8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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)             July 10, 2002
                                                        ------------------------



                            SONOMAWEST HOLDINGS, INC.
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)



        California                      01912                    94-1069729
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(State or Other Jurisdiction    (Commission File Number)     (I.R.S. Employer
     of Incorporation)                                       Identification No.)



       2064 HIGHWAY 116 NORTH, SEBASTOPOL, CALIFORNIA                 95472
- --------------------------------------------------------------------------------
          (Address of Principal Executive Offices)                  (Zip Code)


                                 (707) 824-2001
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              (Registrant's Telephone Number, Including Area Code)



- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)









ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

     On July 10, 2002,  SonomaWest  Holdings,  Inc.  (the  "Company")  dismissed
Arthur Andersen LLP ("Arthur  Andersen") as its independent  public  accountants
and engaged  Grant  Thornton LLP ("GT") to serve as its new  independent  public
accountants for the fiscal year ended June 30, 2002, effective immediately.  The
decision to dismiss  Arthur  Andersen  and to retain GT was  recommended  by the
Company's Audit Committee and approved by the Company's Board of Directors.

     Arthur  Andersen's   reports  on  the  Company's   consolidated   financial
statements  for each of the fiscal  years  ended June 30,  2001 and 2000 did not
contain an adverse  opinion or a disclaimer of opinion,  nor were they qualified
or modified as to uncertainty, audit scope or accounting principles.

     During the fiscal  years  ended June 30, 2001 and 2000 and through the date
hereof,  there were no disagreements  between the Company and Arthur Andersen on
any  matter  of  accounting   principles  or  practices,   financial   statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved
to Arthur  Andersen's  satisfaction,  would have caused Arthur  Andersen to make
reference to the subject matter in connection  with its reports on the Company's
consolidated  financial  statements for such years; and there were no reportable
events as defined in Item 304(a)(1)(v) of Regulation S-K.

     The  Company  provided  Arthur  Andersen  with  a  copy  of  the  foregoing
disclosures.  In  accordance  with Item 304T of  Regulation  S-K, no letter from
Arthur Andersen acknowledging  agreement with the foregoing disclosures is being
filed with this Report.

     During the fiscal  years  ended June 30, 2001 and 2000 and through the date
hereof,  the Company did not consult with GT with respect to the  application of
accounting principles to a specified transaction,  either completed or proposed,
or  the  type  of  audit  opinion  that  might  be  rendered  on  the  Company's
consolidated financial statements,  or any other matters or reportable events as
set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.


ITEM 7.  EXHIBITS.

Exhibit 99.1   Press Release dated July 10, 2002, entitled  "SonomaWest Holdings
               Engages Grant Thornton LLP as Independent Auditors."



                                   SIGNATURES

PURSUANT  TO THE  REQUIREMENTS  OF THE  SECURITIES  EXCHANGE  ACT OF  1934,  THE
REGISTRANT  HAS DULY  CAUSED  THIS  REPORT  TO BE  SIGNED  ON ITS  BEHALF BY THE
UNDERSIGNED THEREUNTO DULY AUTHORIZED.



                                      SONOMAWEST HOLDINGS, INC.


Date:  July 10, 2002                  By:  /s/  Roger S. Mertz
                                        ----------------------------------------
                                         Roger S. Mertz
                                         Chairman of the Board







                                  EXHIBIT INDEX


    Exhibit No.      Description                                       Page No.
    -----------      -----------                                       --------

      99.1           Press Release dated July 10, 2002, entitled        99.1-1
                     "SonomaWest Holdings Engages Grant Thornton LLP
                     as Independent Auditors."

EX-99.1

                                  EXHIBIT 99.1


                           SONOMAWEST HOLDINGS ENGAGES
                   GRANT THORNTON LLP AS INDEPENDENT AUDITORS


July 10, 2002


NEWS RELEASE


Contact: Thomas R. Eakin, Chief Financial Officer (707) 824-2001


SEBASTOPOL,  CA  ....................  SonomaWest Holdings,  Inc. (NASDAQ: SWHI)
(formerly  Vacu-dry  Company) today announced that it has engaged Grant Thornton
LLP as its  independent  auditors  for the  fiscal  year  ended  June  30,  2002
replacing  Arthur  Andersen  LLP in that  capacity  effective  immediately.  The
decision to dismiss  Arthur  Andersen and engage  Grant  Thornton was made after
careful consideration by the Audit Committee of the SonomaWest Holdings Board of
Directors.  The  decision  was  not  the  result  of  any  disagreement  between
SonomaWest  Holdings and Arthur Andersen on any matter of accounting  principles
or practices, financial statement disclosure, or auditing scope or procedure.

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