UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): January 10, 2007

                            PRO-FAC COOPERATIVE, INC.
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             (Exact Name of Registrant as Specified in Its Charter)

                                    New York
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                 (State or Other Jurisdiction of Incorporation)

                 0-20539                              16-6036816
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        (Commission File Number)           (IRS Employer Identification No.)


590 WILLOW BROOK OFFICE PARK, FAIRPORT, NEW YORK                  14450
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    (Address of Principal Executive Offices)                    (Zip Code)

                                 (585) 218-4210
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              (Registrant's Telephone Number, Including Area Code)


          (Former Name or Former Address, if Changed Since Last Report)

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):

     |_|  Written  communications  pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)

     |_|  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
          CFR 240.14a-12)

     |_|  Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
          Exchange Act (17 CFR 240.14d-2(b))

     |_|  Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
          Exchange Act (17 CFR 240.13e-4(c))

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       SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS

ITEM 4.01.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

(b) New Independent Registered Public Accounting Firm.

     On January 10,  2007,  the Audit  Committee  of Pro-Fac  Cooperative,  Inc.
engaged Freed, Maxick & Battaglia,  PC as Pro-Fac  Cooperative's new independent
registered  public accounting firm for the fiscal year ending June 30, 2007. The
engagement is effective January 10, 2007.

     During fiscal years ending June 24, 2006 and June 25, 2005, and through the
date of the engagement of Freed, Maxick & Battaglia, PC, Pro-Fac Cooperative did
not consult  Freed,  Maxick & Battaglia,  PC with respect to the  application of
accounting principles to a specified transaction,  either completed or proposed,
or the type of audit  opinion  that might be rendered  on Pro-Fac  Cooperative's
financial  statements,  or  regarding  any other  matters or  reportable  events
described under Item 304(a)(2)(i) and (ii) of Regulation S-K.







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                                   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.


                                    PRO-FAC COOPERATIVE, INC.


January 11, 2007                    By:  /s/ Stephen R. Wright
                                       ----------------------------------------
                                    Stephen R. Wright, Chief Executive Officer,
                                    Chief Financial Officer, General Manager
                                    and Secretary
                                    (Principal Executive Officer and Principal
                                    Financial Officer)



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