<PAGE>
Exhibit Index at Page 3
Securities and Exchange Commission
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchance Act of 1934
Date of Report (Date of earliest event reported): January 15, 1996
Genesee Corporation
(Exact Name of Registrant as Specified in Charter)
New York 0-1653 16-0445920
(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
445 St. Paul Street, Rochester, New York 14605
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (716) 546-1030
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Item 4. Change in Registrant's Certifying Accountant.
(a) Termination of Certifying Accountant
Genesee Corporation (the "Corporation") terminated the engagement
of KPMG Peat Marwick LLP ("Peat Marwick") as independent
accountant to audit and certify the Corporation's financial
statements, effective January 15, 1996. The decision to
terminate Peat Marwick was recommended by the Audit Committee of
the Corporation's Board of Directors and was approved by the
Corporation's Board of Directors.
The audit reports of Peat Marwick on the Corporation's financial
statements for the fiscal years ended April 30, 1994 and
April 30, 1995, did not contain an adverse opinion or disclaimer
of opinion, nor was any such report qualified or modified as to
uncertainty, audit scope or accounting principles, except that
their report for the fiscal year ended April 30, 1995, contained
an explanatory paragraph indicating that the Corporation changed
its method of accounting for debt and equity securities in fiscal
1995.
There were no disagreements with Peat Marwick during the fiscal
years ended April 30, 1994 and April 30, 1995, or in any
subsequent interim period through January 15, 1996, on any matter
of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved
to the satisfaction of Peat Marwick, would have caused Peat
Marwick to make reference to such disagreement in connection with
its opinion on the Corporation's financial statements.
A letter from Peat Marwick is filed with this report as Exhibit
16.
(b) Engagement of New Certifying Accountant.
Effective January 15, 1996, the Corporation engaged Price
Waterhouse LLP to serve as independent accountant to audit and
certify the Corporation's financial statements.
Item 7. Exhibits.
An exhibit filed with this report is identified in the Exhibit Index
at Page 3.
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.
Genesee Corporation
Date: January 22, 1996 By / s / Mark W. Leunig
Mark W. Leunig, Vice President and Secretary
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Exhibit Index
Page
Exhibit 16 Letter re Change of Certifying Accountant 4
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Exhibit 16
KPMG Peat Marwick LLP
600 Clinton Square
Rochester, New York 14604
January 17, 1996
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Genesee Corporation and, under the
date of June 2, 1995, we reported on the consolidated financial statements of
Genesee Corporation and subsidiaries as of and for the years ended April 30,
1995 and 1994. On January 15, 1996, our appointment as principal accountants
was terminated. We have read Genesee Corporation's statements included under
Item 4 of its Form 8-K dated January 15, 1996, and we agree with such statements
except that we are not in a position to agree or disagree with Genesee
Corporation's statement that the change was recommended by the Audit Committee
of the Board of Directors and approved by the Corporation's Board of Directors
and that effective January 15, 1996, the Corporation engaged Price Waterhouse
LLP to serve as its independent accountant.
Very truly yours,
/ s / KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
