef's operations, it is exposed to market risks from changes in commodity prices.  To manage these risks, National Beef may enter into forward purchase contracts for cattle and exchange traded futures contracts for cattle or grain.   While these instruments help mitigate market risks, they are not designated and accounted for as hedges; accordingly, the gains and losses associated with changes in fair value of derivative financial instruments are recorded to net sales or cost of goods sold in the period of change.  Certain firm commitments for live cattle purchases and all firm commitments for boxed beef sales are designated as normal purchases and sales and not recorded at fair value.

Exchange-traded contracts have been entered into under a master netting agreement.  None of the derivatives entered into have credit-related contingent features.  National Beef has $10,683,000 in cash collateral posted for its derivative liabilities which is included in prepaids and other current assets as of December 31, 2011.  See Note 25 for fair value information on National Beef's commodity contracts.

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Consolidated Statements Of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Net cash flows from operating activities:
Net income	$ 24,956	$ 1,940,236	$ 548,595
Adjustments to reconcile net income to net cash provided by (used for) operations:
Deferred income tax provision (benefit)	22,424	(1,166,417)	19,612
Depreciation and amortization of property, equipment and leasehold improvements	68,059	78,975	61,946
Other amortization	27,174	25,755	24,431
Share-based compensation	23,264	4,260	11,106
Excess tax benefit from exercise of stock options	(242)	(189)	(15)
Provision for doubtful accounts	750	3,003	2,615
Net securities (gains) losses	(641,476)	(179,494)	21,106
(Income) losses related to associated companies	612,362	(375,021)	(805,803)
Distributions from associated companies	39,716	454,094	36,692
Net (gains) losses related to real estate, property and equipment, and other assets	(95,687)	(320,274)	46,074
Income related to Fortescue's Pilbara project, net of proceeds received	(24,222)	22,887	(66,079)
Bargain purchase gain related to Keen			(49,345)
Common shares received in connection with lawsuit resolution			(15,222)
(Gain) loss on buyback of debt	6,352	5,138	(6,693)
Loss on debt conversion			25,990
(Gain) loss on disposal of discontinued operations	(9,669)	(60,997)
Change in estimated litigation reserve	(2,241)	14,099
Pension plan settlement charge		12,728
Investments classified as trading, net			(1,132)
Net change in:
Restricted cash	1,601	(473)	(115)
Trade, notes and other receivables	92	(11,496)	14,222
Prepaids and other assets	(7,248)	(3,470)	11,679
Trade payables and expense accruals	(7,418)	36,608	(13,778)
Other liabilities	(34,459)	(29,603)	358
Deferred revenue	(476)	(16,972)	(16,670)
Income taxes payable	6,091	(466)	17,462
Other	(619)	(1,645)	(434)
Net cash provided by (used for) operating activities	9,084	431,266	(133,398)
Net cash flows from investing activities:
Acquisition of property, equipment and leasehold improvements	(38,586)	(44,344)	(23,566)
Acquisitions of and capital expenditures for real estate investments	(8,032)	(8,173)	(10,095)
Proceeds from disposals of real estate, property and equipment, and other assets	26,434	155,961	26,158
Proceeds from (payments related to) disposal of discontinued operations, net of expenses and cash of operations sold	10,922	59,380
Acquisitions, net of cash acquired	(1,019,041)	(11,261)	(3,134)
Proceeds from lawsuits and other settlements		3,565	9,500
Net change in restricted cash	10,519	717	655
Advances on notes and other receivables	(4,511)	(8,595)	(4,172)
Collections on notes, loans and other receivables	19,392	22,062	28,835
Investments in associated companies	(700,624)	(322,730)	(282,271)
Capital distributions and loan repayment from associated companies	323,936	503,519	105,735
Purchases of investments (other than short-term)	(3,532,925)	(1,779,821)	(2,235,140)
Proceeds from maturities of investments	506,061	284,873	344,724
Proceeds from sales of investments	4,227,660	939,821	2,114,177
Other	3,498	(3,692)	565
Net cash provided by (used for) investing activities	(175,297)	(208,718)	71,971
Net cash flows from financing activities:
Issuance of debt, net of issuance costs	93,116	211,695	50,122
Reduction of debt	(144,558)	(94,999)	(42,966)
Purchase of interest in subsidiary by noncontrolling interest	7,500
Premium paid on debt conversion			(25,990)
Issuance of common shares	7,126	11,295	958
Purchase of common shares for treasury	(155)	(18)
Excess tax benefit from exercise of stock options	242	189	15
Dividends paid	(61,146)	(60,952)
Other	(8,762)	(2,546)	(4,087)
Net cash provided by (used for) financing activities	(106,637)	64,664	(21,948)
Net increase (decrease) in cash and cash equivalents	(272,850)	287,212	(83,375)
Cash and cash equivalents at January 1, including cash classified as current assets of discontinued operations	441,340	154,128	237,503
Cash and cash equivalents at December 31, including cash classified as current assets of discontinued operations	168,490	441,340	154,128
Supplemental disclosures of cash flow information:
Interest	112,771	123,857	129,598
Income tax payments (refunds), net	26,175	22,227	(4,364)
Non-cash financing activities:
Issuance of common shares for debt conversion			$ 123,529

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Commitments And Contingencies

12 Months Ended

Dec. 31, 2011

Commitments And Contingencies [Abstract]

Commitments And Contingencies

22.      Commitments and Contingencies:

The Company and its subsidiaries rent office space and office equipment under noncancellable operating leases with terms varying principally from one to thirty years.  Rental expense (net of sublease rental income) was $10,716,000 in 2011, $11,319,000 in 2010 and $11,129,000 in 2009.  Future minimum annual rentals (exclusive of month-to-month leases, real estate taxes, maintenance and certain other charges) under these leases at December 31, 2011 are as follows (in thousands):

2012	$	20,719
2013		18,535
2014		15,988
2015		10,844
2016		6,807
Thereafter		32,926
		105,819
Less:  sublease income		(986	)
	$	104,833

Pursuant to an agreement that was entered into before the Company sold CDS to HomeFed in 2002, the Company agreed to obtain project improvement bonds for the San Elijo Hills project.  These bonds, which are for the benefit of the City of San Marcos, California and other government agencies, are required prior to the commencement of any development at the project.  CDS is responsible for paying all third party fees related to obtaining the bonds.  Should the City or others draw on the bonds for any reason, CDS and one of its subsidiaries would be obligated to reimburse the Company for the amount drawn.  At December 31, 2011, $1,224,000 was outstanding under these bonds, substantially all of which expires in 2012 and 2013.

As more fully discussed in Note 4, the Company has agreed to reimburse Berkshire Hathaway for up to one-half of any losses incurred under a $2,500,000,000 surety policy securing outstanding commercial paper issued by an affiliate of Berkadia.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

The Hard Rock Biloxi's casino is constructed over water on concrete pilings; however, the threat of hurricanes is a risk to the facility.  Premier's current insurance policy provides up to $242,000,000 in coverage for damage to real and personal property including business interruption coverage.  The coverage is provided by a panel of U.S., Bermuda and London based insurers and is comprised of a $50,000,000 primary layer and three excess layers.  The coverage is syndicated through several insurance carriers, each with an A.M. Best Rating of A- (Excellent) or better.  Although the insurance policy is an all risk policy, any loss resulting from a weather catastrophe occurrence, which is defined to include damage caused by a named storm, is sublimited to $100,000,000 with a deductible of $5,000,000.

Effective December 30, 2004, National Beef finalized an agreement with the City of Dodge City, Kansas, whereby in consideration of certain improvements made to the city water and wastewater systems, National Beef committed to make a series of service charge payments totaling $19,300,000 over a 20 year period.  Payments under the commitment will be $800,000 in each of the years 2012 through 2016, with the remaining balance of $6,500,000 to be paid in subsequent years.

National Beef makes verbal commitments to cattle producers to purchase cattle approximately one week in advance of delivery of those cattle to its plants. The actual value paid for these cattle is determined after the cattle are delivered, weighed and inspected at the Company's facilities. The total value of verbal commitments to purchase cattle as of December 31, 2011 was $101,399,000.

All of Linkem's outstanding shares, including the shares owned by the Company, are pledged as collateral for its bank credit line, which was fully drawn at December 31, 2011.

Subsidiaries of the Company have outstanding letters of credit aggregating $36,524,000 at December 31, 2011.

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Discontinued Operations (Summary Of Results Of Discontinued Operations) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Income tax benefit	$ (1,072)	$ (2,350)	$ (57)
Telecommunications [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues of discontinued operations		276,253	426,027
Cost of sales - telecommunications		235,943	363,885
Oil And Gas Drilling Services [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues of discontinued operations	133,782	116,542	11,102
Direct operating expenses	100,639	93,281	8,830
Property Management And Services [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues of discontinued operations		87,039	112,796
Direct operating expenses		62,595	92,421
Investment And Other Income [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues of discontinued operations	3,316	10,545	54,328
Discontinued Operating Companies [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues of discontinued operations	137,098	490,379	604,253
Interest	141	1,249	237
Salaries and incentive compensation	5,445	15,364	17,153
Depreciation and amortization	21,051	32,531	11,541
Selling, general and other expenses	10,011	84,841	73,267
Total expenses	137,287	525,804	567,334
Income (loss) from discontinued operations before income taxes	(189)	(35,425)	36,919
Income tax benefit	(1,072)	(2,350)	(57)
Income (loss) from discontinued operations after income taxes	$ 883	$ (33,075)	$ 36,976

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Pension Plans And Postretirement Benefits (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Defined Benefit Plan Disclosure [Line Items]
Pension plan settlement charge		$ 12,728,000
Current expected inflation rate	2.50%
Short duration risk-free real rate of return, minimum	1.50%
Short duration risk-free real rate of return, maximum	1.70%
Inflation risk premium rate	0.20%
Default risk premium rate	0.75%
Expected long-term rate of return assumption	4.25%
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, contributions by employer	43,823,000	32,511,000
Charge to accumulated other comprehensive income (loss)	104,424,000	68,094,000
Accrued pension cost	63,073,000	62,765,000
Employer contributions expected next year	3,000,000
Expected long-term rate of return assumption	4.25%	6.00%
Estimated net loss expected to be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost for next year	5,928,000
Frozen Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, contributions by employer		9,636,000
Pension plan settlement charge		12,728,000
Defined Contribution Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Pension expense	$ 2,724,000	$ 2,148,000	$ 2,288,000
Investment Grade Portfolio [Member]
Defined Benefit Plan Disclosure [Line Items]
Maximum duration in years, bonds	5
Fixed Income Portfolio [Member]
Defined Benefit Plan Disclosure [Line Items]
Maximum duration in years, bonds	2
Investments Restrictions And Limitations [Member] | Plan Assets [Member]
Defined Benefit Plan Disclosure [Line Items]
Maximum percentage of a single security	5.00%
Maturity limit in any one security, years	30
Percentage of maximum market value of the portfolio in collateralized mortgage obligations	10.00%

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Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2011

Significant Accounting Policies [Abstract]

Impairment Charges For Securities

	2011		2010		2009
Publicly traded securities	$	3,243	$	–	$	14,384
Non-public securities and private equity funds		8		767		2,224
Non-agency mortgage-backed bond securitizations		335		1,707		14,812
Totals	$	3,586	$	2,474	$	31,420

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Accumulated Other Comprehensive Income (Tables)

12 Months Ended

Dec. 31, 2011

Accumulated Other Comprehensive Income [Abstract]

Summary Of Accumulated Other Comprehensive Income, Net Of Taxes

	2011			2010			2009
Net unrealized gains on investments	$	998,151		$	1,749,757		$	1,034,164
Net unrealized foreign exchange gains (losses)		(3,168	)		(3,838	)		4,024
Net unrealized gains on derivative instruments		–			–			1,005
Net minimum pension liability		(83,537	)		(60,177	)		(56,948	)
Net postretirement benefit		975			1,621			2,787
	$	912,421		$	1,687,363		$	985,032

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Investments In Associated Companies (Jefferies) (Narrative) (Details) (Jefferies Group Inc [Member], USD $)	12 Months Ended
	Dec. 31, 2011
Jefferies Group Inc [Member]
Aggregate shares owned	58,006,024
Percentage of shares owned	29.00%
Aggregate investment	$ 980,109,000
Shares acquired	8,654,639
Cash consideration	$ 167,753,000

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
ASSETS
Cash and cash equivalents	$ 168,490	$ 441,340
Investments	150,135	264,572
Trade, notes and other receivables, net	339,010	123,012
Inventory	354,578	58,280
Current deferred tax asset	144,281
Prepaids and other current assets	64,889	46,983
Current assets of discontinued operations	32,096	51,403
Total current assets	1,253,479	985,590
Non-current investments ($432,768 and $413,858 collateralizing current liabilities)	2,226,875	3,832,659
Intangible assets, net and goodwill	876,589	42,636
Deferred tax asset, net	1,440,605	1,175,558
Other assets	407,370	445,788
Property, equipment and leasehold improvements, net	884,109	410,214
Investments in associated companies ($1,198,029 and $1,314,227 measured using fair value option)	1,991,795	2,274,163
Non-current assets of discontinued operations	182,367	183,690
Total	9,263,189	9,350,298
LIABILITIES
Trade payables and expense accruals	374,321	167,224
Other current liabilities	41,570	25,987
Securities sold under agreements to repurchase	417,479	401,121
Debt due within one year	29,264	133,451
Current liabilities of discontinued operations	14,498	20,057
Total current liabilities	877,132	747,840
Other non-current liabilities	96,316	90,516
Long-term debt	1,874,389	1,546,655
Non-current liabilities of discontinued operations	1,182	1,906
Total liabilities	2,849,019	2,386,917
Commitments and contingencies
Redeemable noncontrolling interests in subsidiary	235,909
EQUITY
Common shares, par value $1 per share, authorized 600,000,000 shares; 244,582,588 and 243,808,147 shares issued and outstanding, after deducting 47,006,711 and 47,525,707 shares held in treasury	244,583	243,808
Additional paid-in capital	1,570,684	1,542,964
Accumulated other comprehensive income	912,421	1,687,363
Retained earnings	3,446,708	3,482,623
Total Leucadia National Corporation shareholders' equity	6,174,396	6,956,758
Noncontrolling interest	3,865	6,623
Total equity	6,178,261	6,963,381
Total	$ 9,263,189	$ 9,350,298

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Trade, Notes And Other Receivables, Net (Tables)

12 Months Ended

Dec. 31, 2011

Trade, Notes And Other Receivables, Net [Abstract]

Summary Of Current Trade, Notes And Other Receivables, Net

	2011			2010
Trade receivables	$	206,331		$	15,982
Accrued interest on FMG Note		107,881			83,659
Receivables related to securities		4,572			9,977
Receivables relating to real estate activities		4,707			4,696
Other		19,376			13,391
		342,867			127,705
Allowance for doubtful accounts		(3,857	)		(4,693	)
Total current trade, notes and other receivables, net	$	339,010		$	123,012

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Trade Payables And Expense Accruals (Summary Of Trade Payables And Expense Accruals) (Details) (USD $)	Dec. 31, 2011	Dec. 31, 2010	Apr. 30, 2011 Premier [Member]
Trade payables	$ 80,960,000	$ 13,900,000
Book overdrafts	92,254,000	3,177,000
Cattle purchases payable	31,431,000
Payables related to securities	955,000	1,878,000
Accrued compensation, severance and other employee benefits	89,061,000	66,516,000
Accrued legal and professional fees	18,364,000	7,338,000
Accrued litigation settlement		11,229,000	9,000,000
Taxes other than income	9,207,000	4,332,000
Accrued interest payable	35,496,000	40,250,000
Other	16,593,000	18,604,000
Total current trade payable and expense accruals, net	$ 374,321,000	$ 167,224,000

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Income Taxes (Schedule Of Reconciliation Of Unrecognized Tax Benefits) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Unrecognized Tax Benefits Components [Line Items]
Unrecognized Tax Benefits, Beginning Balance	$ 9,300	$ 9,600	$ 11,100
Additions to unrecognized tax benefits			200
Additional interest expense recognized	500	500	600
Audit payments		(200)	(300)
Reduction as a result of the lapse of the statute of limitations and completion of audits		(600)	(2,000)
Unrecognized Tax Benefits, Ending Balance	9,800	9,300	9,600
Interest [Member]
Unrecognized Tax Benefits Components [Line Items]
Unrecognized Tax Benefits, Beginning Balance	3,000	2,900	3,200
Additions to unrecognized tax benefits
Additional interest expense recognized	500	500	600
Audit payments		(100)	(100)
Reduction as a result of the lapse of the statute of limitations and completion of audits		(300)	(800)
Unrecognized Tax Benefits, Ending Balance	3,500	3,000	2,900
Unrecognized Tax Benefits [Member]
Unrecognized Tax Benefits Components [Line Items]
Unrecognized Tax Benefits, Beginning Balance	6,300	6,700	7,900
Additions to unrecognized tax benefits			200
Audit payments		(100)	(200)
Reduction as a result of the lapse of the statute of limitations and completion of audits		(300)	(1,200)
Unrecognized Tax Benefits, Ending Balance	$ 6,300	$ 6,300	$ 6,700

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Consolidated Statements Of Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Consolidated Statements Of Comprehensive Income (Loss) [Abstract]
Net income	$ 24,956	$ 1,940,236	$ 548,595
Other comprehensive income (loss):
Net unrealized holding gains (losses) on investments arising during the period, net of income tax provision (benefit) of $(171,702), $(21,983) and $36,348	(309,256)	813,107	1,001,651
Less: reclassification adjustment for net (gains) losses included in net income (loss), net of income tax provision (benefit) of $(245,597), $(3,146) and $0	(442,350)	(97,514)	8,511
Net change in unrealized holding gains (losses) on investments, net of income tax provision (benefit) of $(417,299), $(25,129) and $36,348	(751,606)	715,593	1,010,162
Net unrealized foreign exchange gains (losses) arising during the period, net of income tax provision (benefit) of $372, $(1) and $51	670	(100)	3,602
Less: reclassification adjustment for foreign exchange gains (losses) included in net income (loss), net of income tax provision (benefit) of $0, $(96) and $0		(7,762)
Net change in unrealized foreign exchange gains (losses), net of income tax provision (benefit) of $372, $(97) and $51	670	(7,862)	3,602
Net unrealized gains (losses) on derivatives arising during the period, net of income tax provision (benefit) of $0, $4 and $16		306	1,125
Less: reclassification adjustment for derivative gains (losses) included in net income (loss), net of income tax provision (benefit) of $0, $0 and $0
Net change in unrealized derivative gains (losses), net of income tax provision (benefit) of $0, $4 and $16		306	1,125
Net pension and postretirement gain (loss) arising during the period, net of income tax provision (benefit) of $(13,919), $132 and $(38)	(25,070)	(23,189)	(2,698)
Less: reclassification adjustment for pension and postretirement (gains) losses included in net income (loss), net of income tax provision (benefit) of $590, $245 and $30	1,064	17,483	2,121
Net change in pension liability and postretirement benefits, net of income tax provision (benefit) of $(13,329), $377 and $(8)	(24,006)	(5,706)	(577)
Other comprehensive income (loss), net of income taxes	(774,942)	702,331	1,014,312
Comprehensive income (loss)	(749,986)	2,642,567	1,562,907
Comprehensive (income) loss attributable to the noncontrolling interest	275	(924)	1,685
Comprehensive income (loss) attributable to Leucadia National Corporation common shareholders	$ (749,711)	$ 2,641,643	$ 1,564,592

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Other Assets (Summary Of Non-Current Other Assets) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Other Assets [Abstract]
Real Estate	$ 173,077	$ 168,001
Unamortized debt expense	11,454	16,125
Restricted cash	64,609	90,587
Prepaid mining interest	139,572	153,210
Other	18,658	17,865
Total non-current other assets	$ 407,370	$ 445,788

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Earnings (Loss) Per Common Share (Tables)

12 Months Ended

Dec. 31, 2011

Earnings (Loss) Per Common Share [Abstract]

Earnings Per Share Computation

	2011		2010		2009
Numerator for earnings (loss) per share:
Net income attributable to Leucadia National
Corporation common shareholders for basic
earnings per share	$	25,231	$	1,939,312	$	550,280
Interest on 3¾% Convertible Notes		-		3,707		7,199
Net income attributable to Leucadia National
Corporation common shareholders for diluted
earnings per share	$	25,231	$	1,943,019	$	557,479
Denominator for earnings (loss) per share:
Denominator for basic earnings (loss) per share –
weighted-average shares		244,425		243,379		241,437
Stock options		73		42		2
Warrants		75		–		–
3¾% Convertible Notes		-		4,251		6,410
Denominator for diluted earnings (loss) per share		244,573		247,672		247,849

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Indebtedness (Schedule Of Indebtedness) (Details) (USD $)	Dec. 31, 2011	Dec. 31, 2010	Apr. 30, 2004
Debt Instrument [Line Items]
Term loan	$ 323,750,000
Revolving credit facility	92,103,000
Aircraft financing		32,881,000
Total debt	1,903,653,000	1,680,106,000
Less: current maturities	(29,264,000)	(133,451,000)
Long-term debt	1,874,389,000	1,546,655,000
7 3/4% Senior Notes Due 2013 [Member]
Debt Instrument [Line Items]
Senior Notes	94,401,000	94,346,000
Debt discount	99,000	154,000
Interest rate	7.75%	7.75%
7% Senior Notes Due 2013 [Member]
Debt Instrument [Line Items]
Senior Notes	312,463,000	312,585,000
Debt premium	218,000	340,000
Interest rate	7.00%	7.00%
7 1/8% Senior Notes Due 2017 [Member]
Debt Instrument [Line Items]
Senior Notes	423,140,000	478,000,000
Interest rate	7.125%	7.125%
8 1/8% Senior Notes Due 2015 [Member]
Debt Instrument [Line Items]
Senior Notes	454,385,000	474,563,000
Debt discount	4,256,000	5,437,000
Interest rate	8.125%	8.125%
3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]
Debt Instrument [Line Items]
Convertible Senior Subordinated Notes	97,581,000	97,581,000	350,000,000
Interest rate	3.75%	3.75%	3.75%
8.65% Junior Subordinated Deferrable Interest Debentures Due 2027 [Member]
Debt Instrument [Line Items]
Junior Subordinated Deferrable Interest Debentures	88,204,000	89,554,000
Interest rate	8.65%	8.65%
Capital Lease [Member]
Debt Instrument [Line Items]
Capital leases	5,301,000	57,000
Weighted-average interest rate	5.70%
Other Debt [Member]
Debt Instrument [Line Items]
Other	$ 12,325,000	$ 100,539,000
Weighted-average interest rate	0.20%

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Fair Value Of Financial Instruments

12 Months Ended

Dec. 31, 2011

Fair Value Of Financial Instruments [Abstract]

Fair Value Of Financial Instruments

25.      Fair Value of Financial Instruments:

Aggregate information concerning assets and liabilities at December 31, 2011 and 2010 that are measured at fair value on a recurring basis is presented below (dollars in thousands):

	December 31, 2011
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other  Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	139,952		$	139,952		$	–
All other corporates		5,719			5,719			–
Other		306			–			306
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government-Sponsored Enterprises		622,191			–			622,191
All other corporates		66,542			26,703			39,839
Equity securities:
Common stocks:
Banks, trusts and insurance companies		50,971			50,971			–
Industrial, miscellaneous and all other		1,313,688			1,313,688			–
Other		501			–			501
Investments in associated companies		1,198,029			1,198,029			–
Total	$	3,397,899		$	2,735,062		$	662,837
Commodity contracts - other current assets	$	3,816		$	88		$	3,728
Other current liabilities:
Commodity contracts	$	(2,802	)	$	–		$	(2,802	)
Other		(955	)		(955	)		–
Total	$	(3,757	)	$	(955	)	$	(2,802	)

	December 31, 2010
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	247,017		$	247,017		$	–
All other corporates		6,572			6,324			248
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies		7,716			–			7,716
U.S. Government-Sponsored Enterprises		823,383			–			823,383
All other corporates		192,533			150,193			42,340
Equity securities:
Common stocks:
Banks, trusts and insurance companies		49,276			49,276			–
Industrial, miscellaneous and all other		2,593,331			2,593,331			–
Investments in associated companies		1,314,227			1,314,227			–
Total	$	5,234,055		$	4,360,368		$	873,687
Other current liabilities	$	(2,413	)	$	(1,878	)	$	(535	)

At December 31, 2011 and 2010, the Company did not have significant fair value measurements using unobservable inputs (Level 3) for assets and liabilities measured at fair value on a recurring basis.  As more fully discussed in Notes 3 and 14, the fair value of the redeemable noncontrolling interests of National Beef was determined based on the amount paid by the Company for its interest, which was acquired on December 30, 2011.  In future periods, these interests will be carried at fair value on a recurring basis, based on significant unobservable inputs (Level 3).

The estimated fair values for securities measured using Level 1 inputs are determined using publicly quoted market prices in active markets.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government agencies (GNMA) and by U.S. Government-Sponsored Enterprises (FHLMC or FNMA) which are carried on the balance sheet at their estimated fair value.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  The estimates of fair value of the portfolios of mortgage pass-through certificates and corporate bonds are considered to be based on Level 2 inputs.

At December 31, 2011, the Company did not have significant assets and liabilities that were measured at fair value on a nonrecurring basis. Aggregate information concerning assets and liabilities at December 31, 2010 that are measured at fair value on a nonrecurring basis is presented below (in thousands):

	December 31, 2010
			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-lived assets held and used (a)	$	20,600	$	–	$	20,600	$	–
Long-lived assets held for sale (b)		7,000		–		7,000		–
Other non-current investments (c)		2,200		–		–		2,200

(a) At December 31, 2010, the Company evaluated for impairment the carrying value of MB1's real estate assets, recorded an impairment charge of $47,074,000 and reduced the carrying amount to its fair value of $18,094,000.  As of December 31, 2010, the Company also wrote down to fair value one of its real estate projects based on an appraisal and prices for similar assets, and recognized an impairment charge of $2,357,000, which is included in selling, general and other expenses.  See Note 2 for more information.

(b) Consists of a corporate aircraft at December 31, 2010 for which the fair value was primarily based on prices for similar assets.  The Company recognized an impairment loss of $1,449,000 for 2010 which is included in selling, general and other expenses.

(c) At December 31, 2010, represents an investment in a non-public security of $2,177,000.  The investment in the non-public security is accounted for under the cost method of accounting for which the Company primarily reviewed issuer financial statements to determine its fair value.

The information in the tables above includes assets that are measured at fair value on a non-recurring basis as of the indicated balance sheet dates.  However, prior to year-end the Company recorded impairment charges for assets that resulted in write-downs to fair value in earlier periods.  For the years ended December 31, 2011, 2010 and 2009, net securities gains (losses) include impairment charges for investments aggregating $3,586,000, $2,474,000 and $31,420,000, respectively; see Note 2 for further information.

During 2009, the Company recorded impairment charges for other assets and investments in associated companies aggregating $139,000,000, which were principally classified as selling, general and other expenses and losses related to associated companies.  This amount primarily consisted of $68,800,000 related to long-lived assets, principally with respect to MB1, $36,544,000 related to the Company's investment in Keen (while it was classified as an associated company) and $32,348,000 related to the Company's investment in Garcadia (an associated company); see Notes 2 and 3 for further information.

The following table presents fair value information about certain financial instruments, whether or not recognized on the balance sheet.  Fair values are determined as described below.  These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.  The fair value amounts presented do not purport to represent and should not be considered representative of the underlying "market" or franchise value of the Company.  The methods and assumptions used to estimate the fair values of each class of the financial instruments described below are as follows:

(a) Investments: The fair values of marketable equity securities and fixed maturity securities (which include securities sold not owned) are substantially based on quoted market prices, as disclosed in Note 6.

Other non-current investments which do not trade publicly include private equity fund investments where the Company's voting interest isn't large enough to apply the equity method of accounting, a portfolio of non-agency mortgage-backed bond securitizations where the underlying assets are various individual mortgage loans, the zero-coupon note component of the FMG Note, and various other non-publicly traded investments.  For the investments in private equity funds and the FMG zero-coupon note, the Company has concluded that the carrying amount approximates the fair value of these investments based primarily on reviews of issuer financial statements or statements of net asset value.  For the bond securitization portfolio, future cash flows are re-estimated on a regular basis for each security to determine if impairment charges are required; accordingly the Company has concluded that the carrying amount of these securities approximates their fair values.  The fair values of the Company's other non-publicly traded investments that are accounted for under the cost method were assumed to be at least equal to the carrying amount.  For these non-publicly traded investments, the Company reviews cash flows and/or other information obtained from investee companies on a regular basis to determine if impairment charges are required.

(b) Cash and cash equivalents:  For cash equivalents, the carrying amount approximates fair value.

(c) Notes receivable:  The fair values of variable rate notes receivable are estimated to be the carrying amount.

(d) Long-term and other indebtedness:  The fair values of non-variable rate debt are estimated using quoted market prices and estimated rates that would be available to the Company for debt with similar terms.  The fair value of variable rate debt is estimated to be the carrying amount.  The fair value of the MB1 debt at December 31, 2010 was the amount paid by the Company's subsidiary for the collateralized property in the foreclosure sale; see Note 2.

(e) Redeemable noncontrolling interests were valued based on the amount paid by the Company to acquire National Beef on December 30, 2011; see Note 3 for more information.

(f) Swap agreements:  The fair values of the interest rate swap at December 31, 2010 was based on rates then available for similar agreements. At December 31, 2011, the Company did not have any swap agreements.

The carrying amounts and estimated fair values of the Company's financial instruments at December 31, 2011 and 2010 are as follows (in thousands):

	2011				2010
	Carrying		Fair		Carrying			Fair
	Amount		Value		Amount			Value
Financial Assets:
Investments:
Current	$	150,135	$	150,135	$	264,572		$	264,572
Non-current		2,226,875		2,226,875		3,832,659			3,832,659
Cash and cash equivalents		168,490		168,490		441,340			441,340
Notes receivable:
Current		1,675		1,675		740			740
Non-current		3,531		3,531		2,633			2,633
Commodity contracts		3,816		3,816		–			–
Financial Liabilities:
Indebtedness:
Current		446,743		446,743		534,572			452,142
Non-current		1,874,389		1,943,697		1,546,655			1,675,842
Securities sold not owned		955		955		1,878			1,878
Commodity contracts		2,802		2,802		–			–
Redeemable noncontrolling interests		235,909		235,909		–			–
Swap agreements:
Interest rate swaps		–		–		(535	)		(535	)

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Segment Information (Schedule Of Segment Reporting Information, By Segment) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Segment Reporting Information [Line Items]
Revenues and other income	$ 1,434,622	[1]	$ 1,203,444	[1]	$ 514,749	[1]
Income (loss) from continuing operations before income taxes	65,093		757,961		517,911
Depreciation and amortization expenses	66,117		67,051		69,449
Investments in associated companies	1,991,795		2,274,163
Identifiable assets employed	9,263,189		9,350,298		6,762,364
Beef Processing [Member]
Segment Reporting Information [Line Items]
Identifiable assets employed	1,786,855
Idaho Timber [Member]
Segment Reporting Information [Line Items]
Revenues and other income	159,026	[1]	172,908	[1]	142,709	[1]
Income (loss) from continuing operations before income taxes	(3,787)		547		(12,680)
Depreciation and amortization expenses	5,299	[2]	6,131	[2]	8,631	[2]
Identifiable assets employed	71,859		84,436		94,211
Conwed Plastics [Member]
Segment Reporting Information [Line Items]
Revenues and other income	85,961	[1]	87,073	[1]	82,094	[1]
Income (loss) from continuing operations before income taxes	5,916		8,803		11,578
Depreciation and amortization expenses	6,509	[2]	9,068	[2]	8,476	[2]
Identifiable assets employed	56,539		60,822		67,940
Gaming Entertainment [Member]
Segment Reporting Information [Line Items]
Revenues and other income	117,238	[1]	114,809	[1]	103,583	[1]
Income (loss) from continuing operations before income taxes	12,616		(2,159)		2,379
Depreciation and amortization expenses	16,785		16,657		16,532
Identifiable assets employed	243,888		253,221		266,951
Domestic Real Estate [Member]
Segment Reporting Information [Line Items]
Revenues and other income	96,501	[1]	17,075	[1]	30,637	[1]
Income (loss) from continuing operations before income taxes	80,919		(54,935)		(71,298)
Depreciation and amortization expenses	3,461		6,163		8,408
Identifiable assets employed	254,885		255,027		311,571
Medical Product Development [Member]
Segment Reporting Information [Line Items]
Revenues and other income	378	[1]	123	[1]	5,147	[1]
Income (loss) from continuing operations before income taxes	(42,696)		(25,443)		(23,818)
Depreciation and amortization expenses	845		870		836
Identifiable assets employed	27,893		16,950		26,702
Other Operations [Member]
Segment Reporting Information [Line Items]
Revenues and other income	69,038	[1],[3]	67,119	[1],[3]	51,764	[1],[3]
Income (loss) from continuing operations before income taxes	(24,374)	[3]	(17,487)	[3]	(26,434)	[3]
Depreciation and amortization expenses	9,922	[2]	7,183	[2]	8,125	[2]
Identifiable assets employed	226,051		165,644		158,326
Equity Method Associated Companies [Member]
Segment Reporting Information [Line Items]
Income (loss) from continuing operations before income taxes	(612,362)		375,021		805,803
Investments in associated companies	1,991,795		2,274,163		2,764,885
Identifiable assets employed	6,849,185		4,190,534
Corporate [Member]
Segment Reporting Information [Line Items]
Revenues and other income	906,480	[1],[4]	744,337	[1],[4]	98,815	[1],[4]
Income (loss) from continuing operations before income taxes	648,861	[4]	473,614	[4]	(167,619)	[4]
Depreciation and amortization expenses	23,296		20,979		18,441
Identifiable assets employed	4,388,961		6,004,942		2,659,148
Leucadia Discontinued Operations [Member]
Segment Reporting Information [Line Items]
Identifiable assets employed	$ 214,463		$ 235,093		$ 412,630

[1] Revenues and other income for each segment include amounts for services rendered and products sold, as well as segment reported amounts classified as investment and other income and net securities gains (losses) in the Company's consolidated statements of operations.

[2] Includes amounts classified as cost of sales.

[3] Other operations includes pre-tax losses of $28,598,000, $16,076,000 and $25,324,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for the investigation and evaluation of various energy related projects. There were no significant operating revenues or identifiable assets associated with these activities in any period; however, other income includes $5,366,000 and $11,143,000 in 2011 and 2010, respectively, with respect to government grants to reimburse the Company for certain of its prior expenditures, which were fully expensed as incurred.

[4] Net securities gains (losses) for Corporate aggregated $641,480,000, $179,494,000 and $(21,106,000) during 2011, 2010 and 2009, respectively. Corporate net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000 and $31,420,000 during 2011, 2010 and 2009, respectively. In 2011, security gains included gains of $628,197,000 from the sale of certain of the Company's common shares of Fortescue. In 2010, security gains include a gain of $66,200,000 from the sale of the Company's investment in LPH and a gain of $94,918,000 from the sale of certain of the Company's common shares of Fortescue. Corporate investment and other income includes the gain on sale of Las Cruces of $383,369,000 in 2010.

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Significant Accounting Policies (Impairment Charges For Securities) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Investment [Line Items]
Impairment of Investments	$ 3,586,000	[1]	$ 2,474,000	[1]	$ 31,420,000	[1]
Publicly Traded Securities [Member]
Investment [Line Items]
Impairment of Investments	3,243,000				14,384,000
Non-Public Securities And Private Equity Funds [Member]
Investment [Line Items]
Impairment of Investments	8,000		767,000		2,224,000
Non-Agency Mortgage-Backed Bond Securitizations [Member]
Investment [Line Items]
Impairment of Investments	$ 335,000		$ 1,707,000		$ 14,812,000

[1] Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

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Trade Payables And Expense Accruals

12 Months Ended

Dec. 31, 2011

Trade Payables And Expense Accruals [Abstract]

Trade Payables and Expense Accruals

12.      Trade Payables and Expense Accruals:

A summary of trade payables and expense accruals at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Trade payables	$	80,960	$	13,900
Book overdrafts		92,254		3,177
Cattle purchases payable		31,431		–
Payables related to securities		955		1,878
Accrued compensation, severance and other employee benefits		89,061		66,516
Accrued legal and professional fees		18,364		7,338
Accrued litigation settlement		–		11,229
Taxes other than income		9,207		4,332
Accrued interest payable		35,496		40,250
Other		16,593		18,604
	$	374,321	$	167,224

At December 31, 2010, the accrued litigation settlement related to an award to the former holders of Premier's bond debt.  In April 2011, Premier entered into an agreement to settle the litigation with its former noteholders for $9,000,000; the remaining liability was reversed and credited to selling, general and other expenses.  All litigation with respect to Premier's chapter 11 restructuring has been settled.

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Segment Information

12 Months Ended

Dec. 31, 2011

Segment Information [Abstract]

Segment Information

26.      Segment Information:

The Company's reportable segments consist of its operating units, which offer different products and services and are managed separately.  National Beef processes, packages and delivers fresh and frozen beef and beef by-products for sale to customers in the U.S. and international markets. Idaho Timber primarily remanufactures, manufactures and/or distributes wood products.  Conwed Plastics manufactures and markets lightweight plastic netting used for a variety of purposes.  The Company's gaming entertainment segment is conducted through Premier, which owns the Hard Rock Biloxi.  The Company's domestic real estate operations consist of a variety of commercial properties, residential land development projects and other unimproved land, all in various stages of development.  The Company's medical product development segment is conducted through Sangart.  Other operations primarily consist of the Company's wineries and energy projects.  As a result of the classification of Keen as a discontinued operation, the Company no longer has an oil and gas drilling services segment.

Prior to its consolidation in November 2009, the Company's investment in Keen was classified as an investment in an associated company.

Associated companies include equity interests in other entities that the Company accounts for under the equity method of accounting.  Investments in associated companies that are accounted for under the equity method of accounting include HomeFed, Linkem, JHYH, Berkadia, and Garcadia.  Associated companies also include the Company's investments in Jefferies and Mueller, which are accounted for at fair value rather than under the equity method of accounting.

Corporate assets primarily consist of the deferred tax asset, investments and cash and cash equivalents and corporate revenues primarily consist of investment and other income and securities gains and losses.  Corporate assets include the Company's investment in Fortescue and in the Inmet common shares.  Corporate assets, revenues, overhead expenses and interest expense are not allocated to the operating units.

Conwed Plastics has a manufacturing and sales facility located in Belgium,National Beef has sales offices in and exports its products to various countries and the Company owns a small Caribbean-based telecommunications provider; these are the only foreign operations with non-U.S. revenue or assets that the Company consolidates.  Unconsolidated non-U.S. based investments include the investments in Fortescue, Inmet and Linkem.

Certain information concerning the Company's segments is presented in the following table.  Consolidated subsidiaries are reflected as of the date a majority controlling interest was acquired, which was December 30, 2011 for National Beef. However, since operating activities for National Beef subsequent to the acquisition during 2011 were not significant they have not been included in the Company's 2011 consolidated statement of operations.Associated Companies are not considered to be a reportable segment, but are reflected in the table below under income (loss) from continuing operations before income taxes and identifiable assets employed.

	2011			2010			2009
	(In thousands)
Revenues and other income (a):
Manufacturing:
Idaho Timber	$	159,026		$	172,908		$	142,709
Conwed Plastics		85,961			87,073			82,094
Gaming Entertainment		117,238			114,809			103,583
Domestic Real Estate		96,501			17,075			30,637
Medical Product Development		378			123			5,147
Other Operations (b)		69,038			67,119			51,764
Corporate (c)		906,480			744,337			98,815
Total consolidated revenues and other income	$	1,434,622		$	1,203,444		$	514,749
Income (loss) from continuing operations before income taxes:
Manufacturing:
Idaho Timber	$	(3,787	)	$	547		$	(12,680	)
Conwed Plastics		5,916			8,803			11,578
Gaming Entertainment		12,616			(2,159	)		2,379
Domestic Real Estate		80,919			(54,935	)		(71,298	)
Medical Product Development		(42,696	)		(25,443	)		(23,818	)
Other Operations (b)		(24,374	)		(17,487	)		(26,434	)
Income (loss) related to Associated Companies		(612,362	)		375,021			805,803
Corporate (c)		648,861			473,614			(167,619	)
Total consolidated income from continuing
operations before income taxes	$	65,093		$	757,961		$	517,911
Depreciation and amortization expenses:
Manufacturing (d):
Idaho Timber	$	5,299		$	6,131		$	8,631
Conwed Plastics		6,509			9,068			8,476
Gaming Entertainment		16,785			16,657			16,532
Domestic Real Estate		3,461			6,163			8,408
Medical Product Development		845			870			836
Other Operations (d)		9,922			7,183			8,125
Corporate		23,296			20,979			18,441
Total consolidated depreciation and amortization expenses	$	66,117		$	67,051		$	69,449
Identifiable assets employed:
Beef Processing	$	1,786,855		$	–		$	–
Manufacturing:
Idaho Timber		71,859			84,436			94,211
Conwed Plastics		56,539			60,822			67,940
Gaming Entertainment		243,888			253,221			266,951
Domestic Real Estate		254,885			255,027			311,571
Medical Product Development		27,893			16,950			26,702
Other Operations		226,051			165,644			158,326
Investments in Associated Companies		1,991,795			2,274,163			2,764,885
Corporate		4,388,961			6,004,942			2,659,148
Assets of discontinued operations		214,463			235,093			412,630
Total consolidated assets	$	9,263,189		$	9,350,298		$	6,762,364

(a)   Revenues and other income for each segment include amounts for services rendered and products sold, as well as segment reported amounts classified as investment and other income and net securities gains (losses) in the Company's consolidated statements of operations.

(b) Other operations includes pre-tax losses of $28,598,000, $16,076,000 and $25,324,000 for the years ended December 31, 2011, 2010 and 2009, respectively, for the investigation and evaluation of various energy related projects.  There were no significant operating revenues or identifiable assets associated with these activities in any period; however, other income includes $5,366,000 and $11,143,000 in 2011 and 2010, respectively, with respect to government grants to reimburse the Company for certain of its prior expenditures, which were fully expensed as incurred.

(c) Net securities gains (losses) for Corporate aggregated $641,480,000, $179,494,000 and $(21,106,000) during 2011, 2010 and 2009, respectively.  Corporate net securities gains (losses) are net of impairment charges of $3,586,000, $2,474,000 and $31,420,000 during 2011, 2010 and 2009, respectively.  In 2011, security gains included gains of $628,197,000 from the sale of certain of the Company's common shares of Fortescue.  In 2010, security gains include a gain of $66,200,000 from the sale of the Company's investment in LPH and a gain of $94,918,000 from the sale of certain of the Company's common shares of Fortescue.  Corporate investment and other income includes the gain on sale of Las Cruces of $383,369,000 in 2010.

(d) Includes amounts classified as cost of sales.

(e) For the years ended December 31, 2011, 2010 and 2009, interest expense was primarily comprised of Corporate; interest expense for other segments was not significant.

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Indebtedness (Subsidiary Debt) (Narrative) (Details) (USD $)									12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2011 National Beef [Member]	Dec. 31, 2010 MB1 [Member]	Dec. 31, 2011 Subsidiaries [Member]	Dec. 31, 2001 Subsidiaries [Member]	Dec. 31, 2011 Revolving Credit Facility And Term Loan [Member] Maximum [Member] National Beef [Member]	Dec. 31, 2011 Revolving Credit Facility And Term Loan [Member] Minimum [Member] National Beef [Member]	Dec. 31, 2011 Term Loan [Member] National Beef [Member]	Dec. 31, 2011 Revolving Credit Facility [Member] National Beef [Member]
Debt Instrument [Line Items]
Term loan	$ 323,750,000								$ 323,750,000
Revolving credit facility										250,000,000
Amount outstanding under revolving credit facility	92,103,000
Term loan quarterly principal payment									9,250,000
Percentage added to base rate or LIBOR rate							2.50%	0.75%
Interest rate									2.10%	2.20%
Aircraft financing		32,881,000				53,100,000
Industrial revenue bonds			12,245,000
Nonrecourse indebtedness collateralized by assets				100,524,000	433,399,000
Other subsidiary assets pledged for indebtedness					1,786,858,000
Debt subject to mandatory redemption year one	29,264,000
Debt subject to mandatory redemption year two	445,305,000
Debt subject to mandatory redemption year three	136,888,000
Debt subject to mandatory redemption year four	499,071,000
Debt subject to mandatory redemption year five	283,918,000
Weighted average interest rate, repurchase agreements	0.30%
Portfolio weighted average life, years	5
Portfolio duration, years	0.76
Weighted average interest rate on short-term borrowings	0.30%	0.40%
Aggregate outstanding letters of credit			$ 22,976,000		$ 36,524,000

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Commitments And Contingencies (Future Minimum Annual Rentals Under Noncancellable Operating Leases) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011
Commitments And Contingencies [Abstract]
2012	$ 20,719
2013	18,535
2014	15,988
2015	10,844
2016	6,807
Thereafter	32,926
Future minimum annual rentals total	105,819
Less: sublease income	(986)
Future minimum annual rentals net of sublease income	$ 104,833

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Redeemable Noncontrolling Interests In Subsidiary

12 Months Ended

Dec. 31, 2011

Redeemable Noncontrolling Interests In Subsidiary [Abstract]

Redeemable Noncontrolling Interests In Subsidiary

14. Redeemable Noncontrolling Interests in Subsidiary:

Redeemable noncontrolling interests in subsidiary are held by minority owners of National Beef, principally USPB, NBPCo Holdings and the chief executive officer of National Beef.  The holders of these interests share in the profits and losses of National Beef on a pro rata basis with the Company.  However, the minority owners have the right to require the Company to purchase their interests under certain specified circumstances at fair value (put rights), and the Company also has the right to purchase their interests under certain specified circumstances at fair value (call rights).  Each of the holders of the put rights has the right to make an election that requires the Company to purchase up to one-third of their interests on the fifth and seventh anniversaries of the Company's acquisition of National Beef, and the remainder on the tenth anniversary of the Company's acquisition of National Beef.  In addition, USPB may elect to exercise their put rights following the termination of the cattle supply agreement, and the chief executive officer following the termination of his employment.

The Company's call rights with respect to USPB may be exercised following the termination of the cattle supply agreement or after USPB's ownership interest is less than 20% of their interest held at the time the Company acquired National Beef.  The Company's call rights with respect to other members may be exercised after the ten year anniversary of the Company's acquisition of National Beef if such member's ownership interest is less than 50% of the interest held at the time the Company acquired National Beef.  Additionally, the Company may acquire the chief executive officer's interest following the termination of his employment.

Redeemable noncontrolling interests in subsidiary are reflected in the consolidated balance sheet at fair value.  In future periods, redeemable noncontrolling interests will reflect cash distributions and the allocation of profits or losses to the minority owners on a pro rata basis.  In addition, redeemable noncontrolling interests will be adjusted for any changes in estimated fair value, with a corresponding adjustment to the Company's common shareholders' equity.

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Acquisitions (Amounts Allocated To Intangible Assets, The Amortization Period And Goodwill) (Details) (USD $)			12 Months Ended
	Dec. 30, 2011	Dec. 31, 2011 National Beef [Member]	Dec. 31, 2011 Customer Relationships [Member] National Beef [Member] Y	Dec. 31, 2011 Tradenames [Member] National Beef [Member] Y	Dec. 31, 2011 Cattle Supply Contracts [Member] National Beef [Member] Y	Dec. 31, 2011 Other Intangibles [Member] National Beef [Member] Y
Business Acquisition [Line Items]
Business acquisition, purchase price allocation, amortizable intangible assets		$ 809,569,000	$ 405,180,000	$ 260,059,000	$ 143,500,000	$ 830,000
Goodwill		8,915,000
Total	$ 818,484,000	$ 818,484,000
Amortization Years			18	20	15	10

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Other Results of Operations Information (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Other Results Of Operations Information [Abstract]
Interest on fixed maturity investments	$ 30,996,000	$ 22,148,000	$ 26,784,000
Dividend income	18,359,000	3,654,000	3,944,000
Other investment income	608,000	1,153,000	1,349,000
Income related to Fortescue's Pilbara project (see Note 6)	214,455,000	149,257,000	66,079,000
Gain on sale of Las Cruces		383,369,000
Gain on forgiveness of debt	81,848,000
Gains on sale of real estate and other assets, net of costs	2,115,000	2,559,000	12,767,000
Income related to settlement of insurance claims		106,000	5,272,000
Gain related to lawsuits and other settlements	141,000	3,446,000	10,453,000
Gain on buyback of debt			6,693,000
Government grants reimbursement	5,366,000	11,143,000
Rental income	11,126,000	12,417,000	14,149,000
Winery revenue	38,161,000	23,569,000	20,735,000
Other	27,836,000	36,525,000	39,675,000
Total investments and other income	431,011,000	649,346,000	207,900,000
Taxes other than income or payroll	19,760,000	19,965,000	17,947,000
Advertising cost	11,282,000	10,161,000	9,233,000
Research and development costs	$ 22,152,000	$ 5,476,000	$ 3,525,000

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Consolidated Statements Of Comprehensive Income (Loss) (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Consolidated Statements Of Comprehensive Income (Loss) [Abstract]
Net unrealized holding gains (losses) on investments arising during the period, income tax provision (benefit)	$ (171,702)	$ (21,983)	$ 36,348
Reclassification adjustment for net (gains) losses included in net income (loss), income tax provision (benefit)	(245,597)	(3,146)	0
Net change in unrealized holding gains (losses) on investments, income tax provision (benefit)	(417,299)	(25,129)	36,348
Net unrealized foreign exchange gains (losses) arising during the period, income tax provision (benefit)	372	(1)	51
Reclassification adjustment for foreign exchange gains (losses) included in net income (loss), income tax provision (benefit)	0	(96)	0
Net change in unrealized foreign exchange gains (losses), income tax provision (benefit)	372	(97)	51
Net unrealized gains (losses) on derivatives arising during the period, income tax provision (benefit)	0	4	16
Reclassification adjustment for derivative gains (losses) included in net income (loss),income tax provision (benefit)	0	0	0
Net change in unrealized derivative gains (losses), income tax provision (benefit)	0	4	16
Net pension and postretirement gain (loss) arising during the period, income tax provision (benefit)	(13,919)	132	(38)
Reclassification adjustment for pension and postretirement (gains) losses included in net income (loss), income tax provision (benefit)	590	245	30
Net change in pension liability and postretirement benefits, income tax provision (benefit)	$ (13,329)	$ 377	$ (8)

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
ASSETS
Collateralizing current liabilities	$ 432,768	$ 413,858
Investments in associated companies (measured using fair value option)	$ 1,198,029	$ 1,314,227
EQUITY
Common shares, par value	$ 1	$ 1
Common shares, authorized	600,000,000	600,000,000
Common shares, issued and outstanding after deducting shares held in treasury	244,582,588	243,808,147
Treasury stock, shares	47,006,711	47,525,707

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Trade, Notes And Other Receivables, Net

12 Months Ended

Dec. 31, 2011

Trade, Notes And Other Receivables, Net [Abstract]

Trade, Notes And Other Receivables, Net

7.      Trade, Notes and Other Receivables, Net:

A summary of current trade, notes and other receivables, net at December 31, 2011 and 2010 is as follows (in thousands):

	2011			2010
Trade receivables	$	206,331		$	15,982
Accrued interest on FMG Note		107,881			83,659
Receivables related to securities		4,572			9,977
Receivables relating to real estate activities		4,707			4,696
Other		19,376			13,391
		342,867			127,705
Allowance for doubtful accounts		(3,857	)		(4,693	)
Total current trade, notes and other receivables, net	$	339,010		$	123,012

The Company received the accrued interest on the FMG Note in January following each year end, net of withholding taxes.

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Common Shares, Stock Options And Preferred Shares (Summary Of Company's Stock Options) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011 Y	Dec. 31, 2010	Dec. 31, 2009
Common Shares, Stock Options And Preferred Shares [Abstract]
Common Shares Subject to Option, Balance	2,622,500	2,196,240	2,300,290
Common Shares Subject to Option, Granted	12,000	972,000	12,000
Common Shares Subject to Option, Exercised	(255,445)	(520,740)	(47,250)
Common Shares Subject to Option, Cancelled	(127,600)	(25,000)	(68,800)
Common Shares Subject to Option, Balance	2,251,455	2,622,500	2,196,240
Common Shares Subject to Option, Exercisable	870,955
Weighted-Average Exercise Prices, Balance	$ 27.61	$ 26.40	$ 26.29
Weighted-Average Exercise Prices, Granted	$ 35.78	$ 27.17	$ 24.44
Weighted-Average Exercise Prices, Exercised	$ 27.89	$ 21.69	$ 20.28
Weighted-Average Exercise Prices, Cancelled	$ 27.63	$ 27.66	$ 26.38
Weighted-Average Exercise Prices, Balance	$ 27.62	$ 27.61	$ 26.40
Weighted-Average Exercise Prices, Exercisable	$ 27.83
Weighted-Average Remaining Contractual Term, Years	3.2
Weighted-Average Remaining Contractual Term, Exercisable, Years	1.9
Aggregate Intrinsic Value, Exercised	$ 2,412,000	$ 2,809,000	$ 169,000

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Other Assets (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011 acre	Dec. 31, 2010 acre
Other Assets [Line Items]
Restricted cash	$ 64,609,000	$ 90,587,000
Premier [Member]
Other Assets [Line Items]
Restricted cash		14,600,000
Panama City [Member]
Other Assets [Line Items]
Acres of land to be acquired	708	708
Restricted cash	56,500,000	56,500,000
Cost of land to be acquired	$ 51,870,000

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Intangible Assets, Net And Goodwill (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Finite-Lived Intangible Assets [Line Items]
Amortization expense on intangible assets	$ 7,103,000	$ 8,401,000	$ 7,657,000
Future amortization expense, 2012	52,347,000
Future amortization expense, 2013	52,196,000
Future amortization expense, 2014	52,156,000
Future amortization expense, 2015	49,363,000
Future amortization expense, 2016	48,438,000
Goodwill	18,119,000	8,151,000
Conwed Plastics [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill	8,151,000	8,151,000
National Beef [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill	8,915,000
Winery Operations [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 1,053,000

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Commitments And Contingencies (Narrative) (Details) (USD $)	12 Months Ended					12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Berkshire Hathaway [Member]	Dec. 31, 2011 Berkadia [Member]	Dec. 31, 2011 National Beef [Member]	Dec. 30, 2004 National Beef [Member] Y	Dec. 31, 2011 Premier [Member]	Dec. 31, 2011 Subsidiaries [Member]	Dec. 31, 2011 Primary Layer and Three Excess Layers [Member] Premier [Member]
Commitments and Contingencies [Line Items]
Noncancellable operating lease terms, minimum (years)	1
Noncancellable operating lease terms, maximum (years)	30
Rental expense (net of sublease rental income)	$ 10,716,000	$ 11,319,000	$ 11,129,000
Project improvement bonds, expiration date, minimum	2012
Project improvement bonds, expiration date, maximum	2013
Project improvement bonds outstanding of associated companies	1,224,000
Reimbursement of losses incurred, maximum percentage	50.00%			50.00%
Surety policy issued	2,500,000,000			2,500,000,000
Aggregate amount of commercial paper outstanding					2,000,000,000
Maximum insurance coverage for damage to real and personal property								242,000,000		50,000,000
Loss from weather catastrophe sublimit amount								100,000,000
Loss from weather catastrophe sublimit deductible amount								5,000,000
Service charge commitments for city improvements							19,300,000
Service charge commitment for city improvements, duration of payments, (years)							20
Service charge commitment future payment for city improvements, 2012						800,000
Service charge commitment future payment for city improvements, 2013						800,000
Service charge commitment future payment for city improvements, 2014						800,000
Service charge commitment future payment for city improvements, 2015						800,000
Service charge commitment future payment for city improvements, 2016						800,000
Service charge commitment for city improvements remaining balance to be paid in subsequent years						6,500,000
Cattle commitments, amount						101,399,000
Aggregate outstanding letters of credit						$ 22,976,000			$ 36,524,000

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Selected Quarterly Financial Data (Narrative) (Details) (USD $)	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Sep. 30, 2010	Dec. 31, 2010
Selected Quarterly Financial Data (Unaudited) [Abstract]
Decrease in valuation allowance	$ 1,157,111,000		$ 1,157,111,000
Reversal of deferred federal minimum tax liabilities		$ 11,594,000

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Pension Plans And Postretirement Benefits (Schedule Of Assumptions For Pensions Plan) (Details)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Defined Benefit Plan Disclosure [Line Items]
Expected long-term return on plan assets, weighted-average assumptions used to determine net cost	4.25%
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Discount rate used to determine benefit obligation	4.40%	5.50%
Discount rate, weighted-average assumptions used to determine net cost	5.50%	6.00%
Expected long-term return on plan assets, weighted-average assumptions used to determine net cost	4.25%	6.00%

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Document And Entity Information	12 Months Ended
	Dec. 31, 2011
Document And Entity Information [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2011
Current Fiscal Year End Date	--12-31
Entity Central Index Key	0000096223
Entity Registrant Name	LEUCADIA NATIONAL CORP

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Earnings (Loss) Per Common Share (Earnings Per Share Computation) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Earnings (Loss) Per Common Share [Abstract]
Net income attributable to Leucadia National Corporation common shareholders for basic earnings per share	$ 119,437	$ (291,022)	$ 186,309	$ 10,507	$ 1,695,222	$ 287,755	$ (235,144)	$ 191,479	$ 25,231	$ 1,939,312	$ 550,280
Interest on 3 3/4% Convertible Notes										3,707	7,199
Net income attributable to Leucadia National Corporation common shareholders for diluted earnings per share									$ 25,231	$ 1,943,019	$ 557,479
Denominator for basic earnings (loss) per share - weighted average shares	244,583	244,580	244,521	244,082	243,546	243,317	243,312	243,291	244,425	243,379	241,437
Stock options									73	42	2
Warrants									75
3 3/4 % Convertible Notes										4,251	6,410
Denominator for diluted earnings (loss) per share	248,874	244,580	249,026	244,620	247,847	247,572	243,312	247,594	244,573	247,672	247,849

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Inventory

12 Months Ended

Dec. 31, 2011

Inventory [Abstract]

Inventory

8.      Inventory:

A summary of inventory at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Finished goods	$	233,542	$	39,963
Work in process		49,514		12,441
Raw materials, supplies and other		71,522		5,876
	$	354,578	$	58,280

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Investments In Associated Companies (Schedule Of Income (Losses) Related To Associated Companies) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	$ (612,362)	$ 375,021	$ 805,803
Income tax (expense) benefit	218,321	5,745	(25,567)
Income (losses) related to associated companies, net of taxes	(394,041)	380,766	780,236
Jefferies Group Inc [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	(668,282)	157,873	469,820
Mueller [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	(6,093)
ACF [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes		183,572	376,490
Berkadia [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	29,033	16,166	20,811
Garcadia [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	19,996	14,424	(25,668)
JHYH [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	11,211	20,053	37,249
Linkem [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	(2,243)
HomeFed Corporation [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	1,410	1,108	882
Keen [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes			(45,475)
Las Cruces [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes		(16,159)	1,046
Other [Member]
Investments In Associated Companies [Line Items]
Income (losses) related to associated companies before income taxes	$ 2,606	$ (2,016)	$ (29,352)

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Inventory (Summary Of Inventory) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Inventory [Abstract]
Finished goods	$ 233,542	$ 39,963
Work in process	49,514	12,441
Raw materials, supplies and other	71,522	5,876
Inventory, net	$ 354,578	$ 58,280

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Consolidated Statements Of Operations (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
REVENUES AND OTHER INCOME:
Manufacturing	$ 244,918,000	$ 259,841,000	$ 224,460,000
Gaming entertainment	117,217,000	114,763,000	103,495,000
Investment and other income	431,011,000	649,346,000	207,900,000
Net securities gains (losses)	641,476,000	179,494,000	(21,106,000)
Total revenues and other income	1,434,622,000	1,203,444,000	514,749,000
EXPENSES:
Manufacturing cost of sales	215,963,000	224,303,000	196,967,000
Direct operating expenses for gaming entertainment	84,795,000	83,075,000	79,452,000
Interest	111,740,000	123,575,000	128,566,000
Salaries and incentive compensation	78,337,000	95,027,000	79,439,000
Depreciation and amortization	54,429,000	53,228,000	53,692,000
Selling, general and other expenses	211,903,000	241,296,000	264,525,000
Total expenses	757,167,000	820,504,000	802,641,000
Income (loss) from continuing operations before income taxes and income (losses) related to associated companies	677,455,000	382,940,000	(287,892,000)
Income tax provision (benefit), current	30,637,000	20,143,000	7,200,000
Income tax provision (benefit), deferred	239,679,000	(1,157,111,000)
Income taxes	270,316,000	(1,136,968,000)	7,200,000
Income (loss) from continuing operations before income (losses) related to associated companies	407,139,000	1,519,908,000	(295,092,000)
Income (losses) related to associated companies, net of income tax provision (benefit) of $(218,321), $(5,745) and $25,567	(394,041,000)	380,766,000	780,236,000
Income from continuing operations	13,098,000	1,900,674,000	485,144,000
Income (loss) from discontinued operations, net of income tax (benefit) of $(1,072) , $(2,350) and $(57)	5,573,000	(21,435,000)	63,451,000
Gain on disposal of discontinued operations, net of income tax provision of $3,384, $0 and $0	6,285,000	60,997,000
Net income	24,956,000	1,940,236,000	548,595,000
Net (income) loss attributable to the noncontrolling interest	275,000	(924,000)	1,685,000
Net income attributable to Leucadia National Corporation common shareholders	25,231,000	1,939,312,000	550,280,000
Basic earnings (loss) per common share attributable to Leucadia National Corporation common shareholders:
Income from continuing operations	$ 0.05	$ 7.82	$ 2.02
Income (loss) from discontinued operations	$ 0.02	$ (0.09)	$ 0.26
Gain on disposal of discontinued operations	$ 0.03	$ 0.24
Net income	$ 0.10	$ 7.97	$ 2.28
Diluted earnings (loss) per common share attributable to Leucadia National Corporation common shareholders:
Income from continuing operations	$ 0.05	$ 7.70	$ 1.99
Income (loss) from discontinued operations	$ 0.02	$ (0.09)	$ 0.26
Gain on disposal of discontinued operations	$ 0.03	$ 0.24
Net income	$ 0.10	$ 7.85	$ 2.25
Amounts attributable to Leucadia National Corporation common shareholders:
Income from continuing operations, net of taxes	13,373,000	1,902,939,000	486,829,000
Income (loss) from discontinued operations, net of taxes	5,573,000	(21,435,000)	63,451,000
Gain on disposal of discontinued operations, net of taxes	6,285,000	57,808,000
Net income attributable to Leucadia National Corporation common shareholders	$ 25,231,000	$ 1,939,312,000	$ 550,280,000

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Significant Accounting Policies

12 Months Ended

Dec. 31, 2011

Significant Accounting Policies [Abstract]

Significant Accounting Policies

2.   Significant Accounting Policies:  

(a)      Critical Accounting Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("GAAP") requires the Company to make estimates and assumptions that affect the reported amounts in the financial statements and disclosures of contingent assets and liabilities.  On an on-going basis, the Company evaluates all of these estimates and assumptions.  The following areas have been identified as critical accounting estimates because they have the potential to have a significant impact on the Company's financial statements, and because they are based on assumptions which are used in the accounting records to reflect, at a specific point in time, events whose ultimate outcome won't be known until a later date.  Actual results could differ from these estimates.

Income Taxes - The Company records a valuation allowance to reduce its net deferred tax asset to the net amount that is more likely than not to be realized.  If in the future the Company determines that it is more likely than not that the Company will be able to realize its net deferred tax asset in excess of its net recorded amount, an adjustment to increase the net deferred tax asset would increase income in such period.  If in the future the Company were to determine that it would not be able to realize all or part of its recorded net deferred tax asset, an adjustment to decrease the net deferred tax asset would be charged to income in such period.  The Company is required to consider all available evidence, both positive and negative, and to weight the evidence when determining whether a valuation allowance is required and the amount of such valuation allowance.  Generally, greater weight is required to be placed on objectively verifiable evidence when making this assessment, in particular on recent historical operating results.

During 2010, the Company realized significant gains from the sale of certain investments, recorded significant unrealized gains in the fair values of other investments and began to experience modest improvement in the operating results in some business segments.  Additionally, the Company's cumulative taxable income for recent years became a positive amount, reflecting the realized gains on the sales of AmeriCredit Corp. ("ACF") and Cobre Las Cruces, S.A. ("Las Cruces") during the fourth quarter of 2010.  With this recent positive evidence the Company gave greater weight to its revised projections of future taxable income, which consider significant unrealized gains in its investment portfolio, and to its long-term historical ability to generate significant amounts of taxable income when assessing the amount of its required valuation allowance.  As a result, the Company was able to conclude that it is more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company's net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense on December 31, 2010.  In addition to its projections of future taxable income, the Company is relying upon the sale of investments that have unrealized gains before the NOLs expire and the corresponding reversal of related deferred tax liabilities to realize a portion of its net deferred tax asset.

The Company's estimate of future taxable income considers all available evidence, both positive and negative, about its operating businesses and investments, included an aggregation of individual projections for each significant operating business and investment, estimated apportionment factors for state and local taxing jurisdictions and included all future years that the Company estimated it would have available net operating loss carryforwards ("NOLs") (until 2029).  The Company believes that its estimate of future taxable income is reasonable but inherently uncertain, and if its current or future operations and investments generate taxable income different than the projected amounts, further adjustments to the valuation allowance are possible.  In addition to the reversal of deferred tax liabilities related to unrealized gains, the Company will need to generate approximately $4,600,000,000 of future U.S. pre-tax income to fully realize its net deferred tax asset.  The current balance of the deferred tax valuation allowance principally reserves for NOLs of certain subsidiaries that are not available to offset income generated by other members of the Company's consolidated tax return group.

The Company also records reserves for contingent tax liabilities based on the Company's assessment of the probability of successfully sustaining its tax filing positions.

Impairment of Long-Lived Assets – The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate, in management's judgment, that the carrying value of such assets may not be recoverable.  When testing for impairment, the Company groups its long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities (or asset group).  The determination of whether an asset group is recoverable is based on management's estimate of undiscounted future cash flows directly attributable to the asset group as compared to its carrying value.  If the carrying amount of the asset group is greater than the undiscounted cash flows, an impairment loss would be recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value.

One of the Company's real estate subsidiaries (MB1) had been the owner and developer of a mixed use real estate project located in Myrtle Beach, South Carolina.  The project was comprised of a retail center with approximately 346,000 square feet of retail space, 41,000 square feet of office space and 195 residential apartment rental units.  The acquisition and construction costs were funded by capital contributed by the Company and nonrecourse indebtedness with a balance of $100,524,000 at December 31, 2010, that was collateralized by the real estate.

During the second quarter of 2009, MB1 was unable to make scheduled payments under its interest rate swap agreement and received several default notices under its bank loan.  These events constituted a change in circumstances that caused the Company to evaluate whether the carrying amount of MB1's real estate asset was recoverable.  The Company prepared cash flow models and utilized a discounted cash flow technique to determine the fair value of MB1's real estate.  The most significant assumptions in the Company's cash flow models were the discount rate (11%) and the capitalization rate used to estimate the selling price of the retail center (9%); these rates were selected based on published reports of market conditions for similar properties.  Based on its evaluation, the Company recorded an impairment charge of $67,826,000 during the second quarter of 2009 (classified as selling, general and other expenses).  Although MB1's bank loan matured in October 2009, it was not repaid since MB1 did not have sufficient funds and the Company was under no obligation to provide the funds to MB1 to pay off the loan.

During the second quarter of 2010, MB1 entered into an agreement with its lenders under which, among other things, MB1 agreed not to interfere with or oppose foreclosure proceedings and the lenders agreed to release MB1 and various guarantors of the loan.  A receiver was put in place at the property, foreclosure proceedings commenced and an auction of the property was conducted; however, the Company was informed during the fourth quarter of 2010 that the highest bidder for the property failed to close.  In December 2010, the Company was invited to make a bid for the property, with the condition that a foreclosure sale to the Company must close as soon as possible without any due diligence period, which new bidders for the property would require.  A subsidiary of the Company offered $19,275,000 for the property (including net working capital amounts); the offer was accepted and the foreclosure sale closed on January 7, 2011.

As a result of the failure of the initial buyer to purchase the property and the subsequent sale to the Company in 2011, the Company concluded that the carrying value of the property was further impaired at December 31, 2010; accordingly, the Company recorded an additional impairment charge in 2010 of $47,074,000 to reflect the property at its fair value of $18,094,000.  At closing in 2011, MB1 was released from any remaining liability under the bank loan; accordingly, the remaining balance due after payment of the purchase price ($81,848,000) was recognized in other income in 2011.  Including the cash paid in the foreclosure sale, the Company's cumulative net cash investment in this project is $85,595,000.

There were no significant impairment charges recorded during 2011.  During 2010, the Company recorded impairment charges in selling, general and other expenses of $2,357,000 for another real estate project and $1,449,000 in the corporate segment for one of its corporate aircraft that was later sold.  In 2009, the Company recorded impairment charges in selling, general and other expenses of $2,563,000 related to its manufacturing segment (primarily Idaho Timber) and $3,646,000 related to its real estate segment.

Current economic conditions have adversely affected most of the Company's operations and investments.  A worsening of current economic conditions or a prolonged recession could cause a decline in estimated future cash flows expected to be generated by the Company's operations and investments.  If future undiscounted cash flows are estimated to be less than the carrying amounts of the asset groups used to generate those cash flows in subsequent reporting periods, particularly for those with large investments in intangible assets and property and equipment (for example, beef processing, manufacturing, gaming entertainment, real estate and certain associated company investments), impairment charges would have to be recorded.

Impairment of Equity Method Investments – The Company evaluates equity method investments for impairment when operating losses or other factors may indicate a decrease in value which is other than temporary.  For investments in investment partnerships that are accounted for under the equity method, the Company obtains from the investment partnership financial statements, net asset values and other information on a quarterly basis and annual audited financial statements.  On a quarterly basis, the Company also makes inquiries and discusses with investment managers whether there were significant procedural, valuation, composition and other changes at the investee.  Since these investment partnerships record their underlying investments at fair value, after application of the equity method the carrying value of the Company's investment is equal to its share of the investees' underlying net assets at their fair values.  Absent any unusual circumstances or restrictions concerning these investments, which would be separately evaluated, it is unlikely that any additional impairment charge would be required.

For equity method investments in operating businesses, the Company considers a variety of factors including economic conditions nationally and in their geographic areas of operation, adverse changes in the industry in which they operate, declines in business prospects, deterioration in earnings, increasing costs of operations and other relevant factors specific to the investee.  Whenever the Company believes conditions or events indicate that one of these investments might be significantly impaired, the Company will obtain from such investee updated cash flow projections and impairment analyses of the investee assets.  The Company will use this information and, together with discussions with the investee's management, evaluate if the book value of its investment exceeds its fair value, and if so and the situation is deemed other than temporary, record an impairment charge.

The Company has a joint venture agreement with Garff Enterprises, Inc., pursuant to which the joint venture has acquired various automobile dealerships ("Garcadia").  During the second quarter of 2009, the Company's equity in losses of Garcadia included impairment charges for goodwill and other intangible assets aggregating $32,348,000.  Garcadia's automobile dealerships had been adversely impacted by general economic conditions, and the bankruptcy filings by two of the three largest U.S. automobile manufacturers was a change in circumstances that caused Garcadia to evaluate the recoverability of its goodwill and other intangible assets.  Garcadia prepared discounted cash flow projections for each of its dealerships and concluded that the carrying amount of its goodwill and other intangible assets was impaired.

Impairment of Securities - Declines in the fair value of equity securities considered to be other than temporary and declines in the fair values of debt securities related to credit losses are reflected in net securities gains (losses) in the consolidated statements of operations.  The Company evaluates its investments for impairment on a quarterly basis.

The Company's determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information; GAAP requires the exercise of judgment in making this assessment, rather than the application of fixed mathematical criteria.  The various factors that the Company considers in making its determination are specific to each investment. For publicly traded debt and equity securities, the Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment.  For investments in private equity funds and non-public securities, the Company bases its determination upon financial statements, net asset values and/or other information obtained from fund managers or investee companies.

The Company recorded the following impairment charges for securities in the consolidated statement of operations during the three year period ended December 31, 2011 (in thousands):

	2011		2010		2009
Publicly traded securities	$	3,243	$	–	$	14,384
Non-public securities and private equity funds		8		767		2,224
Non-agency mortgage-backed bond securitizations		335		1,707		14,812
Totals	$	3,586	$	2,474	$	31,420

The Company's assessment involves a high degree of judgment and accordingly, actual results may differ significantly from the Company's estimates and judgments.

Credit Quality of Financing Receivables and Allowance for Credit Losses – The Company's operating subsidiaries do not provide financing to their customers in the ordinary course of business.  However, the Company does have a 13 year unsecured zero-coupon note of FMG Chichester Pty Ltd ("FMG"), which had a balance of $40,801,000 at December 31, 2011 (see Note 6), that meets the accounting definition of a finance receivable.  The Company exercises judgment in evaluating the credit risk and collectability of this note.  This assessment was made prior to the inception of the credit exposure and continues to be made at regular intervals.  The various factors that the Company considers in making its assessment include the current and projected financial condition of FMG, the Company's collection experience and the length of time until the note becomes due.  As a result of its assessment, the Company concluded that an allowance for credit losses was not required as of December 31, 2011.

Business Combinations - At acquisition, the Company allocates the cost of a business acquisition to the specific tangible and intangible assets acquired and liabilities assumed based upon their fair values.  Significant judgments and estimates are often made by the Company's management to determine these values, and may include the use of appraisals, consideration of market quotes for similar transactions, use of discounted cash flow techniques or consideration of other information the Company believes to be relevant.  The finalization of the purchase price allocation will typically take a number of months to complete, and if final values are significantly different from initially recorded amounts adjustments to prior periods may be required.  Any excess of the cost of a business acquisition over the fair values of the net assets and liabilities acquired is recorded as goodwill, which is not amortized to expense.  If the fair values of the net assets and liabilities acquired are greater than the purchase price, the excess is treated as a bargain purchase and recognized in income.  Recorded goodwill of a reporting unit is required to be tested for impairment on an annual basis, and between annual testing dates if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its net book value.  At December 31, 2011, the book value of goodwill was $18,119,000 and was not impaired.

Subsequent to the finalization of the purchase price allocation, any adjustments to the recorded values of acquired assets and liabilities would be reflected in the Company's consolidated statement of operations.  Once final, the Company is not permitted to revise the allocation of the original purchase price, even if subsequent events or circumstances prove the Company's original judgments and estimates to be inaccurate.  In addition, long-lived assets recorded in a business combination like property and equipment, intangibles and goodwill may be deemed to be impaired in the future resulting in the recognition of an impairment loss.  The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations for many years into the future.

Use of Fair Value Estimates - Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Further, a fair value hierarchy prioritizes inputs to valuation techniques into three broad levels.  The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), the next priority to inputs that don't qualify as Level 1 inputs but are nonetheless observable, either directly or indirectly, for the particular asset or liability (Level 2), and the lowest priority to unobservable inputs (Level 3).

Over 92% of the Company's investment portfolio is classified as available for sale securities, which are carried at estimated fair value in the Company's consolidated balance sheet.  The estimated fair values are principally based on publicly quoted market prices (Level 1 inputs), which can rise or fall in reaction to a wide variety of factors or events, and as such are subject to market-related risks and uncertainties.  The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA), which are carried on the balance sheet at their estimated fair value of $622,191,000 at December 31, 2011.  Although the markets that these types of securities trade in are generally active, market prices are not always available for the identical security.  The fair value of these investments are based on observable market data including benchmark yields, reported trades, issuer spreads, benchmark securities, bids and offers.  These estimates of fair value are considered to be Level 2 inputs, and the amounts realized from the disposition of these investments has not been significantly different from their estimated fair values.

The Company also has a segregated portfolio of non-agency mortgage-backed securities which are carried on the balance sheet at their estimated fair value of $39,839,000 at December 31, 2011.  Although these securities trade in brokered markets, the market for these securities is sometimes inactive.  The fair values of these investments are based on bid and ask prices, quotes obtained from independent market makers and pricing services.  These estimates of fair values are also considered to be Level 2 inputs.

Contingencies - The Company accrues for contingent losses when the contingent loss is probable and the amount of loss can be reasonably estimated.  Estimates of the likelihood that a loss will be incurred and of contingent loss amounts normally require significant judgment by management, can be highly subjective and are subject to significant change with the passage of time as more information becomes available.  Estimating the ultimate impact of litigation matters is inherently uncertain, in particular because the ultimate outcome will rest on events and decisions of others that may not be within the power of the Company to control.  The Company does not believe that any of its current litigation will have a significant adverse effect on its consolidated financial position, results of operations or liquidity; however, if amounts paid at the resolution of litigation are in excess of recorded reserve amounts, the excess could be significant in relation to results of operations for that period.  As of December 31, 2011, the Company's accrual for contingent losses was not significant.

(b)      Consolidation Policy:  The consolidated financial statements include the accounts of the Company, all variable interest entities of which the Company or a subsidiary is the primary beneficiary, and all majority-controlled entities that are not variable interest entities.  The Company considers special allocations of cash flows and preferences, if any, to determine amounts allocable to noncontrolling interests.  All intercompany transactions and balances are eliminated in consolidation.

Associated companies include equity interests in other entities that are accounted for under the equity method of accounting.  These include investments in corporations that the Company does not control but has the ability to exercise significant influence and investments in limited partnerships in which the Company's interest is more than minor.

(c)      Cash Equivalents:  The Company considers short-term investments, which have maturities of less than three months at the time of acquisition, to be cash equivalents.  Cash and cash equivalents include short-term investments of $2,691,000 and $310,901,000 at December 31, 2011 and 2010, respectively.

(d)      Investments:  At acquisition, marketable debt and equity securities are designated as either i) held to maturity, which are carried at amortized cost, ii) trading, which are carried at estimated fair value with unrealized gains and losses reflected in results of operations, or iii) available for sale, which are carried at estimated fair value with unrealized gains and losses reflected as a separate component of equity, net of taxes.  Equity securities that do not have readily determinable fair values are carried at cost.  The cost of securities sold is based on average cost.  Held to maturity investments are made with the intention of holding such securities to maturity, which the Company has the ability to do.

(e)      Property, Equipment and Leasehold Improvements:  Property, equipment and leasehold improvements are stated at cost, net of accumulated depreciation and amortization.  Depreciation and amortization are provided principally on the straight-line method over the estimated useful lives of the assets or, if less, the term of the underlying lease.

(f)      Revenue Recognition: Revenues are recognized when the following conditions are met: (1) collectibility is reasonably assured; (2) title to the product has passed or the service has been rendered and earned; (3) persuasive evidence of an arrangement exists; and (4) there is a fixed or determinable price.  National Beef's revenues are recognized based on the terms of the sale, which for beef processing operations is typically upon delivery to customers. Manufacturing revenues are recognized when title passes, which for Idaho Timber is generally upon the customer's receipt of the goods and for Conwed Plastics upon shipment of goods.  Gaming entertainment revenues consist of casino gaming, hotel, food and beverage, and entertainment revenues.  Casino gaming revenue is the aggregate of gaming wins and losses, reduced for the cash value of rewards earned by customers based on their level of play on slot machines.  Hotel, food and beverage, and entertainment revenues are recognized as services are performed.  Revenue from the sale of real estate is generally recognized when title passes; however, if the Company is obligated to make improvements to the real estate subsequent to closing, a portion of revenues are deferred and recognized under the percentage of completion method of accounting.  

(g)      Inventories and Cost of Sales: National Beef's inventories consist primarily of meat products and supplies, and are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method for meat products and average cost for supplies.

Manufacturing inventories are stated at the lower of cost or market, with cost principally determined under the first-in-first-out method.  Manufacturing cost of sales principally includes product and manufacturing costs, inbound and outbound shipping costs and handling costs.

Direct operating expenses for gaming entertainment include expenses relating to casino gaming, hotel, food and beverage, and entertainment, which primarily consists of employees' compensation and benefits, cost of sales related to food and beverage sales, marketing and advertising, gaming taxes, insurance, supplies, license fees and royalties.  

(h)      Research and Development Costs:  Research and development costs are expensed as incurred.

(i)      Income Taxes:  The Company provides for income taxes using the liability method.  The Company records interest and penalties, if any, with respect to uncertain tax positions as components of income tax expense.

(j)      Derivative Financial Instruments:  The Company reflects its derivative financial instruments in its balance sheet at fair value.  National Beef uses futures and forward contracts in order to reduce its exposure to changing commodity prices. In addition, the Company has from time to time utilized derivative financial instruments to manage the impact of changes in interest rates on certain debt obligations, hedge net investments in foreign subsidiaries and manage foreign currency risk on certain available for sale securities; however, none are currently outstanding.  Although the Company believes that its derivative financial instruments help mitigate certain market risks, they do not meet the effectiveness criteria under GAAP, and therefore are not accounted for as hedges.

(k)      Translation of Foreign Currency:  Foreign currency denominated investments and financial statements are translated into U.S. dollars at current exchange rates, except that revenues and expenses are translated at average exchange rates during each reporting period; resulting translation adjustments are reported as a component of shareholders' equity.  Net foreign exchange transaction losses were $202,000 for 2011, $511,000 for 2010 and $335,000 for 2009.

(l)      Share-Based Compensation:   The cost of all share-based payments to employees, including grants of employee stock options and warrants, is recognized in the financial statements based on their fair values.  The cost is recognized as an expense over the vesting period of the award.  The fair value of each award is estimated at the date of grant using the Black-Scholes option pricing model.

(m)    Related Party Transactions:  National Beef regularly enters into various transactions with an affiliate of NBPCo Holdings, LLC ("NBPCo Holdings"), and has entered into a cattle supply agreement with U.S. Premium Beef, LLC ("USPB"), entities that sold a substantial portion of their ownership in National Beef to the Company and are the owners of redeemable noncontrolling interests in National Beef.  National Beef sells product to and purchases material from a company affiliated with NBPCo Holdings in the ordinary course of business; transactions are based upon prevailing market prices on terms that could be obtained from an unaffiliated party.  National Beef and USPB are parties to a cattle supply agreement pursuant to which National Beef has agreed to purchase through USPB from the members of USPB 735,385 head of cattle per year (subject to adjustment), based on pricing grids furnished by National Beef to the members of USPB.  National Beef believes the pricing grids are based on terms that could be obtained from an unaffiliated party.  The cattle supply agreement is for an initial five year term, with automatic one year extensions on each annual anniversary date of the Company's acquisition of National Beef, unless either party provides a notice not to extend sixty days prior to the annual anniversary date.

(n)      Recently Issued Accounting Standards:  In April 2011, the Financial Accounting Standards Board ("FASB") issued guidance to improve the accounting for repurchase agreements and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity.  The amendments remove from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and the collateral maintenance implementation guidance related to that criterion.  The guidance, which is effective for the first interim or annual period beginning on or after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

In May 2011, the FASB issued guidance to improve the comparability of fair value measurements presented and disclosed in financial statements issued in accordance with GAAP and International Financial Reporting Standards.  The amendment includes requirements for measuring fair value and for disclosing information about fair value measurements, but does not require additional fair value measurements and is not intended to establish valuation standards or affect valuation practices outside of financial reporting.  The guidance, which is effective during interim or annual periods beginning after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

In June 2011, the FASB issued amended guidance on the presentation of comprehensive income.  This new accounting guidance eliminates the current option to report other comprehensive income and its components in the statement of changes in equity; instead, it requires the presentation of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  This new accounting guidance was implemented in these consolidated financial statements and applied retrospectively.  Its adoption changed the presentation of the Company's consolidated financial statements but did not have any impact on its consolidated financial position, results of operations or cash flows.

 

In September 2011, the FASB issued guidance to simplify how entities test for goodwill impairment. This amendment permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The guidance, which is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, is not expected to have a significant impact on the Company's consolidated financial statements.

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Nature Of Operations

12 Months Ended

Dec. 31, 2011

Nature Of Operations [Abstract]

Nature Of Operations

1.   Nature of Operations:

The Company is a diversified holding company engaged through its consolidated subsidiaries in a variety of businesses, including beef processing, manufacturing, gaming entertainment, real estate activities, medical product development and winery operations.  The Company also has significant investments in the common stock of Jefferies Group, Inc. ("Jefferies"), a full service investment bank and Mueller Industries, Inc. ("Mueller"), a leading manufacturer of copper, brass, plastic, and aluminum products, both of which are accounted for at fair value.  The Company owns equity interests in operating businesses which are accounted for under the equity method of accounting, including a broker-dealer engaged in making markets and trading of high yield and special situation securities, and a commercial mortgage origination and servicing business.  The Company continuously evaluates the retention and disposition of its existing operations and investments and frequently investigates the acquisition of new businesses.  Changes in the mix of the Company's businesses and investments should be expected.

The beef processing operations are conducted by National Beef Packing Company, LLC ("National Beef"), the Company's 78.9% owned subsidiary, which was acquired on December 30, 2011.  Since National Beef's operating activities subsequent to the acquisition during 2011 were not significant they have not been included in the Company's 2011 consolidated statement of operations.  National Beef processes, packages and delivers fresh and frozen beef and beef by-products for sale to customers in the U.S. and international markets.  National Beef's products include boxed beef, ground beef, hides, tallow, and other beef and beef by-products. The products are marketed to retailers, food service providers, distributors, further processors, and the U.S. military. National Beef is based in Kansas City, Missouri and operates three beef processing facilities, two case-ready facilities and a wet blue tanning facility, all located in the U.S.

The manufacturing operations are conducted through Idaho Timber, LLC ("Idaho Timber") and Conwed Plastics, LLC ("Conwed Plastics").  Idaho Timber's principal product lines include remanufacturing dimension lumber; remanufacturing, bundling and bar coding of home center boards for large retailers; and production of 5/4" radius-edge, pine decking.  Idaho Timber also manufactures and/or distributes a number of other specialty wood products.  Idaho Timber operates nine facilities located in the U.S.

Conwed Plastics manufactures and markets lightweight plastic netting used for a variety of purposes including, among other things, building and construction, erosion control, packaging, agricultural, carpet padding, filtration and consumer products.  Conwed Plastics manufacturing segment has four domestic manufacturing facilities, and it owns and operates a manufacturing and sales facility in Belgium.

The gaming entertainment business is conducted through Premier Entertainment Biloxi LLC ("Premier").  Premier owns the Hard Rock Hotel & Casino Biloxi ("Hard Rock Biloxi") located in Biloxi, Mississippi.

The domestic real estate operations include a mixture of commercial properties, residential land development projects and other unimproved land.

The Company's medical product development operations are conducted through its majority-owned subsidiary, Sangart, Inc. ("Sangart").  Sangart is developing a product called MP4OX, which is a solution of cell-free hemoglobin administered intravenously to provide rapid oxygen delivery to oxygen deprived tissues.

The winery operations consist of four wineries, Pine Ridge Vineyards in Napa Valley, California, Archery Summit in the Willamette Valley of Oregon, Chamisal Vineyards in the Edna Valley of Californiaand Seghesio Family Vineyards in Healdsburg, California, and a vineyard development project in the Columbia Valley of Washington.  The wineries primarily produce and sell wines in the premium, ultra premium and luxury segments of the premium table wine market.

Certain amounts for prior periods have been reclassified to be consistent with the 2011 presentation.

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Indebtedness

12 Months Ended

Dec. 31, 2011

Indebtedness [Abstract]

Indebtedness

13.      Indebtedness:

The principal amount, stated interest rate and maturity date of outstanding debt at December 31, 2011 and 2010 are as follows (dollars in thousands):

	2011			2010
Parent Company Debt:
Senior Notes:
7 ¾% Senior Notes due 2013, less debt discount of $99 and $154	$	94,401		$	94,346
7% Senior Notes due 2013, net of debt premium of $218 and $340		312,463			312,585
8 1/8% Senior Notes due 2015, less debt discount of $4,256 and $5,437		454,385			474,563
7 1/8% Senior Notes due 2017		423,140			478,000
Subordinated Notes:
3 ¾% Convertible Senior Subordinated Notes due 2014		97,581			97,581
8.65% Junior Subordinated Deferrable Interest Debentures due 2027		88,204			89,554
Subsidiary Debt:
Term loans		323,750			–
Revolving credit facility		92,103			–
Aircraft financing due 2011		–			32,881
Capital leases due 2012 through 2015 with a weighted-average
interest rate of 5.7%		5,301			57
Other due 2012 through 2029 with a weighted-average interest rate of .2%		12,325			100,539
Total debt		1,903,653			1,680,106
Less:  current maturities		(29,264	)		(133,451	)
Long-term debt	$	1,874,389		$	1,546,655

Parent Company Debt:

The Board of Directors has authorized the Company, from time to time, to purchase its outstanding debt securities through cash purchases in open market transactions, privately negotiated transactions or otherwise.  Such purchases, if any, depend upon prevailing market conditions, the Company's liquidity requirements and other factors; such purchases may be commenced or suspended at any time without notice.  Principal amounts purchased during the last three years are as follows (dollars in thousands):

F-29

	2011		2010		2009
7 ¾% Senior Notes	$	–	$	5,500	$	–
7% Senior Notes		–		27,200		35,555
8 1/8% Senior Notes		21,359		20,000		–
7 1/8% Senior Notes		54,860		22,000		–
8.65% Junior Subordinated Deferrable Interest Debentures		1,350		2,146		6,500
Total	$	77,569	$	76,846	$	42,055

As a result of the purchases, the Company recognized pre-tax losses of $6,352,000 and $5,138,000 for the years ended December 31, 2011 and 2010, respectively, which are reflected in selling, general and other expenses, and recognized pre-tax gains of $6,693,000 for the year ended December 31, 2009, which are reflected in investment and other income.

In January 2012, the Company called for redemption the Senior Notes due 2017 and the Junior Subordinated Deferrable Interest Debentures due 2027 pursuant to pre-existing call rights.  Excluding accrued interest the Company will pay an aggregate of $528,308,000 to redeem the bonds in March 2012.

In April 2004, the Company sold $350,000,000 principal amount of its 3¾% Convertible Senior Subordinated Notes due 2014 in a private placement transaction.  The notes are convertible into the Company's common shares at $22.55 per share at any time before their maturity, subject to certain restrictions contained in the notes, at a conversion rate of 44.3459 shares per each $1,000 principal amount of notes subject to adjustment.  Such amount reflects an adjustment to the conversion price as a result of the dividends paid in December 2011 and 2010.  Future cash dividends will reduce the conversion price per share by the amount of the dividend paid per share.  At December 31, 2011, the notes are convertible into an aggregate of 4,327,317 shares.

Pursuant to privately negotiated transactions to induce conversion, the Company issued 5,378,606 common shares upon the conversion of $123,529,000 principal amount of the notes during 2009.  The number of common shares issued was in accordance with the terms of the notes; however, the Company paid the former noteholders $25,990,000 to induce conversion.  The additional cash payments were recorded as selling, general and other expenses.

The Company's senior note indentures contain covenants that restrict its ability to incur more Indebtedness or issue Preferred Stock of Subsidiaries unless, at the time of such incurrence or issuance, the Company meets a specified ratio of Consolidated Debt to Consolidated Tangible Net Worth, limit the ability of the Company and Material Subsidiaries to incur, in certain circumstances, Liens, limit the ability of Material Subsidiaries to incur Funded Debt in certain circumstances, and contain other terms and restrictions all as defined in the senior note indentures.  The Company has the ability to incur substantial additional indebtedness or make distributions to its shareholders and still remain in compliance with these restrictions.  If the Company is unable to meet the specified ratio, the Company would not be able to issue additional Indebtedness or Preferred Stock, but the Company's inability to meet the applicable ratio would not result in a default under its senior note indentures.  The senior note indentures do not restrict the payment of dividends.

Subsidiary Debt:

At December 31, 2011, National Beef's credit facility consisted of a $323,750,000 outstanding term loan and a revolving line of credit of up to $250,000,000; any amounts outstanding under the facility mature in June 2016.  The term loan requires quarterly principal payments of $9,250,000.  The term loan and the revolving credit facility bear interest at the Base Rate or the LIBOR Rate (as defined in the credit facility), plus a margin ranging from .75% to 2.50% depending upon certain financial ratios and the rate selected.  At December 31, 2011, the interest rate on the term loan was 2.1% and the interest rate in the revolving credit facility was 2.2%.  The credit facility is secured by a first priority lien on substantially all of the assets of National Beef and its subsidiaries.

Borrowings under the revolving credit facility are available for National Beef's working capital requirements, capital expenditures and other general corporate purposes.  Unused capacity under the facility can also be used to issue letters of credit; letters of credit aggregating $22,976,000 were outstanding at December 31, 2011.  Amounts available under the revolver are subject to a borrowing base calculation primarily comprised of receivable and inventory balances.  At December 31, 2011, after deducting outstanding amounts and issued letters of credit the remainder of the unused revolver was fully available to National Beef.

The credit facility contains customary covenants relating to National Beef and its subsidiaries, including restrictions on  distributions, mergers, asset sales, investments, acquisitions, encumbrances, affiliate transactions and other matters.  The ability of National Beef and its subsidiaries to engage in other business, incur debt or grant liens is also restricted.  National Beef is also required to maintain a minimum Adjusted Net Worth, a maximum Funded Debt Ratio and minimum Fixed Charge Coverage Ratio, all as defined in the credit facility.  At December 31, 2011, National Beef met all of these requirements.

During 2001, a subsidiary of the Company borrowed $53,100,000 collateralized by certain of its corporate aircraft.  The debt matured during 2011.  Other subsidiary debt at December 31, 2011 principally includes Industrial Revenue Bonds of National Beef ($12,245,000). Other subsidiary debt at December 31, 2010 principally included debt secured by MB1's real estate development project ($100,524,000).

Excluding repurchase agreements discussed below, at December 31, 2011, $1,786,858,000 of consolidated assets (primarily inventory, receivables, property and equipment and intangibles) are pledged for indebtedness aggregating $433,399,000, principally for amounts due under National Beef's credit facility.

The aggregate annual mandatory redemptions of debt during the five year period ending December 31, 2016 are as follows:  2012 - $29,264,000; 2013 - $445,305,000; 2014 - $136,888,000; 2015 - $499,071,000; and 2016 - $283,918,000.  Aggregate annual mandatory redemptions of debt do not include bonds called for redemption in 2012.

Securities Sold Under Agreements to Repurchase:

Securities sold under agreements to repurchase are accounted for as collateralized financing transactions.  At December 31, 2011, these fixed rate repurchase agreements have a weighted-average interest rate of approximately 0.3%, mature in January 2012 and are collateralized by non-current investments.  The non-current investments are adjustable rate mortgage pass-through certificates issued by U.S. Government-Sponsored Enterprises (FHLMC or FNMA).  This portfolio has a weighted-average life of approximately 5 years and a duration of .76 at December 31, 2011.

The weighted-average interest rate on short-term borrowings (primarily consisting of securities sold under agreements to repurchase) was .3% and .4% at December 31, 2011 and 2010, respectively.

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Intangible Assets, Net And Goodwill

12 Months Ended

Dec. 31, 2011

Intangible Assets, Net And Goodwill [Abstract]

Intangible Assets, Net And Goodwill

9.      Intangible Assets, Net and Goodwill:

A summary of these assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Intangibles:
Customer and other relationships, net of accumulated
amortization of $41,958 and $39,051	$	426,603	$	23,338
Trademarks and tradename, net of accumulated amortization of
$1,527 and $791		278,024		1,210
Cattle supply contracts		143,500		–
Licenses, net of accumulated amortization of $2,917 and $2,328		9,081		9,670
Other, net of accumulated amortization of $5,095 and $2,650		1,262		267
Goodwill		18,119		8,151
	$	876,589	$	42,636

Amortization expense on intangible assets was $7,103,000, $8,401,000 and  $7,657,000 for the years ended December 31, 2011, 2010 and 2009, respectively.  The estimated aggregate future amortization expense for the intangible assets for each of the next five years is as follows:  2012 - $52,347,000; 2013 - $52,196,000 ; 2014 - $52,156,000; 2015 - $49,363,000; and 2016 - $48,438,000.

At December 31, 2011, goodwill in the above table related to National Beef ($8,915,000), Conwed Plastics ($8,151,000) and the winery operations ($1,053,000).  At December 31, 2010, all of the goodwill related to Conwed Plastics.  All of the goodwill is deductible for income tax purposes.

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Investments (Narrative) (Details) (USD $)	1 Months Ended	12 Months Ended					1 Months Ended		12 Months Ended		1 Months Ended
	Jan. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Inmet Mining Corporation [Member]	Dec. 31, 2010 Inmet Mining Corporation [Member]	Jul. 31, 2007 Fortescue [Member]	Aug. 31, 2006 Fortescue [Member]	Dec. 31, 2011 Fortescue [Member]	Dec. 31, 2010 Fortescue [Member]	Aug. 31, 2006 Zero-Coupon Note [Member] Fortescue [Member]	Dec. 31, 2011 Zero-Coupon Note [Member] Fortescue [Member] Y
Schedule of Investments [Line Items]
Investments owned at cost							$ 44,217,000	$ 408,030,000
Shares acquired							13,986,000	264,000,000
Investment in note receivable								100,000,000				100,000,000
Common shares sold	100,000,000								117,400,000	30,000,000
Proceeds from sale of investments	506,490,000								732,217,000	121,498,000
Net securities gains (losses) on investments	417,887,000	641,476,000	179,494,000	(21,106,000)					628,197,000	94,918,000
Shares held of common stock					11,042,413	11,042,413			130,586,000
Percentage of outstanding shares					15.90%
Percentage of iron ore revenue, net of government royalties, that is used to calculate interest on note									4.00%	4.00%
Deferred interest payments, interest rate										9.50%
Discount rate on note receivable									12.50%	12.50%	12.50%
Prepaid mining interest									152,521,000	164,321,000
FMG note aggregate book value									290,415,000	276,148,000
Zero-coupon note maturity term, years												13
Securities owned and pledged as collateral			$ 4,615,000

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Discontinued Operations

12 Months Ended

Dec. 31, 2011

Discontinued Operations [Abstract]

Discontinued Operations

5.     Discontinued Operations:

In August 2010, the Company sold its operating retail shopping center in Long Island, New York for cash consideration of $17,064,000 and recorded a pre-tax and after tax gain on sale of discontinued operations of $4,526,000.  The Company has not classified this business' historical results of operations or its assets and liabilities as discontinued operations because such amounts were not significant.

In September 2010, the Company sold ResortQuest for net cash consideration of $52,371,000 and recorded a pre-tax and after tax gain on sale of discontinued operations of $35,367,000.  As a result, the Company's property management and services segment has been classified as a discontinued operation.

In October 2010, the Company sold STi Prepaid for aggregate consideration of $20,000,000, which was scheduled to be paid over a 26 month period, and classified the telecommunications segment as a discontinued operation.  The Company reported a pre-tax and after tax gain of $21,104,000 in 2010 on sale of discontinued operations equal to the Company's negative net investment in STi Prepaid ($19,255,000) and cash payments received from the buyer.  During 2011, additional final payments were received from the buyer and the Company recognized a gain from discontinued operations of $9,669,000.

In 2010, the Company classified its power production business that burns waste biomass to produce electricity as a held for sale discontinued operation and recorded a charge of $25,321,000 to reduce the carrying amount of the business to its fair value.  The power production business was previously classified in the other operations segment, and the impairment charge reduced the carrying amount of property, equipment and leasehold improvements, net and intangible assets to zero.

When the power production facility was originally acquired for $4,567,000 it was not operating and the original intent was to invest additional funds to rehabilitate the facility and bring it up to nameplate capacity.  Despite rehabilitation funding in excess of amounts originally planned, ongoing equipment problems resulted in a failure to bring the facility up to capacity and higher operating costs.  The cost of the waste biomass required to produce electricity also increased, and the business would have required additional funding to continue operating during 2011.  As a result, in 2010 the Company decided to sell the business rather than continue to fund operating losses in the hope that production improvements and/or waste material price decreases would make the facility profitable.

In the third quarter of 2012, the Company entered into an agreement to sell Keen for aggregate consideration of $137,500,000; the sale closed in October 2012.  As a result, the Company's oil and gas drilling services segment has been classified as a discontinued operation.  Pre-tax income from discontinued operations for 2009 reflects a gain of $49,345,000 resulting from a bargain purchase.

A summary of the results of discontinued operations for ResortQuest, STi Prepaid, Keen and the power production business is as follows for the three years ended December 31, 2011 (in thousands):

	2011			2010			2009
Revenues and other income:
Telecommunications	$	–		$	276,253		$	426,027
Oil and gas drilling services		133,782			116,542			11,102
Property management and service fees		–			87,039			112,796
Investment and other income		3,316			10,545			54,328
		137,098			490,379			604,253
Expenses:
Cost of sales - telecommunications		–			235,943			363,885
Direct operating expenses:
Oil and gas drilling services		100,639			93,281			8,830
Property management and services		–			62,595			92,421
Interest		141			1,249			237
Salaries and incentive compensation		5,445			15,364			17,153
Depreciation and amortization		21,051			32,531			11,541
Selling, general and other expenses		10,011			84,841			73,267
		137,287			525,804			567,334
Income (loss) from discontinued
operations before income taxes		(189	)		(35,425	)		36,919
Income tax benefit		(1,072	)		(2,350	)		(57	)
Income (loss) from discontinued
operations after income taxes	$	883		$	(33,075	)	$	36,976

During 2011, 2010 and 2009, the Company received and recognized as income from discontinued operations distributions totaling $4,690,000, $11,640,000 and $11,253,000, respectively, from its subsidiary, Empire Insurance Company ("Empire"), which has been undergoing a voluntary liquidation since 2001.  The Company had classified Empire as a discontinued operation in 2001 and fully wrote-off its remaining book value based on its expected future cash flows at that time.  Although Empire no longer writes any insurance business, its orderly liquidation over the years has resulted in reductions to its estimated claim reserves that enabled Empire to pay the distributions, with the approval of the New York Insurance Department.  For income tax purposes, the payments are treated as non-taxable distributions paid by a subsidiary.  Since future distributions from Empire, if any, are subject to New York insurance law or the approval of the New York Insurance Department, income will only be recognized when received.

During 2009, the Company received 636,300 of its common shares in connection with the resolution of a lawsuit related to its former subsidiary, WilTel Communications Group, Inc. ("WilTel"), and recorded income from discontinued operations of $15,222,000 based on the market value of the common shares.  These shares were originally issued in connection with the acquisition of WilTel in 2003, and had been held in a fund for certain claims made against WilTel prior to the Company's ownership.  The resolution of the lawsuit found that the claimants were not entitled to the shares and they were returned to the Company.

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Fair Value Of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2011

Dec. 31, 2010

Fair Value Of Financial Instruments [Abstract]

Schedule Of Assets And Liabilities Measured On Recurring Basis At Fair Value

	December 31, 2011
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other  Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	139,952		$	139,952		$	–
All other corporates		5,719			5,719			–
Other		306			–			306
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government-Sponsored Enterprises		622,191			–			622,191
All other corporates		66,542			26,703			39,839
Equity securities:
Common stocks:
Banks, trusts and insurance companies		50,971			50,971			–
Industrial, miscellaneous and all other		1,313,688			1,313,688			–
Other		501			–			501
Investments in associated companies		1,198,029			1,198,029			–
Total	$	3,397,899		$	2,735,062		$	662,837
Commodity contracts - other current assets	$	3,816		$	88		$	3,728
Other current liabilities:
Commodity contracts	$	(2,802	)	$	–		$	(2,802	)
Other		(955	)		(955	)		–
Total	$	(3,757	)	$	(955	)	$	(2,802	)

	December 31, 2010
				Fair Value Measurements Using
	Total Fair Value Measurements			Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)
Investments classified as current assets:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies	$	247,017		$	247,017		$	–
All other corporates		6,572			6,324			248
Non-current investments:
Investments available for sale:
Bonds and notes:
U.S. Government and agencies		7,716			–			7,716
U.S. Government-Sponsored Enterprises		823,383			–			823,383
All other corporates		192,533			150,193			42,340
Equity securities:
Common stocks:
Banks, trusts and insurance companies		49,276			49,276			–
Industrial, miscellaneous and all other		2,593,331			2,593,331			–
Investments in associated companies		1,314,227			1,314,227			–
Total	$	5,234,055		$	4,360,368		$	873,687
Other current liabilities	$	(2,413	)	$	(1,878	)	$	(535	)

Schedule Of Assets And Liabilities Measured On Nonrecurring Basis At Fair Value

	December 31, 2010
			Fair Value Measurements Using
	Total Fair Value Measurements		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-lived assets held and used (a)	$	20,600	$	–	$	20,600	$	–
Long-lived assets held for sale (b)		7,000		–		7,000		–
Other non-current investments (c)		2,200		–		–		2,200

(a) At December 31, 2010, the Company evaluated for impairment the carrying value of MB1's real estate assets, recorded an impairment charge of $47,074,000 and reduced the carrying amount to its fair value of $18,094,000.  As of December 31, 2010, the Company also wrote down to fair value one of its real estate projects based on an appraisal and prices for similar assets, and recognized an impairment charge of $2,357,000, which is included in selling, general and other expenses.  See Note 2 for more information.

(b) Consists of a corporate aircraft at December 31, 2010 for which the fair value was primarily based on prices for similar assets.  The Company recognized an impairment loss of $1,449,000 for 2010 which is included in selling, general and other expenses.

(c) At December 31, 2010, represents an investment in a non-public security of $2,177,000.  The investment in the non-public security is accounted for under the cost method of accounting for which the Company primarily reviewed issuer financial statements to determine its fair value.

Schedule Of Fair Value Of Financial Instruments

	2011				2010
	Carrying		Fair		Carrying			Fair
	Amount		Value		Amount			Value
Financial Assets:
Investments:
Current	$	150,135	$	150,135	$	264,572		$	264,572
Non-current		2,226,875		2,226,875		3,832,659			3,832,659
Cash and cash equivalents		168,490		168,490		441,340			441,340
Notes receivable:
Current		1,675		1,675		740			740
Non-current		3,531		3,531		2,633			2,633
Commodity contracts		3,816		3,816		–			–
Financial Liabilities:
Indebtedness:
Current		446,743		446,743		534,572			452,142
Non-current		1,874,389		1,943,697		1,546,655			1,675,842
Securities sold not owned		955		955		1,878			1,878
Commodity contracts		2,802		2,802		–			–
Redeemable noncontrolling interests		235,909		235,909		–			–
Swap agreements:
Interest rate swaps		–		–		(535	)		(535	)

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Income Taxes (Schedule Of Principal Components Of Deferred Taxes) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Income Taxes [Abstract]
Securities valuation reserves	$ 49,893	$ 52,444
Other assets	78,289	85,490
NOL carryover	1,730,465	1,962,914
Intangible assets, net and goodwill	23,037
Other liabilities	12,386	23,433
Gross tax assets	1,894,070	2,124,281
Valuation allowance	(109,181)	(109,181)
Net tax asset	1,784,889	2,015,100
Unrealized gains on investments	(148,007)	(822,095)
Property and equipment	(45,784)	(4,452)
Other	(6,212)	(12,995)
Gross tax liability	(200,003)	(839,542)
Net deferred tax asset	$ 1,584,886	$ 1,175,558

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Acquisitions

12 Months Ended

Dec. 31, 2011

Acquisitions [Abstract]

Acquisitions

3.      Acquisitions:

National Beef

In December 2011, the Company acquired a controlling interest in National Beef for aggregate net cash consideration of $867,869,000.  Pursuant to a membership interest purchase agreement among the Company, National Beef, USPB, NBPCo Holdings, TKK Investments, LLC ("TKK"), TMKCo, LLC ("TMKCo") and TMK Holdings ("TMK"), the following transactions occurred in sequence on the closing date.  TKK, TMKCo and TMK are entities controlled by the chief executive officer of National Beef.

(a)   The Company purchased 76.1% of National Beef from USPB and NBPCo Holdings for aggregate cash consideration of $875,369,000.

(b)   TKK and TMKCo exercised their put rights with respect to their aggregate 5.1% interest in National Beef and National Beef redeemed their interest for aggregate cash payments of $75,947,000.  National Beef borrowed funds under its revolving credit facility to finance the redemption.  Upon completion of this redemption the Company's interest in National Beef increased to 79.6%.

(c)   TMK purchased a .7% interest in National Beef from the Company for a cash payment of $7,500,000, reducing the Company's interest to 78.9%.

A portion of the purchase price payable to USPB and NBPCo was placed on deposit with an escrow agent to secure certain indemnification obligations.  Upon consummation of the transactions on the closing date, USPB owned 15.1% and NBPCo owned 5.3% of National Beef.  Since transactions (b) and (c) above occurred after the Company acquired a controlling interest in National Beef, those transactions are reflected in the Company's consolidated financial statements.

The following table reflects the preliminary allocation of the consideration paid to the assets acquired and liabilities assumed at the acquisition date, as well as the fair value of the redeemable noncontrolling interests in National Beef (in thousands):

	As of December 30, 2011
Assets:
Current assets:
Cash and cash equivalents	$	18,481
Trade, notes and other receivables		195,643
Inventory		280,499
Prepaids and other current assets		22,969
Total current assets		517,592
Intangible assets and goodwill		818,484
Other assets		4,613
Property and equipment		446,166
Total assets		1,786,855
Liabilities:
Current liabilities:
Trade payables and expense accruals		234,451
Other current liabilities		13,746
Debt due within one year		29,262
Total current liabilities		277,459
Other non-current liabilities		1,404
Long-term debt		328,267
Total liabilities		607,130
Redeemable noncontrolling interests
in subsidiary		304,356
Net assets acquired	$	875,369

To assist the Company's management in its determination of the fair value of National Beef's property and equipment, identifiable intangible assets and equity value, the Company engaged an independent valuation and appraisal firm.  The methods used by the Company's management to determine the fair values included estimating National Beef's business enterprise value through the use of a discounted cash flow analysis.  Property and equipment asset valuations included an analysis of depreciated replacement cost and current market prices.  The Company considered several factors to determine the fair value of property and equipment, including local market conditions, recent market transactions, the size, age, condition, utility and character of the property, the estimated cost to acquire replacement property, an estimate of depreciation from use and functional obsolescence and the remaining expected useful life of the assets.

Amounts allocated to product inventories were principally based on quoted commodity prices on the acquisition date.  For other components of working capital, the historical carrying values approximated fair values.  National Beef's long-term debt principally consists of its senior credit facility payable to its bank group, which was renegotiated in June 2011.  In December 2011, the lenders consented to the acquisition as required by the credit facility, and to certain other amendments to the facility's covenants; the pricing of the credit facility remained the same.  In addition to these factors, the Company also analyzed changes in market interest rates from June 2011 and concluded that the principal amount due under the credit facility approximated its fair value on the acquisition date.

The fair value of TKK and TMKCo's redeemable noncontrolling interests was the amount paid to redeem those interests as described above.  The fair value of other redeemable noncontrolling interests was determined based upon the purchase price paid by the Company for its interest.

Amounts allocated to intangible assets, the amortization period and goodwill were as follows (dollars in thousands):

			Amortization
	Amount		Years
Customer relationships	$	405,180		18
Tradenames		260,059		20
Cattle supply contracts		143,500		15
Other		830		10
Subtotal, intangible assets		809,569
Goodwill		8,915
Total	$	818,484

All of the goodwill is deductible for income tax purposes.

For the year ended December 31, 2011, the Company expensed $14,834,000 of costs related to the acquisition of National Beef.

Unaudited pro forma operating results for the Company, assuming the acquisition had occurred as of January 1, 2010 are as follows (in thousands):

	2011		2010
Revenues and other income	$	8,473,158	$	7,249,343
Net income attributable to Leucadia National
Corporation common shareholders	$	112,734	$	2,050,684

Pro forma adjustments principally reflect an increase to depreciation and amortization expenses related to the fair value of property and equipment and amortizable intangible assets.  The unaudited pro forma data is not indicative of future results of operations or what would have resulted if the acquisition had actually occurred as of January 1, 2010.

Seghesio Family Vineyards

In June 2011, a subsidiary of the Company purchased the assets of Seghesio Family Vineyards, the owner and operator of premium estate vineyards and a winery located in Healdsburg, California.  The cash purchase price was $86,018,000, which was primarily allocated as follows: $48,503,000 to property, equipment and leasehold improvements, $22,250,000 to amortizable intangible assets (principally trademarks and tradename, which will be amortized over 17 years), $12,822,000 to inventory and $1,053,000 to goodwill.  Unaudited pro forma income statement data is not included as the amounts were not significant.

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Investments In Associated Companies

12 Months Ended

Dec. 31, 2011

Investments In Associated Companies [Abstract]

Investments In Associated Companies

4.      Investments in Associated Companies:

A summary of investments in associated companies at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Investments in associated companies accounted for
under the equity method of accounting (a):
Jefferies High Yield Holdings, LLC ("JHYH")	$	323,262	$	321,023
Berkadia		193,496		475,071
Garcadia		72,303		35,943
HomeFed Corporation ("HomeFed")		47,493		46,083
Brooklyn Renaissance Plaza		31,931		30,539
Linkem S.p.A. ("Linkem")		86,332		–
Other		38,949		51,277
Total accounted for under the equity method of accounting		793,766		959,936
Investments in associated companies carried at fair value:
Jefferies		797,583		1,314,227
Mueller		400,446		–
Total accounted for at fair value		1,198,029		1,314,227
Total investments in associated companies	$	1,991,795	$	2,274,163

(a)   Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Company's share of the investees' earnings, decreased for the Company's share of the investees' losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital.

Income (losses) related to associated companies includes the following for each of the three years in the period ended December 31, 2011 (in thousands):

	2011			2010			2009
Jefferies	$	(668,282	)	$	157,873		$	469,820
Mueller		(6,093	)		–			–
ACF		–			183,572			376,490
Berkadia		29,033			16,166			20,811
Garcadia		19,996			14,424			(25,668	)
JHYH		11,211			20,053			37,249
Linkem		(2,243	)		–			–
HomeFed		1,410			1,108			882
Keen Energy Services, LLC ("Keen")		–			–			(45,475	)
Las Cruces		–			(16,159	)		1,046
Other		2,606			(2,016	)		(29,352	)
Income (losses) related to associated
companies before income taxes		(612,362	)		375,021			805,803
Income tax (expense) benefit		218,321			5,745			(25,567	)
Income (losses) related to associated
companies, net of taxes	$	(394,041	)	$	380,766		$	780,236

The Company's equity in losses of Keen includes impairment charges of $36,544,000 in 2009.  Keen became a consolidated subsidiary in November 2009.  In the third quarter of 2012, the Company entered into an agreement to sell Keen and classified it as a discontinued operation.

In accordance with GAAP, the Company is allowed to choose, at specified election dates, to measure many financial instruments and certain other items at fair value (the "fair value option") that would not otherwise be required to be measured at fair value.  If the fair value option is elected for a particular financial instrument or other item, the Company is required to report unrealized gains and losses on those items in earnings.  The Company's investments in Jefferies, Mueller and its former investment in ACF are the only eligible items for which the fair value option was elected, commencing on the date the investments became subject to the equity method of accounting.  The Company believes accounting for these investments at fair value better reflects the economics of these investments, and quoted market prices for these investments provide an objectively determined fair value at each balance sheet date.  In addition, electing the fair value option eliminates the uncertainty involved with impairment considerations.  The Company's investment in HomeFed is the only other investment in an associated company that is also a publicly traded company but for which the Company did not elect the fair value option.  HomeFed's common stock is not listed on any stock exchange, and price information for the common stock is not regularly quoted on any automated quotation system.  It is traded in the over-the-counter market with high and low bid prices published by the National Association of Securities Dealers OTC Bulletin Board Service; however, trading volume is minimal.  For these reasons the Company did not elect the fair value option for HomeFed.

Mueller

During 2011, the Company acquired 10,422,859 common shares of Mueller, representing approximately 27.3% of the outstanding common shares of Mueller, a company listed on the New York Stock Exchange (Symbol: MLI), for aggregate cash consideration of $408,558,000.  Mueller is a leading manufacturer of copper, brass, plastic, and aluminum products.  In September 2011, the Company entered into a standstill agreement with Mueller for the two year period ending September 1, 2013, pursuant to which, among other things, subject to certain provisions the Company has agreed not to sell its shares if the buyer would own more than 4.9% of the outstanding shares, and not to increase its ownership interest to more than 27.5% of the outstanding Mueller common shares.  In addition, the Company has the right to nominate two directors to the board of directors of Mueller and Mueller has agreed to give the Company registration rights covering all of the Mueller shares of common stock owned by the Company.

Jefferies

As of December 31, 2011 the Company owns an aggregate of 58,006,024 Jefferies common shares (approximately 29% of the Jefferies outstanding common shares) for a total investment of $980,109,000.  During 2011, the Company purchased an aggregate of 8,654,639 Jefferies common shares through a public offering, in private transactions and in the open market for total cash consideration of $167,753,000.  Jefferies, a company listed on the NYSE (Symbol: JEF), is a full-service global investment bank and institutional securities firm serving companies and their investors.  Jefferies has entered into a registration rights agreement covering all of the Jefferies common stock owned by the Company.

Berkadia

Berkadia, a joint venture between Berkshire Hathaway Inc. ("Berkshire Hathaway") and the Company, acquired a commercial mortgage origination and servicing business in December 2009.  The Company and Berkshire Hathaway each have a 50% equity interest in Berkadia, and each party contributed $217,169,000 of equity capital to fund the acquisition.  In addition, a subsidiary of Berkshire Hathaway provided Berkadia with a five-year, $1 billion secured credit facility, which was used to fund outstanding mortgage loans and servicer advances, purchase mortgage servicing rights and for working capital needs.  Berkadia is a servicer of commercial real estate loans in the U.S., performing primary, master and special servicing functions for U.S. government agency programs, commercial mortgage-backed securities transactions, banks, insurance companies and other financial institutions.  Berkadia also originates loans that are sold to U.S. government agencies, and other loans that provide bridge financing or loans that are intended to be sold to other parties.

Berkadia acquired the commercial mortgage origination and servicing business pursuant to an Asset Put Agreement ("APA") entered into between Berkadia and the seller in September 2009.  The seller paid Berkadia $40,000,000 for the right to require Berkadia to purchase the commercial mortgage origination and mortgage servicing business pursuant to the terms of the APA.  The seller subsequently filed for bankruptcy protection under chapter 11 of title 11 of the United States Bankruptcy Code and exercised the put option.  Although there were other parties interested in purchasing portions of the commercial mortgage origination and servicing business, Berkadia's offer was the only offer for the entire business, which eliminated the seller's risk of having to dispose of the remaining business.  In addition, Berkadia's offer included a provision to hire the employees operating the business, thereby saving the seller significant employment related expenses.

Berkadia applied the acquisition method to account for the purchase of the commercial mortgage origination and servicing business and recorded the assets and liabilities acquired at fair value, which were principally mortgage servicing rights, mortgage loans and servicer advances.  The fair values of the net assets acquired exceeded the amount paid, principally due to the amount received as a put premium and the reasons identified above.  This excess was treated as a bargain purchase that was recognized as a gain on the date of acquisition and included in Berkadia's results of operations.  For the 2009 period, the Company's recorded income from Berkadia includes $24,423,000 representing the Company's share of the bargain purchase.

In the fourth quarter of 2010, Berkadia's secured credit facility was amended to increase the size of the credit facility to $1.5 billion, with the Company agreeing to provide the increased funds under the facility.  At December 31, 2010, the Company had loaned $250,000,000 to Berkadia under this facility.  In June 2011, Berkadia fully repaid the amount outstanding under its secured credit facility, including $250,000,000 that was loaned by the Company, with funds generated by commercial paper sales of an affiliate of Berkadia.  Effective as of December 31, 2011, the secured credit facility was terminated.  All of the proceeds from the commercial paper sales are used by Berkadia to fund new mortgage loans, servicer advances, investments and other working capital requirements.  Repayment of the commercial paper is supported by a $2,500,000,000 surety policy issued by a Berkshire Hathaway insurance subsidiary and corporate guaranty, and the Company has agreed to reimburse Berkshire Hathaway for one-half of any losses incurred thereunder.  As of December 31, 2011, the aggregate amount of commercial paper outstanding was $2,000,000,000.

JHYH

During 2007, the Company and Jefferies formed JHYH and each initially committed to invest $600,000,000.  The Company invested $350,000,000 during 2007; any request for additional capital contributions from the Company requires the consent of the Company's designees to the Jefferies board.  The Company does not anticipate making additional capital contributions.  JHYH owns Jefferies High Yield Trading, LLC ("JHYT"), a registered broker-dealer that is engaged in the secondary sales and trading of high yield securities and special situation securities, including bank debt, post-reorganization equity, public and private equity, equity derivatives, credit default swaps and other financial instruments.  JHYT makes markets in high yield and special situation securities and provides research coverage on these types of securities.  JHYT does not invest or make markets in sub-prime residential mortgage securities.

Jefferies and the Company each have the right to nominate two of a total of four directors to JHYH's board, and each own 50% of the voting securities.  The organizational documents also permit passive investors to invest up to $800,000,000.  Jefferies also received additional JHYH securities entitling it to 20% of the profits.  The voting and non-voting interests are entitled to a pro rata share of the balance of the profits of JHYH, and are mandatorily redeemable in 2013, with a mutual option to extend up to three additional one-year periods.  Under GAAP, JHYH is considered a variable interest entity that is consolidated by Jefferies, since Jefferies is the primary beneficiary.  The Company owns less than 50% of JHYH's capital, including its indirect interest through its investment in Jefferies, and will not absorb a majority of its expected losses or receive a majority of its expected residual returns.

During 2011 and 2010, the Company received distributions of $8,972,000 and $17,077,000, respectively, from JHYH.  The Company has not provided any guarantees, nor is it contingently liable for any of JHYH's liabilities, all of which are non-recourse to the Company.  The Company's maximum exposure to loss as a result of its investment in JHYH is limited to the book value of its investment ($323,262,000 at December 31, 2011).

Linkem

During 2011 the Company acquired 37% of the common shares of Linkem, a wireless broadband services provider in Italy, for aggregate cash consideration of $88,575,000.  The excess of the Company's investment in Linkem over its underlying share of book value is being amortized to expense over 12 years.

HomeFed

During 2002, the Company sold one of its real estate subsidiaries, CDS Holding Corporation ("CDS"), to HomeFed for a purchase price of $25,000,000, consisting of $1,000,000 in cash and 2,474,226 shares of HomeFed's common stock.  At December 31, 2011, the Company owns approximately 31.4% of HomeFed's outstanding common stock.  HomeFed is engaged, directly and through subsidiaries, in the investment in and development of residential real estate projects in California.  HomeFed is a public company traded on the NASD OTC Bulletin Board (Symbol: HOFD).

As a result of a 1998 distribution to all of the Company's shareholders, approximately 7.7% and 9.4% of HomeFed is owned by the Company's Chairman and President, respectively.  Both are also directors of HomeFed and the Company's President serves as HomeFed's Chairman.

ACF

On October 1, 2010, the Company sold all of its ACF common shares pursuant to a cash merger in which General Motors Company acquired all of the outstanding common stock of ACF.  The Company received aggregate cash consideration of $830,561,000 for its shares of ACF common stock, which were acquired at a cost of $425,842,000.

Las Cruces

Las Cruces is a Spanish company that holds the exploration and mineral rights to the Las Cruces copper deposit in the Pyrite Belt of Spain.  Las Cruces was a consolidated subsidiary from its acquisition in September 1999 until August 2005, at which time the Company sold a 70% interest to Inmet Mining Corporation ("Inmet"), a Canadian-based global mining company traded on the Toronto Stock Exchange (Symbol: IMN).  Inmet acquired the interest in Las Cruces in exchange for 5,600,000 newly issued Inmet common shares.

During the fourth quarter of 2010, the Company sold to Inmet its remaining 30% equity interest in and subordinated sponsor loans to Las Cruces for aggregate consideration of $576,003,000.  The purchase price was comprised of $150,000,000 of cash and 5,442,413 newly issued common shares of Inmet, which were valued at the market price of the Inmet common shares on the closing date of the transaction.  In addition, the Company was released from its guarantee of $72,000,000 of debt owed by Las Cruces to an affiliate of Inmet.  The Company reported a gain on the sale of $383,369,000 in investment and other income.

The following table provides summarized data for Mueller and for associated companies accounted for on the equity method of accounting for the three years ended December 31, 2011.  (Amounts are in thousands.)

	2011		2010
Assets	$	6,849,185	$	4,190,534
Liabilities		3,813,236		1,882,116
Mandatorily redeemable interests		982,057		975,812
Noncontrolling interest		47,675		17,471
		2011		2010		2009
Total revenues (including securities gains (losses))	$	3,823,061	$	1,124,140	$	690,156
Income (loss) from continuing operations before
extraordinary items	$	148,661	$	43,688	$	(294,741	)
Net income (loss)	$	148,661	$	43,797	$	(294,741	)
The Company's income (losses) related to
associated companies	$	55,920	$	33,576	$	(40,507	)

The Company's annual report on Form 10-K for 2011 includes separate financial statements for Jefferies and ACF.

Except for its investment in Berkadia, the Company has not provided any guarantees, nor is it contingently liable for any of the liabilities reflected in the above tables.  All such liabilities are non-recourse to the Company.  The Company's exposure to adverse events at the investee companies is limited to the book value of its investment.

Included in consolidated retained earnings at December 31, 2011 is approximately $40,325,000 of undistributed earnings of the associated companies accounted for under the equity method of accounting.

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Investments

12 Months Ended

Dec. 31, 2011

Investments [Abstract]

Investments

6.      Investments:

A summary of investments classified as current assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		and Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale	$	146,594	$	145,977	$	253,273	$	253,589
Other investments, including accrued interest income		4,113		4,158		11,067		10,983
Total current investments	$	150,707	$	150,135	$	264,340	$	264,572

The amortized cost, gross unrealized gains and losses and estimated fair value of available for sale investments classified as current assets at December 31, 2011 and 2010 are as follows (in thousands):

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government and agencies	$	139,940	$	13	$	1	$	139,952
All other corporates		5,649		70		–		5,719
Total fixed maturities		145,589		83		1		145,671
Other investments		1,005		–		699		306
Total current available for sale investments	$	146,594	$	83	$	700	$	145,977
2010
Bonds and notes:
U.S. Government and agencies	$	246,996	$	21	$	–	$	247,017
All other corporates		6,277		300		5		6,572
Total fixed maturities	$	253,273	$	321	$	5	$	253,589

A summary of non-current investments at December 31, 2011 and 2010 is as follows (in thousands):

	2011				2010
			Carrying Value				Carrying Value
	Amortized		and Estimated		Amortized		And Estimated
	Cost		Fair Value		Cost		Fair Value
Investments available for sale:
Fortescue	$	115,703	$	569,256	$	219,723	$	1,659,617
Inmet		504,006		708,193		504,006		862,481
Other investments available for sale		724,664		776,444		1,067,928		1,144,141
Other investments:
Private equity funds		85,528		85,528		86,944		86,944
Non-agency mortgage-backed bond
securitization portfolio		1,649		1,649		3,304		3,304
FMG zero coupon note component		40,801		40,801		36,268		36,268
Other non-publicly traded investments		45,298		45,004		40,114		39,904
Total non-current investments	$	1,517,649	$	2,226,875	$	1,958,287	$	3,832,659

In August 2006, pursuant to a subscription agreement with Fortescue Metals Group Ltd ("Fortescue") and its subsidiary, FMG, the Company invested an aggregate of $408,030,000, including expenses, in Fortescue's Pilbara iron ore and infrastructure project in Western Australia.  In exchange for its cash investment, the Company received 264,000,000 common shares of Fortescue, and a $100,000,000 unsecured note of FMG that matures in August 2019 (the "FMG Note").  In July 2007, Fortescue sold new common shares in an underwritten public offering to raise additional capital for its mining project and to fund future growth.  In connection with this offering, the Company exercised its pre-emptive rights to maintain its ownership position and acquired an additional 13,986,000 common shares of Fortescue for $44,217,000.  Fortescue is a publicly traded company on the Australian Stock Exchange (Symbol: FMG).

During 2010, the Company sold 30,000,000 common shares of Fortescue for net cash proceeds of $121,498,000, which resulted in the recognition of a net securities gain of $94,918,000.  During 2011, the Company sold 117,400,000 common shares of Fortescue for net cash proceeds of $732,217,000, which resulted in the recognition of net securities gains of $628,197,000.  At December 31, 2011, non-current available for sale investments include 130,586,000 common shares of Fortescue.  In January 2012, the Company sold 100,000,000 Fortescue common shares for net cash proceeds of $506,490,000, and will record a net securities gain of $417,887,000 during the three month period ending March 31, 2012.

Interest on the FMG Note is calculated as 4% of the revenue, net of government royalties, invoiced from the iron ore produced from the project's Cloud Break and Christmas Creek areas, which commenced production in May 2008.  Interest is payable semi-annually within 30 days of June 30th and December 31st of each year; however, cash interest payments due in 2008 and 2009 were deferred by FMG due to covenants contained in the project's senior secured debt (for periods prior to January 1, 2010).  Any interest payment that was deferred earned simple interest at an annual rate of 9.5%.  Inasmuch as the senior secured debt was redeemed in 2010, the covenants requiring the deferral of interest no longer apply, and FMG has been paying interest when due.

The Company's initial Fortescue investment was allocated to the common shares acquired, using the market value on the acquisition date, a 13 year zero-coupon note and a prepaid mining interest.  The zero-coupon note component of this investment is being accounted for as a loan-like instrument, with income being recognized as the note is accreted up to its face value of $100,000,000, using a rate of 12.5%.  It is classified with other non-current investments.  The prepaid mining interest, which is being amortized to expense as the 4% of revenue is earned (using the units of production method), is classified as other current and non-current assets with an aggregate balance of $152,521,000 and $164,321,000 at December 31, 2011 and 2010, respectively.  Amounts recognized in the consolidated statements of operations for each of the three years in the period ended December 31, 2011 related to the FMG Note are as follows (in thousands):

	2011		2010		2009
Classified as investment and other income:
Interest income on FMG Note	$	214,455	$	149,257	$	66,079
Interest accreted on zero-coupon note component	$	4,533	$	4,030	$	3,582
Amortization expense on prepaid mining interest	$	11,800	$	9,943	$	7,293

The aggregate book values of the various components of the FMG Note, net of accrued withholding taxes on interest, totaled $290,415,000 and $276,148,000 at December 31, 2011 and 2010, respectively.

In August 2010, the Company was advised that Fortescue is asserting that FMG is entitled to issue additional notes identical to the FMG Note in an unlimited amount.  Fortescue further claims that any interest to be paid on additional notes can dilute, on a pro rata basis, the Company's entitlement to the above stated interest of 4% of net revenue.  The Company does not believe that FMG has the right to issue additional notes which affect the Company's interest or that the interpretation by Fortescue of the terms of the FMG Note, as currently claimed by Fortescue, reflects the agreement between the parties.

In September 2010, the Company filed a Writ of Summons against Fortescue, FMG and Fortescue's then Chief Executive Officer in the Supreme Court of Western Australia.  The Writ of Summons seeks, among other things, an injunction restraining the issuance of any additional notes identical to the FMG Note and damages.  If the litigation is ultimately determined adversely to the Company and additional notes are issued, the Company's future cash flows from the FMG Note and future results of operations would be significantly and adversely affected to the extent of the dilution resulting from the issuance of such additional notes.  In addition, the Company would have to evaluate whether the prepaid mining interest had become impaired.  The amount of the impairment, if any, would depend upon the amount of new notes issued and the resulting dilution, plus the Company's projection of future interest payable on the FMG Note.

At December 31, 2011 and 2010, non-current investments include 11,042,413 common shares of Inmet, or approximately 15.9% of Inmet's outstanding shares. The Inmet shares have registration rights and may be sold without restriction in accordance with applicable securities laws.  See Note 4 for more information about the acquisition of the Inmet shares.

Non-current other non-publicly traded investments are accounted for under the cost method of accounting, reduced for impairment charges when appropriate.

The amortized cost, gross unrealized gains and losses and estimated fair value of non-current investments classified as available for sale at December 31, 2011 and 2010 are as follows (in thousands):

			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
2011
Bonds and notes:
U.S. Government-Sponsored Enterprises	$	609,617	$	12,683	$	109	$	622,191
All other corporates		66,960		636		1,054		66,542
Total fixed maturities		676,577		13,319		1,163		688,733
Equity securities:
Common stocks:
Banks, trusts and insurance companies		22,084		28,887		–		50,971
Industrial, miscellaneous and all other		644,717		669,270		299		1,313,688
Total equity securities		666,801		698,157		299		1,364,659
Other investments		995		–		494		501
	$	1,344,373	$	711,476	$	1,956	$	2,053,893
2010
Bonds and notes:
U.S. Government and agencies	$	7,806	$	–	$	90	$	7,716
U.S. Government-Sponsored Enterprises		815,066		10,564		2,247		823,383
All other corporates		191,851		917		235		192,533
Total fixed maturities		1,014,723		11,481		2,572		1,023,632
Equity securities:
Common stocks:
Banks, trusts and insurance companies		16,340		32,936		–		49,276
Industrial, miscellaneous and all other		760,594		1,833,229		492		2,593,331
Total equity securities		776,934		1,866,165		492		2,642,607
	$	1,791,657	$	1,877,646	$	3,064	$	3,666,239

The amortized cost and estimated fair value of non-current investments classified as available for sale at December 31, 2011, by contractual maturity, are shown below.  Expected maturities are likely to differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

	Amortized		Estimated
	Cost		Fair Value
	(In thousands)
Due after one year through five years	$	24,918	$	25,024
Due after five years through ten years		–		–
Due after ten years		–		–
		24,918		25,024
Mortgage-backed and asset-backed securities		651,659		663,709
	$	676,577	$	688,733

At December 31, 2011, the unrealized losses on investments which have been in a continuous unrealized loss position for less than 12 months and for 12 months or longer were not significant.

Securities with book values of $4,615,000 at December 31, 2010 collateralized certain swap agreements and a letter of credit.

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Significant Accounting Policies (Narrative) (Details) (USD $)	3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended				12 Months Ended
	Dec. 31, 2010	Dec. 31, 2011 Y D	Dec. 31, 2010	Dec. 31, 2009	Jun. 30, 2009 MB1 [Member]	Dec. 31, 2011 MB1 [Member]	Dec. 31, 2010 MB1 [Member] sqft	Jun. 30, 2009 Garcadia [Member]	Dec. 31, 2009 Garcadia [Member]	Dec. 31, 2011 U.S. Government Agencies And U.S. Government Sponsored Enterprises [Member]	Dec. 31, 2011 Non-Agency Mortgage-Backed Bond Securitizations [Member]	Dec. 31, 2011 FMG Zero Coupon Note Component [Member] Y	Dec. 31, 2009 Manufacturing Segment [Member]	Dec. 31, 2010 Real Estate [Member]	Dec. 31, 2009 Real Estate [Member]	Dec. 31, 2011 Extension Term [Member] Y	Dec. 31, 2010 Corporate Aircraft [Member]
Significant Accounting Policies [Line Items]
Deferred tax valuation allowance reversed	$ 1,157,111,000		$ 1,157,111,000
Retail space of retail center (square feet)							346,000
Office space of retail center (square feet)							41,000
Additional future pre-tax income needed to fully realize the net deferred tax asset		4,600,000,000
Number of residential apartment rental units							195
Nonrecourse indebtedness collateralized by assets							100,524,000
Discount rate assumption in cash flow models					11.00%
Capitalization rate used to estimate the selling price of the retail center					9.00%
Asset impairment charges					67,826,000		47,074,000	32,348,000	32,348,000				2,563,000	2,357,000	3,646,000		1,449,000
Bid amount offered for property							19,275,000
Fair value of property							18,094,000
Recognized balance amount of liability						81,848,000
Cumulative net cash investment in project						85,595,000
Other marketable securities non-current										622,191,000	39,839,000	40,801,000
Note receivable maturity term, years												13
Goodwill	8,151,000	18,119,000	8,151,000
Minimum percentage of investment classified as available for sale securities		92.00%
Short-term investments	310,901,000	2,691,000	310,901,000
Foreign exchange transaction, net losses		$ 202,000	$ 511,000	$ 335,000
Head of cattle to be purchased per year from members of USPB		735,385
Term of cattle supply agreement, years		5														1
Notice period prior to anniversary date, days		60

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Pension Plans And Postretirement Benefits (Schedule Of Expected Pension Benefit Payments) (Details) (Pension Benefits [Member], USD $) In Thousands, unless otherwise specified	Dec. 31, 2011
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
2012	$ 4,453
2013	4,784
2014	6,371
2015	8,360
2016	9,243
2017 - 2021	$ 67,536

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Investments (Summary Of Investments Current And Non-Current) (Details) (USD $)	Dec. 31, 2011	Dec. 31, 2010
Schedule of Investments [Line Items]
Total current investments	$ 150,135,000	$ 264,572,000
Total non-current investments	2,226,875,000	3,832,659,000
FMG Zero Coupon Note Component [Member]
Schedule of Investments [Line Items]
Other investments - non-current	40,801,000
Amortized Cost [Member]
Schedule of Investments [Line Items]
Investments available for sale - current	146,594,000	253,273,000
Other investments, including accrued interest income	4,113,000	11,067,000
Total current investments	150,707,000	264,340,000
Total non-current investments	1,517,649,000	1,958,287,000
Amortized Cost [Member] | Fortescue [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	115,703,000	219,723,000
Amortized Cost [Member] | Inmet Mining Corporation [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	504,006,000	504,006,000
Amortized Cost [Member] | Other Investments Available For Sale [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	724,664,000	1,067,928,000
Amortized Cost [Member] | Private Equity Funds [Member]
Schedule of Investments [Line Items]
Other investments - non-current	85,528,000	86,944,000
Amortized Cost [Member] | Non-Agency Mortgage-Backed Bond Securitization Portfolio [Member]
Schedule of Investments [Line Items]
Other investments - non-current	1,649,000	3,304,000
Amortized Cost [Member] | FMG Zero Coupon Note Component [Member]
Schedule of Investments [Line Items]
Other investments - non-current	40,801,000	36,268,000
Amortized Cost [Member] | Other Non-Publicly Traded Investments [Member]
Schedule of Investments [Line Items]
Other investments - non-current	45,298,000	40,114,000
Carrying Value And Estimated Fair Value [Member]
Schedule of Investments [Line Items]
Investments available for sale - current	145,977,000	253,589,000
Other investments, including accrued interest income	4,158,000	10,983,000
Total current investments	150,135,000	264,572,000
Total non-current investments	2,226,875,000	3,832,659,000
Carrying Value And Estimated Fair Value [Member] | Fortescue [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	569,256,000	1,659,617,000
Carrying Value And Estimated Fair Value [Member] | Inmet Mining Corporation [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	708,193,000	862,481,000
Carrying Value And Estimated Fair Value [Member] | Other Investments Available For Sale [Member]
Schedule of Investments [Line Items]
Investments available for sale - non-current	776,444,000	1,144,141,000
Carrying Value And Estimated Fair Value [Member] | Private Equity Funds [Member]
Schedule of Investments [Line Items]
Other investments - non-current	85,528,000	86,944,000
Carrying Value And Estimated Fair Value [Member] | Non-Agency Mortgage-Backed Bond Securitization Portfolio [Member]
Schedule of Investments [Line Items]
Other investments - non-current	1,649,000	3,304,000
Carrying Value And Estimated Fair Value [Member] | FMG Zero Coupon Note Component [Member]
Schedule of Investments [Line Items]
Other investments - non-current	40,801,000	36,268,000
Carrying Value And Estimated Fair Value [Member] | Other Non-Publicly Traded Investments [Member]
Schedule of Investments [Line Items]
Other investments - non-current	$ 45,004,000	$ 39,904,000

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Acquisitions (Narrative) (Details) (USD $)	12 Months Ended		12 Months Ended	3 Months Ended	12 Months Ended
	Dec. 31, 2011	Dec. 30, 2011	Dec. 31, 2011 National Beef [Member]	Jun. 30, 2011 Seghesio Family Vineyards [Member]	Dec. 31, 2011 USPB [Member]	Dec. 31, 2011 NBPCo [Member]	Dec. 31, 2011 Exercise Of Put Rights [Member] National Beef [Member]	Dec. 31, 2011 Sale Of Interest [Member] National Beef [Member]
Business Acquisition [Line Items]
Acquisition related costs			$ 14,834,000
Aggregate net cash consideration paid for interest acquired			867,869,000	86,018,000
Aggregate cash consideration paid for interest acquired			875,369,000
Percentage of interest sold								0.70%
Payment for redemption of ownership							75,947,000
Ownership percentage due to acquisition			76.10%				79.60%
Ownership percentage			78.90%
Noncontrolling interest percentage					15.10%	5.30%
Put right exercise percentage							5.10%
Proceeds from sale of interests	7,500,000
Business acquisition purchase price allocation, amortizable intangible assets			809,569,000	22,250,000
Amortization years				17
Business acquisition, purchase price allocation, inventory		280,499,000		12,822,000
Business acquisition, purchase price allocation, goodwill			8,915,000	1,053,000
Cash purchase price allocated as to property, equipment and leasehold improvements		$ 446,166,000		$ 48,503,000

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Common Shares, Stock Options And Preferred Shares (Narrative) (Details) (USD $)	12 Months Ended				12 Months Ended									12 Months Ended				12 Months Ended			36 Months Ended	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Fixed Stock Option Plan [Member]	Dec. 31, 2011 Employee [Member] Fixed Stock Option Plan [Member]	Dec. 31, 2011 Non Employee Director [Member] Fixed Stock Option Plan [Member]	Dec. 31, 2011 Former Executive Officer [Member] Stock Appreciation Rights [Member]	Dec. 31, 2010 Former Executive Officer [Member] Stock Appreciation Rights [Member]	Dec. 31, 2009 Former Executive Officer [Member] Stock Appreciation Rights [Member]	Dec. 31, 2011 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2010 3 3/4% Convertible Senior Subordinated Notes Due 2014 [Member]	Dec. 31, 2011 Warrant [Member]	Dec. 31, 2010 Warrant [Member]	Dec. 31, 2011 Warrants Issued In 2006 [Member]	Dec. 31, 2011 Warrants Issued In 2011 [Member]	Dec. 31, 2011 Stock Option [Member]	Dec. 31, 2010 Stock Option [Member]	Dec. 31, 2011 Corporate [Member]	Dec. 31, 2010 Corporate [Member]	Dec. 31, 2009 Corporate [Member]	Dec. 31, 2011 Treasury Stock [Member]	Dec. 31, 2011 Subsidiary [Member] Stock Option [Member]	Dec. 31, 2010 Subsidiary [Member] Stock Option [Member]	Dec. 31, 2009 Subsidiary [Member] Stock Option [Member]
Common Shares, Stock Options and Preferred Shares [Line Items]
Common shares received upon warrants exercised														261,599
Number of shares acquired during the period																					4,949
Average price per share for shares acquired																					$ 34.92
Shares authorized to be repurchased	11,987,880
Stock available for grant under fixed stock option plan				1,057,250
Warrants to purchase common shares granted to each of Chairman and President														2,000,000	2,000,000
Exercise price														$ 28.515	$ 33.84
Value of share on exercise date														$ 32.806
Exercise price as a percentage of closing price per share														105.00%	105.00%
Vesting period, years					five	four								four
Warrants expiration date														March 5, 2011	2016
Vesting upon shareholder approval															20.00%
Additional vesting percentage															20.00%
Vesting tranches															5
Share-based compensation	$ 23,264,000	$ 4,260,000	$ 11,106,000												$ 18,941,000			$ 23,019,000	$ 4,067,000	$ 10,905,000		$ 245,000	$ 193,000	$ 201,000
Decrease in net income as a result of share based compensation	15,203,000	3,955,000	10,905,000
Weighted-average period of share-based compensation plans, years	1.70
Weighted-average fair value per grant	$ 13.18	$ 9.09	$ 8.80												$ 13.35
Common shares reserved										4,327,317	4,279,868	4,000,000	4,000,000			3,308,755	3,564,150
Total unrecognized compensation cost related to nonvested share-based compensation plans	43,555,000
Preferred shares authorized	6,000,000	6,000,000
Preferred shares, par value	$ 1	$ 1
Stock appreciation rights, terms in years	7
Expense relating to stock appreciation rights							$ (4,447,000)	$ 261,000	$ 3,102,000

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Nature Of Operations (Narrative) (Details)	12 Months Ended
	Dec. 31, 2011
Wineries operated	4
Tanning Facility [Member]
Facilities operated	1
Case-Ready Facility [Member]
Facilities operated	2
Beef Processing Facility [Member]
Facilities operated	3
National Beef [Member]
Percentage interest owned in subsidiary	78.90%
Idaho Timber [Member]
Facilities operated	9
Conwed Plastics [Member]
Domestic facilities	4
Foreign facilities	1

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Intangible Assets, Net And Goodwill (Schedule Of Intangible Assets, Net And Goodwill) (Details) (USD $)	Dec. 31, 2011	Dec. 31, 2010
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 18,119,000	$ 8,151,000
Intangible assets, net and goodwill, total	876,589,000	42,636,000
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net (excluding goodwill)	426,603,000	23,338,000
Intangibles, accumulated amortization	41,958,000	39,051,000
Licenses [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net (excluding goodwill)	9,081,000	9,670,000
Intangibles, accumulated amortization	2,917,000	2,328,000
Trademarks And Tradename [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net (excluding goodwill)	278,024,000	1,210,000
Intangibles, accumulated amortization	1,527,000	791,000
Cattle Supply Contracts [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net (excluding goodwill)	143,500,000
Other Intangibles [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net (excluding goodwill)	1,262,000	267,000
Intangibles, accumulated amortization	$ 5,095,000	$ 2,650,000

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Fair Value Of Financial Instruments (Schedule Of Fair Value Of Financial Instruments) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, carrying amount	$ 150,135	$ 264,572
Non-current investments, carrying amount	2,226,875	3,832,659
Cash and cash equivalents	168,490	441,340
Non-current debt, Carrying Amount	1,874,389	1,546,655
Redeemable noncontrolling interests	235,909
Carrying Amount [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	168,490	441,340
Commodity contracts, Financial Assets	3,816
Securities sold not owned, Financial Liabilities	955	1,878
Commodity contracts, Financial Liabilities	2,802
Redeemable noncontrolling interests	235,909
Carrying Amount [Member] | Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Swap agreements, Carrying Value		(535)
Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, Financial Assets	168,490	441,340
Commodity contracts, Financial Assets	3,816
Securities sold not owned, Financial Liabilities	955	1,878
Commodity contracts, Financial Liabilities	2,802
Redeemable noncontrolling interests	235,909
Fair Value [Member] | Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Swap agreements, Fair Value		(535)
Current [Member] | Carrying Amount [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current investments, carrying amount	150,135	264,572
Current Notes receivable, Carrying Amount	1,675	740
Current debt, Carrying Amount	446,743	534,572
Current [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments, fair value measured on recurring basis	150,135	264,572
Notes receivable, Fair Value	1,675	740
Current debt, Fair Value	446,743	452,142
Non-Current [Member] | Carrying Amount [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-current investments, carrying amount	2,226,875	3,832,659
Non-current notes receivable, Carrying Amount	3,531	2,633
Non-current debt, Carrying Amount	1,874,389	1,546,655
Non-Current [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments, fair value measured on recurring basis	2,226,875	3,832,659
Notes receivable, Fair Value	3,531	2,633
Non-current debt, Fair Value	$ 1,943,697	$ 1,675,842

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Earnings (Loss) Per Common Share

12 Months Ended

Dec. 31, 2011

Earnings (Loss) Per Common Share [Abstract]

Earnings (Loss) Per Common Share

24.      Earnings (Loss) Per Common Share:

Basic and diluted earnings (loss) per share amounts were calculated by dividing net income (loss) by the weighted-average number of common shares outstanding.  The numerators and denominators used to calculate basic and diluted earnings (loss) per share for the three year periods ended December 31, 2011, 2010 and 2009 are as follows (in thousands):

	2011		2010		2009
Numerator for earnings (loss) per share:
Net income attributable to Leucadia National
Corporation common shareholders for basic
earnings per share	$	25,231	$	1,939,312	$	550,280
Interest on 3¾% Convertible Notes		-		3,707		7,199
Net income attributable to Leucadia National
Corporation common shareholders for diluted
earnings per share	$	25,231	$	1,943,019	$	557,479
Denominator for earnings (loss) per share:
Denominator for basic earnings (loss) per share –
weighted-average shares		244,425		243,379		241,437
Stock options		73		42		2
Warrants		75		–		–
3¾% Convertible Notes		-		4,251		6,410
Denominator for diluted earnings (loss) per share		244,573		247,672		247,849

Options to purchase 1,639,375, 1,865,625 and 2,247,590 weighted-average shares of common stock were outstanding during the years ended December 31, 2011, 2010 and 2009, respectively, but were not included in the computation of diluted per share amounts as the effect was antidilutive.

The denominator for diluted earnings (loss) per share does not include weighted average common shares of 4,000,000 for the year ended December 31, 2011 related to outstanding warrants to purchase common shares at $33.84 per share, as the effect was antidilutive.  Warrants to purchase 4,000,000 and 4,000,000 weighted average common shares at $28.515 per share were outstanding during the years ended December 31, 2010 and 2009, respectively, but were not included in the computation of diluted per share amounts as the effect was antidilutive.

For the year ended December 31, 2011, 4,283,518 shares related to the 3¾% Convertible Notes were not included in the computation of diluted per share amounts as the effect was antidilutive.

Outstanding stock options and stock appreciation rights of a subsidiary are not included above since the subsidiary operates at a net loss and the effect is antidilutive.

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Indebtedness (Tables)

12 Months Ended

Dec. 31, 2011

Indebtedness [Abstract]

Schedule Of Indebtedness

	2011			2010
Parent Company Debt:
Senior Notes:
7 ¾% Senior Notes due 2013, less debt discount of $99 and $154	$	94,401		$	94,346
7% Senior Notes due 2013, net of debt premium of $218 and $340		312,463			312,585
8 1/8% Senior Notes due 2015, less debt discount of $4,256 and $5,437		454,385			474,563
7 1/8% Senior Notes due 2017		423,140			478,000
Subordinated Notes:
3 ¾% Convertible Senior Subordinated Notes due 2014		97,581			97,581
8.65% Junior Subordinated Deferrable Interest Debentures due 2027		88,204			89,554
Subsidiary Debt:
Term loans		323,750			–
Revolving credit facility		92,103			–
Aircraft financing due 2011		–			32,881
Capital leases due 2012 through 2015 with a weighted-average
interest rate of 5.7%		5,301			57
Other due 2012 through 2029 with a weighted-average interest rate of .2%		12,325			100,539
Total debt		1,903,653			1,680,106
Less:  current maturities		(29,264	)		(133,451	)
Long-term debt	$	1,874,389		$	1,546,655

Schedule Of Debt Repurchases

	2011		2010		2009
7 ¾% Senior Notes	$	–	$	5,500	$	–
7% Senior Notes		–		27,200		35,555
8 1/8% Senior Notes		21,359		20,000		–
7 1/8% Senior Notes		54,860		22,000		–
8.65% Junior Subordinated Deferrable Interest Debentures		1,350		2,146		6,500
Total	$	77,569	$	76,846	$	42,055

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Property, Equipment And Leasehold Improvements, Net

12 Months Ended

Dec. 31, 2011

Property, Equipment And Leasehold Improvements, Net [Abstract]

Property, Equipment and Leasehold Improvements, Net

11.      Property, Equipment and Leasehold Improvements, Net:

A summary of property, equipment and leasehold improvements, net at December 31, 2011 and 2010 is as follows (in thousands):

	Depreciable
	Lives
	(in years)		2011			2010
Land, buildings and leasehold improvements		3-45	$	601,681		$	381,880
Beef processing machinery and equipment		2-15		201,934			–
Other machinery and equipment		3-25		202,405			190,141
Corporate aircraft		5-10		111,279			99,437
Furniture and fixtures		2-10		23,285			21,346
Construction in progress		N/A		53,526			1,448
Other		3-7		13,162			2,287
				1,207,272			696,539
Accumulated depreciation and amortization				(323,163	)		(286,325	)
			$	884,109		$	410,214

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Pension Plans And Postretirement Benefits (Components Of Defined Benefit Pension Plans) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Defined Benefit Plan Disclosure [Line Items]
Interest cost	$ 11,233,000	$ 11,944,000	$ 12,433,000
Actuarial loss	2,659,000	1,929,000	2,290,000
Fair value of plan assets at beginning of period	145,124,000
Fair value of plan assets at December 31	188,876,000	145,124,000
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Projected benefit obligation at beginning of period	207,889,000	235,846,000
Interest cost	11,233,000	12,295,000
Actuarial loss	39,028,000	19,313,000
Settlement payment		(50,200,000)
Benefits paid	(6,201,000)	(9,365,000)
Projected benefit obligation at December 31	251,949,000	207,889,000
Fair value of plan assets at beginning of period	145,124,000	167,652,000
Actual return on plan assets	7,166,000	6,898,000
Employer contributions	43,823,000	32,511,000
Administrative expenses	(1,036,000)	(2,372,000)
Fair value of plan assets at December 31	188,876,000	145,124,000
Funded Status at end of year	$ (63,073,000)	$ (62,765,000)

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Accumulated Other Comprehensive Income

12 Months Ended

Dec. 31, 2011

Accumulated Other Comprehensive Income [Abstract]

Accumulated Other Comprehensive Income

16. Accumulated Other Comprehensive Income:

Activity in accumulated other comprehensive income is reflected in the consolidated statements of equity but not in the consolidated statements of operations.  A summary of accumulated other comprehensive income, net of taxes at December 31, 2011, 2010 and 2009 is as follows (in thousands):

	2011			2010			2009
Net unrealized gains on investments	$	998,151		$	1,749,757		$	1,034,164
Net unrealized foreign exchange gains (losses)		(3,168	)		(3,838	)		4,024
Net unrealized gains on derivative instruments		–			–			1,005
Net minimum pension liability		(83,537	)		(60,177	)		(56,948	)
Net postretirement benefit		975			1,621			2,787
	$	912,421		$	1,687,363		$	985,032

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Property, Equipment And Leasehold Improvements, Net (Summary Of Property, Equipment And Leasehold Improvements, Net) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011 Y	Dec. 31, 2010
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,207,272	$ 696,539
Accumulated depreciation and amortization	(323,163)	(286,325)
Property, equipment and leasehold improvements, net	884,109	410,214
Land, Buildings And Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	601,681	381,880
Depreciable Lives, minimum (in years)	3
Depreciable Lives, maximum (in years)	45
Beef Processing Machinery And Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	201,934
Depreciable Lives, minimum (in years)	2
Depreciable Lives, maximum (in years)	15
Other Machinery And Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	202,405	190,141
Depreciable Lives, minimum (in years)	3
Depreciable Lives, maximum (in years)	25
Corporate Aircraft [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	111,279	99,437
Depreciable Lives, minimum (in years)	5
Depreciable Lives, maximum (in years)	10
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	23,285	21,346
Depreciable Lives, minimum (in years)	2
Depreciable Lives, maximum (in years)	10
Construction In Progress [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	53,526	1,448
Other PP&E [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 13,162	$ 2,287
Depreciable Lives, minimum (in years)	3
Depreciable Lives, maximum (in years)	7

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Property, Equipment And Leasehold Improvements, Net (Tables)

12 Months Ended

Dec. 31, 2011

Property, Equipment And Leasehold Improvements, Net [Abstract]

Summary Of Property, Equipment And Leasehold Improvements

	Depreciable
	Lives
	(in years)		2011			2010
Land, buildings and leasehold improvements		3-45	$	601,681		$	381,880
Beef processing machinery and equipment		2-15		201,934			–
Other machinery and equipment		3-25		202,405			190,141
Corporate aircraft		5-10		111,279			99,437
Furniture and fixtures		2-10		23,285			21,346
Construction in progress		N/A		53,526			1,448
Other		3-7		13,162			2,287
				1,207,272			696,539
Accumulated depreciation and amortization				(323,163	)		(286,325	)
			$	884,109		$	410,214

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Accumulated Other Comprehensive Income (Summary Of Accumulated Other Comprehensive Income, Net Of Taxes) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Accumulated Other Comprehensive Income [Line Items]
Net unrealized gains on investments	$ 998,151	$ 1,749,757	$ 1,034,164
Net unrealized foreign exchange gains (losses)	(3,168)	(3,838)	4,024
Net unrealized gains on derivative instruments			1,005
Accumulated other comprehensive income, net of taxes, Total	912,421	1,687,363	985,032
Net Minimum Pension Liability [Member]
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive income (loss) related to defined benefit pension and other postretirement plans, net of tax	(83,537)	(60,177)	(56,948)
Net Postretirement Benefit [Member]
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive income (loss) related to defined benefit pension and other postretirement plans, net of tax	$ 975	$ 1,621	$ 2,787

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Acquisitions (Tables)

12 Months Ended

Dec. 31, 2011

Acquisitions [Abstract]

Schedule Of National Beef's Fair Values Of Assets Acquired , Liabilities Assumed And Non Controlling Interests At Acquisition Date

	As of December 30, 2011
Assets:
Current assets:
Cash and cash equivalents	$	18,481
Trade, notes and other receivables		195,643
Inventory		280,499
Prepaids and other current assets		22,969
Total current assets		517,592
Intangible assets and goodwill		818,484
Other assets		4,613
Property and equipment		446,166
Total assets		1,786,855
Liabilities:
Current liabilities:
Trade payables and expense accruals		234,451
Other current liabilities		13,746
Debt due within one year		29,262
Total current liabilities		277,459
Other non-current liabilities		1,404
Long-term debt		328,267
Total liabilities		607,130
Redeemable noncontrolling interests
in subsidiary		304,356
Net assets acquired	$	875,369

Amounts Allocated To Intangible Assets, The Amortization Period And Goodwill

			Amortization
	Amount		Years
Customer relationships	$	405,180		18
Tradenames		260,059		20
Cattle supply contracts		143,500		15
Other		830		10
Subtotal, intangible assets		809,569
Goodwill		8,915
Total	$	818,484

Pro Forma Operating Results

	2011		2010
Revenues and other income	$	8,473,158	$	7,249,343
Net income attributable to Leucadia National
Corporation common shareholders	$	112,734	$	2,050,684

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Net Securities Gains (Losses) (Summary Of Net Securities Gains (Losses)) (Details) (USD $)	1 Months Ended	12 Months Ended
	Jan. 31, 2012	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Net Securities Gains (Losses) [Abstract]
Net realized gains on securities		$ 644,777,000		$ 182,060,000		$ 10,440,000
Write-down of investments		(3,586,000)	[1]	(2,474,000)	[1]	(31,420,000)	[1]
Net unrealized gains (losses) on trading securities		285,000		(92,000)		(126,000)
Net securities gains (losses)	$ 417,887,000	$ 641,476,000		$ 179,494,000		$ (21,106,000)

[1] Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

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Consolidated Statements Of Operations (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Consolidated Statements Of Operations [Abstract]
Income tax provision (benefit) related to associated companies	$ (218,321)	$ (5,745)	$ 25,567
Income tax (benefit) related to discontinued operations	(1,072)	(2,350)	(57)
Income tax provision related to gain on disposal of discontinued operations	$ 3,384	$ 0	$ 0

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Investments (Amortized Cost And Estimated Fair Value Of Non-Current Investments Classified As Available For Sale By Contractual Maturity) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011
Investments [Abstract]
Due after one year through five years, Amortized Cost	$ 24,918
Due after one year through five years, Estimated Fair Value	25,024
Due after five years through ten years, Amortized Cost
Due after five years through ten years, Estimated Fair Value
Due after ten years, Amortized Cost
Due after ten years, Estimated Fair Value
Non-current fixed maturities investments excluding mortgage-backed and asset-backed securities, Amortized Cost	24,918
Non-current fixed maturities investments excluding mortgage-backed and asset-backed securities, Estimated Fair Value	25,024
Mortgage-backed and asset-backed securities, Amortized Cost	651,659
Mortgage-backed and asset-backed securities, Estimated Fair Value	663,709
Total non-current fixed maturities investments, Amortized Cost	676,577
Total non-current fixed maturities investments, Estimated Fair Value	$ 688,733

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Consolidated Statements Of Changes In Equity (Parenthetical) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Comprehensive income (loss):
Common Stock, Dividends, Per Share, Cash Paid	$ 0.25	$ 0.25

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Commitments And Contingencies (Tables)

12 Months Ended

Dec. 31, 2011

Commitments And Contingencies [Abstract]

Future Minimum Annual Rentals Under Noncancellable Operating Leases

2012	$	20,719
2013		18,535
2014		15,988
2015		10,844
2016		6,807
Thereafter		32,926
		105,819
Less:  sublease income		(986	)
	$	104,833

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Discontinued Operations (Narrative) (Details) (USD $)	12 Months Ended	1 Months Ended	12 Months Ended		1 Months Ended	12 Months Ended	1 Months Ended	12 Months Ended					1 Months Ended	12 Months Ended
	Dec. 31, 2009	Aug. 31, 2010 Retail Shopping Center [Member]	Dec. 31, 2011 Power Production Business [Member]	Dec. 31, 2010 Power Production Business [Member]	Sep. 30, 2010 ResortQuest [Member]	Dec. 31, 2009 WilTel [Member] Telecommunications [Member]	Oct. 31, 2010 STi Prepaid [Member] Telecommunications [Member] M	Dec. 31, 2011 STi Prepaid [Member] Telecommunications [Member]	Dec. 31, 2010 STi Prepaid [Member] Telecommunications [Member]	Dec. 31, 2011 Empire Insurance Company [Member]	Dec. 31, 2010 Empire Insurance Company [Member]	Dec. 31, 2009 Empire Insurance Company [Member]	Oct. 31, 2012 Keen [Member]	Dec. 31, 2009 Keen [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain on disposal of discontinued operations before tax and after tax		$ 4,526,000			$ 35,367,000				$ 21,104,000
Gain on disposal of discontinued operations before tax								9,669,000
Net investment in subsidiary							(19,255,000)
Cash proceeds from discontinued operations										4,690,000	11,640,000	11,253,000
Income (loss) from discontinued operations						15,222,000				4,690,000	11,640,000	11,253,000
Reduction of carrying amount of business to fair value				25,321,000
Carrying amount of assets to fair value after writedown				0
Number of months of payment for consideration							26
Power production facility, initial acquisition costs			4,567,000
Bargain purchase gain related to Keen	49,345,000													49,345,000
Aggregate consideration from sale		$ 17,064,000			$ 52,371,000		$ 20,000,000						$ 137,500,000
Leucadia common shares received in resolution of lawsuit						636,300

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Net Securities Gains (Losses) (Narrative) (Details) (USD $)	1 Months Ended	12 Months Ended
	Jan. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Net Securities Gains (Losses) [Line Items]
Common shares sold	100,000,000
Net securities gains (losses)	$ 417,887,000	$ 641,476,000	$ 179,494,000	$ (21,106,000)
Proceeds from sales of investments		4,217,334,000	838,197,000	2,112,574,000
Gross gains		638,863,000	104,392,000	18,653,000
Gross losses		5,235,000	683,000	21,696,000
Fortescue [Member]
Net Securities Gains (Losses) [Line Items]
Common shares sold		117,400,000	30,000,000
Net securities gains (losses)		628,197,000	94,918,000
LPH [Member]
Net Securities Gains (Losses) [Line Items]
Net securities gains (losses)			$ 66,200,000

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Acquisitions (Pro Forma Operating Results) (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Acquisitions [Abstract]
Revenues and other income, pro forma results	$ 8,473,158	$ 7,249,343
Net income attributable to Leucadia National Corporation common shareholders	$ 112,734	$ 2,050,684

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Net Securities Gains (Losses)

12 Months Ended

Dec. 31, 2011

Net Securities Gains (Losses) [Abstract]

Net Securities Gains (Losses)

17.      Net Securities Gains (Losses):

The following summarizes net securities gains (losses) for each of the three years in the period ended December 31, 2011 (in thousands):

	2011			2010			2009
Net realized gains on securities	$	644,777		$	182,060		$	10,440
Write-down of investments (a)		(3,586	)		(2,474	)		(31,420	)
Net unrealized gains (losses) on trading securities		285			(92	)		(126	)
	$	641,476		$	179,494		$	(21,106	)

(a)   Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

In 2011, the Company sold 117,400,000 common shares of Fortescue and recognized net securities gains of $628,197,000.  In 2010, the Company sold 30,000,000 common shares of Fortescue and recognized a net security gain of $94,918,000 and sold its investment in Light and Power Holdings, Ltd. ("LPH") and recognized a net security gain of $66,200,000.

Proceeds from sales of investments classified as available for sale were $4,217,334,000, $838,197,000 and $2,112,574,000 during 2011, 2010 and 2009, respectively.  Gross gains of $638,863,000, $104,392,000 and $18,653,000 and gross losses of $5,235,000, $683,000 and $21,696,000 were realized on these sales during 2011, 2010 and 2009, respectively.

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Pension Plans And Postretirement Benefits (Schedule Of Plan's Assets At Fair Value) (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	$ 188,876	$ 145,124
Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	186,530	145,124
Significant Other Observable Inputs (Level 2) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	2,346
Cash and Cash Equivalents [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	15,479	21,748
Cash and Cash Equivalents [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	15,479	21,748
U.S. Government And Agencies [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	27,076	9,154
U.S. Government And Agencies [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	27,076	9,154
Foreign Governments [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	2,185
Foreign Governments [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	2,185
U.S. Government-Sponsored Enterprises [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value		3,040
U.S. Government-Sponsored Enterprises [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value		3,040
States, Municipalities and Political Subdivisions [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value		325
States, Municipalities and Political Subdivisions [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value		325
All Other Corporates [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	126,035	110,857
All Other Corporates [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	123,689	110,857
All Other Corporates [Member] | Significant Other Observable Inputs (Level 2) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	2,346
Other [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	18,101
Other [Member] | Quoted Prices In Active Markets For Identical Assets Or Liabilities (Level 1) [Member]
Defined Benefit Plan Disclosure [Line Items]
Plan assets at fair value	$ 18,101

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Segment Information (Narrative) (Details) (USD $)	1 Months Ended	12 Months Ended
	Jan. 31, 2012	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Segment Reporting Information [Line Items]
Pre-tax losses of investigation and evaluation of various energy related projects		$ 28,598,000		$ 16,076,000		$ 25,324,000
Government grants reimbursement		5,366,000		11,143,000
Net securities gains (losses)	417,887,000	641,476,000		179,494,000		(21,106,000)
Gain on sale of Las Cruces				383,369,000
Investment impairments		3,586,000	[1]	2,474,000	[1]	31,420,000	[1]
Fortescue [Member]
Segment Reporting Information [Line Items]
Net securities gains (losses)		628,197,000		94,918,000
Light and Power Holdings, Ltd [Member]
Segment Reporting Information [Line Items]
Net securities gains (losses)				66,200,000
Las Cruces [Member]
Segment Reporting Information [Line Items]
Gain on sale of Las Cruces				383,369,000
Corporate [Member]
Segment Reporting Information [Line Items]
Net securities gains (losses)		641,480,000		179,494,000		(21,106,000)
Investment impairments		$ 3,586,000		$ 2,474,000		$ 31,420,000

[1] Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

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Fair Value Of Financial Instruments (Narrative) (Details) (USD $)	12 Months Ended						3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009		Jun. 30, 2009 MB1 [Member]	Dec. 31, 2010 MB1 [Member]	Dec. 31, 2009 Keen [Member]	Jun. 30, 2009 Garcadia [Member]	Dec. 31, 2009 Garcadia [Member]	Dec. 31, 2011 Non-Current Investments [Member]	Dec. 31, 2010 Non-Current Investments [Member]	Dec. 31, 2009 Non-Current Investments [Member]	Dec. 31, 2009 Long-Lived Assets [Member]	Dec. 31, 2009 Other Assets And Investments In Associated Companies [Member]
Fair Value of Financial Instruments [Line Items]
Asset impairment charges							$ 67,826,000	$ 47,074,000	$ 36,544,000	$ 32,348,000	$ 32,348,000				$ 68,800,000	$ 139,000,000
Investment impairments	$ 3,586,000	[1]	$ 2,474,000	[1]	$ 31,420,000	[1]						$ 3,586,000	$ 2,474,000	$ 31,420,000

[1] Consists of provisions to write down investments resulting from declines in fair values believed to be other than temporary.

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Investments In Associated Companies (JHYH) (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2007
Investments In Associated Companies [Line Items]
Aggregate investment	$ 793,766,000	[1]	$ 959,936,000	[1]
JHYH [Member]
Investments In Associated Companies [Line Items]
Investment commitment to acquire equity method investments					600,000,000
Ownership percentage					50.00%
Additional percentage of profits entitled to Jefferies					20.00%
Passive investors permitted to invest					800,000,000
Distributions received	8,972,000		17,077,000
Amount invested					350,000,000
Aggregate investment	$ 323,262,000	[1]	$ 321,023,000	[1]
Maximum [Member] | JHYH [Member]
Investments In Associated Companies [Line Items]
Percentage of capital owned					50.00%

[1] Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Company's share of the investees' earnings, decreased for the Company's share of the investees' losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital.

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Valuation And Qualifying Accounts

12 Months Ended

Dec. 31, 2011

Valuation And Qualifying Accounts [Abstract]

Valuation And Qualifying Accounts

Schedule II – Valuation and Qualifying Accounts

LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES

For the years ended December 31, 2011, 2010 and 2009

(In thousands)

			Additions							Deductions
			Charged
	Balance at		to Costs												Balance
	Beginning		and							Write					at End
Description	of Period		Expenses		Recoveries		Other			Offs		Other			of Period
2011
Allowance for
doubtful accounts	$	4,693	$	658	$	-	$	-		$	1,494	$	-		$	3,857
Deferred tax asset
valuation allowance	$	109,181	$	-	$	-	$	-		$	-	$	-		$	109,181
2010
Allowance for
doubtful accounts	$	3,971	$	1,094	$	2	$	-		$	374	$	-		$	4,693
Deferred tax asset
valuation allowance	$	1,835,161	$	-	$	-	$	-		$	-	$	1,725,980	(a)	$	109,181
2009
Allowance for
doubtful accounts	$	3,109	$	1,623	$	12	$	-		$	773	$	-		$	3,971
Deferred tax asset
valuation allowance	$	2,307,281	$	-	$	-	$	109,156	(b)	$	-	$	581,276	(c)	$	1,835,161

(a) During 2010, the Company's revised projections of future taxable income enabled it to conclude that it was more likely than not that it will have future taxable income sufficient to realize a significant portion of the Company's net deferred tax asset; accordingly, $1,157,111,000 of the deferred tax valuation allowance was reversed as a credit to income tax expense.

(b) Represents the tax effect of losses during 2009, which were reserved for in the deferred tax asset valuation allowance.

(c) Primarily represents the tax effect of the change in unrealized gains (losses) on investments.

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Other Assets

12 Months Ended

Dec. 31, 2011

Other Assets [Abstract]

Other Assets

10.      Other Assets:

A summary of non-current other assets at December 31, 2011 and 2010 is as follows (in thousands):

	2011		2010
Real Estate	$	173,077	$	168,001
Unamortized debt expense		11,454		16,125
Restricted cash		64,609		90,587
Prepaid mining interest		139,572		153,210
Other		18,658		17,865
	$	407,370	$	445,788

At December 31, 2011 and 2010, restricted cash includes $56,500,000 that had been placed into escrow pursuant to an agreement to acquire 708 acres of land in Panama City, Florida.  The purchase price was subsequently reduced to $51,870,000, the excess funds were returned and the transaction closed in February 2012.  In addition, restricted cash at December 31, 2010 includes $14,600,000 of escrowed funds relating to the Premier noteholders' claims which were settled during 2011.

The Company's prepaid mining interest relates to the FMG Note, which is more fully explained in Note 6.

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Redeemable Noncontrolling Interests In Subsidiary (Narrative) (Details)	12 Months Ended
	Dec. 31, 2011 Y
Other Members [Member] | Call Rights [Member]
Purchase Requirement [Line Items]
Anniversary of acquisition, (years)	10
Fifth Anniversary [Member] | National Beef [Member] | Put Rights [Member]
Purchase Requirement [Line Items]
Ownership interest	33.30%
Anniversary of acquisition, (years)	5
Seventh Anniversary [Member] | National Beef [Member] | Put Rights [Member]
Purchase Requirement [Line Items]
Ownership interest	33.30%
Anniversary of acquisition, (years)	7
Tenth Anniversary [Member] | National Beef [Member] | Put Rights [Member]
Purchase Requirement [Line Items]
Ownership interest	33.30%
Anniversary of acquisition, (years)	10
Maximum [Member] | USPB [Member] | Call Rights [Member]
Purchase Requirement [Line Items]
Ownership interest	20.00%
Maximum [Member] | Other Members [Member] | Call Rights [Member]
Purchase Requirement [Line Items]
Ownership interest	50.00%