AGWAY INC
10-K405, EX-4, 2000-09-21
GRAIN MILL PRODUCTS
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                                    EXHIBIT 4


<PAGE>






November 14, 1997                              Re: AGWAY FINANCIAL CORPORATION





Ms. Patti Edwards
Agway Financial Corp.
Securities & Refund Dept.
P. O. Box 4761
Syracuse, N.Y.  13221-4761

Dear Ms. Edwards:

Several  months ago we informed you that The Chase  Manhattan  Bank had signed a
definitive agreement to purchase the corporate trust business of the Mellon Bank
Corporation.  The  transfer  of your  account  to Chase  will  become  effective
November 24, 1997.  I'd like to take this  opportunity  to provide you with some
important information regarding your account.

I am pleased to advise you that  following  the  transition,  I will become your
Chase Global Trust  relationship  manager.  As the leading provider of municipal
and  corporate  debt  services  with  more than $1.6  trillion  in assets  under
administration,  Chase  Global  Trust  offers  the  expertise,  proficiency  and
technological innovations that your successful debt offerings require. With more
than a century of  experience in corporate  trust,  Chase has built its business
one relationship at a time. I look forward to putting the extensive resources of
Chase to work for you.

Your  relationship  will now be  serviced  from our New  York  location.  We are
confident  that the transfer of your account to this new location  will allow us
to deliver to you the highest  quality  services in the most  efficient  manner.
Effective  November 24, 1997, your account will assigned the following new Chase
Trust account number:

   Previous Trust Number       New Trust Num          Trust Account Name
   ---------------------       -------------          ------------------
   01612                       C30710                 AGWAY FINANCIAL
                                                      SUBORDINATED CERTS


<PAGE>




November 14, 1997                         RE: AGWAY FINANCIAL CORPORATION





Included with this letter are your new operational instructions,  including wire
transfer  and  check  payment  instructions  and  other  information   regarding
operational  matters.  Please  review  this  information  carefully.  Our  first
priority is to ensure that this transition is as seamless to you as possible. If
you have any  questions  related to your debt service  payments,  i.e.,  payment
address,  payment timing, wire instructions,  etc., or any other matters related
your new relationship with Chase, please do not hesitate contact me.

For your  convenience I have enclosed my business card.  Again,  if you have any
questions  or require any  assistance,  please do not  hesitate to call.  I look
forward to working with you.

Sincerely,



/s/ SHEIK WILTSHIRE
Sheik Wiltshire



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