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) August 12, 2002

                            SENECA FOODS CORPORATION
               (Exact Name of Registrant as Specified in Charter)

         New York                         0-1989               16-0733425
(State or Other Jurisdiction     (Commission File Number)    (IRS Employer
of Incorporation)                                          Identification No.)

                             3736 South Main Street
                             Marion, New York 14505
          (Address of Principal Executive Offices including zip codes)


                                 (315) 926-8100
               (Registrant's telephone number including area code)

ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits

(c)      Exhibits.

Exhibit 99.1      Transmittal Letter
Exhibit 99.2      Certificate of Chief Executive Officer and Chief Financial
                  Officer



ITEM 9.  Regulation FD Disclosure

     Registrant  filed as  correspondence  accompanying  its Quarterly Report on
Form 10-Q for its fiscal  quarter ended June 29, 2002 filed with the  Securities
and  Exchange  Commission  on  August  12,  2002,  the  transmittal  letter  and
certificates attached hereto as Exhibits 99.1 and 99.2.

                                   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.

Date:    August 12, 2002

                                                  SENECA FOODS CORPORATION
                                                        (Registrant)


                                           By: /s/Kraig H. Kayser
                                               --------------------------------
                                                  Kraig H. Kayser
                                                  President and Chief Executive
                                                    Officer

Exhibit Index

Exhibit No.                Description

99.1                       Transmittal Letter
99.2                       Certificate of Chief Executive Officer and Chief
                           Financial Officer