SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Year Ended December 31, 2001 Seneca Foods Corporation Employees' Savings Plan (Full title of the Plan) Seneca Foods Corporation (Name of issuer of the securities held pursuant to the Plan) 3736 South Main Street, Marion, New York 14505 (Address of principal executive office) REQUIRED INFORMATION 1. Plan financial statements and schedules examined by an independent accountant prepared in accordance with financial reporting requirements of ERISA. See accompanying index on page 3. 2. Signature SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN REPORT ON AUDITS OF FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000 Bobbitt, Pittenger & Company, P.A. SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN CONTENTS PAGE FINANCIAL STATEMENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS 2 STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS 3 NOTES TO FINANCIAL STATEMENTS 4 SUPPLEMENTAL SCHEDULE SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES 8 June 24, 2002 Seneca Foods Corporation Employees' Savings Plan Marion, New York REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS We have audited the accompanying statements of net assets available for benefits of the Seneca Foods Corporation Employees Savings Plan ("the Plan") as of December 31, 2001 and 2000, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2001 and 2000, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the foregoing Table of Contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. /s/Bobbitt, Pittenger & Company, P.A. Certified Public Accountants SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, ---------------------------- 2001 2000 ---- ---- ASSETS INVESTMENTS: At fair value: MFS Total Return $ 5,960,127 $ Balanced Fund 5,943,483 Growth and Income Fund 5,358,678 5,383,418 Stock Index Fund 4,669,053 4,538,735 Stable Value Fund 3,808,973 2,988,630 Seneca Foods Corp. common stock 3,561,620 2,620,288 International Fund 583,068 594,148 Stock Pending Fund 2,623 ------------ ----------- Total investments 23,941,519 22,071,325 ------------ ----------- LOANS RECEIVABLE 139,441 155,449 ------------ ----------- CONTRIBUTIONS RECEIVABLE Employer 845,709 875,070 Employee 112,849 ------------ ----------- Total contributions receivable 845,709 987,919 ------------ ----------- NET ASSETS AVAILABLE FOR BENEFITS $24,926,669 $23,214,693 =========== =========== <FN> See notes to financial statements. </FN> -2- SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Year Ended December 31, ----------------------- 2001 2000 ---- ---- ADDITIONS Participant contributions $ 3,841,726 $ 3,819,121 Employer contributions 870,781 939,151 Net depreciation in fair value of investments (1,863,194) (1,282,401) Interest and dividend income 439,756 1,040,567 -------------- ------------- Total additions 3,289,069 4,516,438 ------------- ------------- DEDUCTIONS Withdrawals by participants (1,577,093) (1,041,418) ------------- ------------- NET INCREASE 1,711,976 3,475,020 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 23,214,693 19,739,673 ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $24,926,669 $23,214,693 =========== =========== <FN> See notes to financial statements. </FN> -3- SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2001 AND 2000 NOTE A - DESCRIPTION OF PLAN The following description of Seneca Foods Corporation Employees' Savings Plan ("the Plan") provides only general information. Participants should refer to the Plan Agreement for a more complete description of the Plan's provisions. General The Plan is a defined contribution plan intended to qualify as a cash or deferred arrangement under Section 401(k) of the Internal Revenue Code. Substantially all employees of Seneca Foods Corporation ("the Company") are eligible to participate after completion of twelve months employment and attainment of age twenty-one. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). Contributions Participants may elect to contribute, on a pre-tax basis (elective deferrals), from 1% to 15% of their compensation. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans. The Company may contribute additional amounts at the discretion of the Company's Board of Directors. The Company contributions are invested directly in Seneca Foods Corporation common stock and are allocated to participants based on the participants pro rata share of total participating payroll. Vesting Participants are immediately vested in all elective contributions and related earnings. Matching contributions made by the Plan sponsor fully vest after a service period of five years. Payment of Benefits After termination of service, the participant's account balance is generally distributed in a lump sum if the balance is less than $3,500. Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and/or to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, the Administrator shall determine the method of distribution of the participants' accounts in accordance with the provisions of the plan. Participant Accounts Each participants' account is credited with the participants' contribution and allocations of (a) additional Company contributions (if any), and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participants' vested account. -4- SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting The accompanying financial statements have been prepared on the accrual basis of accounting. Valuation of Investments All investments are valued at fair value as determined by quoted market prices. Current year increases or decreases in market value are recognized as investment appreciation or depreciation. All security transactions are recorded as of the trade date. Participant-directed investments may be made in the following funds: (1) Scudder Stable Value Fund; (2) Scudder Balanced Fund; (3) Scudder Growth and Income Fund; (4) Scudder Value Fund; (5) Scudder International Fund; (6) Scudder Stock Index Fund, and (7) Seneca Foods Corp. Company Stock. Payment of Benefits Benefits are recorded when paid. As of December 31, 2001, net assets available for benefits included benefits of $1,918,469 due to participants who have withdrawn from participation in the Plan. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates. NOTE C - TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated April 30, 1999, that the Plan is designed in accordance with applicable sections of the Internal Revenue Code. -5- SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS NOTE D - INVESTMENTS The following presents investments that represent 5 percent or more of the Plan's net assets at December 31: 2001 2000 ---- ---- MFS Total Return $5,960,127 $ Balanced Fund 5,943,483 Growth and Income Fund 5,358,678 5,383,418 Stock Index Fund 4,669,053 4,538,735 Stable Value Fund 3,808,973 2,988,630 Seneca Foods Corp. common stock 3,561,620* 2,620,288* * Nonparticipant-directed During 2001, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: Mutual funds $(2,015,016) Common stock 151,822 ------------- $(1,863,194) =========== -6- SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS NOTE E - NONPARTICIPANT-DIRECTED INVESTMENTS Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows: 2001 2000 ---- ---- Net assets: Seneca Foods Corp. common stock $3,561,620 $2,620,288 ========== ========== Changes in net assets: Contributions $1,044,895 Net appreciation in fair value 151,822 Withdrawals by participants (62,485) Net transfers to participant-directed investments (192,900) ----------- $ 941,332 =========== NOTE F - RECONCILIATION OF FINANCIAL STATEMENTS TO SCHEDULE H OF FORM 5500 Form 5500 for 2001 was prepared using the cash basis method of accounting. The financial statements have been prepared on the accrual basis method of accounting. The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2001 to Schedule H of the Form 5500: 2001 Net assets available for benefits per the financial statements $24,926,669 Less accounts receivable included in financial statements (845,709) ----------- Net assets available for benefits per Schedule H of the Form 5500 $24,080,960 =========== -7- SUPPLEMENTAL SCHEDULE SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 2001 Description of Investment Identity of Issue, Including Maturity Date, Borrower, Lessor Rate of Interest, Collateral, Current or Similar Party Par or Maturity Value Cost Value ------------------- ------------------------------ ---- ----- Mutual Funds MFS Total Return $ 5,960,127 $ 5,960,127 Growth and Income Fund 6,368,043 5,358,678 Stock Index Fund 5,333,520 4,669,053 Stable Value Fund 3,808,973 3,808,973 International Fund 825,729 583,068 Seneca Foods Corp. Company Stock Common stock 3,157,920 3,561,620 Loan Fund Average interest rate of 8.48% 139,441 139,441 -------------- -------------- TOTAL ASSETS HELD FOR INVESTMENT PURPOSES $25,593,753 $24,080,960 =========== =========== -8- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. Seneca Foods Corporation Employees' Savings Plan (Name of Plan) /s/Kraig H. Kayser ----------------------- June 21, 2002 Kraig H. Kayser Sponsor of Seneca Foods Corporation Employees' Savings Plan