Consent of Independent Accountants



We  hereby  consent  to  the   incorporation  by  reference  in  the  Prospectus
constituting part of this Registration Statement on Form S-2 of our report dated
August 23, 1999  appearing on page 27 of the Annual  Report on Form  10-K/A-1 of
Pro-Fac  Cooperative,  Inc. for the year ended June 26, 1999. We also consent to
the application of such report to the Financial Statement Schedule for the three
years ended June 26, 1999 listed under Item 14(a) of Pro-Fac Cooperative, Inc.'s
Annual  Report  on Form  10-K/A-1  for the year  ended  June 26,  1999 when such
schedule is read in conjunction with the financial statements referred to in our
report.  The audits  referred  to in such report also  included  this  Financial
Statement  Schedule.  We also  consent to the  reference to us under the heading
"Experts" in such Prospectus.




/s/ PricewaterhouseCoopers LLP
_______________________________
PricewaterhouseCoopers LLP

Rochester, New York
November 18, 1999