AGWAY INC
8-K, 1999-07-08
GRAIN MILL PRODUCTS
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                      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) June 28, 1999


                                   AGWAY INC.
                                   ----------
             (Exact name of registrant as specified in its charter)


Delaware                           2-22791                           15-0277720
- --------------------------------------------------------------------------------
(State or other                 (Commission                       (IRS Employer
jurisdiction of                   File Number)               Identification No.)
incorporation)

333 Butternut Drive, DeWitt, New York                                     13214
- --------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)



        Registrant's telephone number, including area code (315) 449-6436









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<PAGE>



Item 5.  Other Events

On June  28,  1999,  it was  disclosed  to the  Company  that  records  had been
falsified  during  the  fiscal  year  ended  June 1999 to  conceal  losses  from
unauthorized  speculative activity in the Agricultural Group's  grain  marketing
business. An  investigation  of  these  matters  is  currently  being  conducted
utilizing  internal financial  staff, the  Company's  external  audit  firm, and
legal counsel.  Actions  have  been  taken  by the  Company  to  limit  the loss
from   this  unauthorized activity.  In  addition,  individuals  identified  as
involved in the unauthorized  speculative  activity have  been  terminated  from
employment.  The  preliminary unaudited results of that  investigation  indicate
the total loss to the Company associated with the unauthorized  activity is less
than $10 million.  While  the investigation is ongoing, the Company, at present,
still  expects  to  report  positive  earnings before income taxes for the year.
However, it may be necessary to restate  financial results  for the first  three
quarters  of  the  fiscal year ended June 1999. The  financial  results  of this
activity will be more fully disclosed in the Company's 1999 Form 10-K filing.


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<PAGE>


                                   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.



                                        AGWAY INC.
                                        (Registrant)







Date         July 8, 1999                By       /s/ PETER J. O'NEILL
         ---------------------              ----------------------------------
                                                   Peter J. O'Neill
                                                 Senior Vice President
                                                   Finance & Control
                                            (Principal Financial Officer and
                                                Chief Accounting Officer)




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