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)
                          February 4, 2004 (February 4, 2004)

                            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 code)

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

                                 Not Applicable
                                 --------------
               Former name, former address and former fiscal year,
                          if changed since last report





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

(c) Exhibits.

Exhibit 99.1 Seneca Foods Corporation Press Release issued on February 4, 2004.


ITEM 12. Results of Operations and Financial Condition

On February 4, 2004, the Registrant issued a press release, which sets forth its
results of  operations  for the quarter  ended  December 27, 2003. A copy of the
press release is attached hereto as Exhibit 99.1 and is  incorporated  herein by
reference.

The Form 8-K previously  furnished in connection  with our 3rd Quarter  Earnings
Release contained dates from a prior reporting  period.  This amended Form 8-K/A
corrects those dates.


                                   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:    February 4, 2004

                                                     SENECA FOODS CORPORATION



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