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): October 7, 2003
SENECA FOODS CORPORATION
(Exact name of registrant as specified in its charter)
New York 0-1989 16-0733425
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
3736 South Main Street, Marion New York 14505-9751
Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (315) 926-8100
N/A
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
On October 7, 2003, Seneca Foods Corporation (the "Company") Board of Directors
unanimously approved the recommendation of the Audit Committee to engage the
accounting firm of Ernst & Young LLP as its new independent public accountants
for its audit engagement. Also on October 7, 2003, the Company's Board of
Directors unanimously approved the recommendation of the Audit Committee to
dismiss Deloitte & Touche LLP. The Company's Certificate of Incorporation
requires the unanimous approval of the Board of Directors to effect the actions
described in this paragraph. On October 7, 2003, the Company dismissed Deloitte
& Touche LLP.
The reports of Deloitte & Touche LLP on the consolidated financial statements of
the Company, for the past two fiscal years ended March 31, 2003 and 2002 did not
contain an adverse opinion or a disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles.
The decision to change the Company's accounting firm was made by the Audit
Committee of the Company's Board of Directors on October 7, 2003.
In connection with the audits of the Company's financial statements for each of
the two fiscal years ended March 31, 2003 and 2002 and in the subsequent interim
periods from April 1, 2003 through and including October 7, 2003, there were no
disagreements between the Company and its auditors, Deloitte & Touche LLP, on
any matter of accounting principles or practices, consolidated financial
statement disclosure, or auditing scope and procedures, which, if not resolved
to the satisfaction of Deloitte & Touche LLP would have caused Deloitte & Touche
LLP to make reference to the matter in their reports.
There were no "reportable events" as that term is described in Item 304
(a)(1)(v) of Regulation S-K during the last two fiscal years ended March 31,
2003 and 2002 or during the subsequent interim periods from April 1, 2003
through and including October 7, 2003.
The Company has not consulted with Ernst & Young LLP during the last two fiscal
years ended March 31, 2003 and 2002 or during the subsequent interim periods
from April 1, 2003 through and including October 7, 2003, on either 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.
The Company requested Deloitte & Touche LLP to furnish a letter addressed to the
Securities and Exchange Commission stating whether Deloitte & Touche LLP agree
with the statements made above by the Company. Such letter is attached hereto as
an exhibit.
Item 7. Financial Statements and Exhibits.
16.1 Letter of Deloitte & Touche LLP regarding change in certifying accountant.
SIGNATURE
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.
SENECA FOODS CORPORATION
Dated: October 10, 2003 By: /s/ Kraig H. Kayser
-------------------
Name: Kraig H. Kayser
President and Chief
Executive Officer
EXHIBIT INDEX
Exhibit Description
16.1 Letter of Deloitte & Touche LLP regarding change in
certifying accountant.