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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

      For the quarterly period ended October 28, 2006

                                       OR

[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

      For the transition period from __________ to __________

                         Commission File Number 0 - 1653

                               GENESEE CORPORATION
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

        STATE OF NEW YORK                                  16-0445920
------------------------------------         -----------------------------------
   (State of Incorporation)                 (I.R.S. Employer Identification No.)

 600 Powers Bldg., 16 W. Main Street, Rochester, New York          14614
----------------------------------------------------------       ----------
    (Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code (585) 454-1250

      Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to the
filing requirements for the past 90 days. Yes [x]  No [ ]


      Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]

      Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]

      Indicate the number of shares of each of the issuer's classes of common
stock, as of the latest practicable date. As of December 4, 2006:

<TABLE>
<CAPTION>
Class                    Shares Outstanding
--------------------     ------------------
<S>                      <C>
Class A Common Stock         209,885
Class B Common Stock       1,464,201
</TABLE>

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                                                                    Page 2 of 15

                               GENESEE CORPORATION

           Statement Of Net Assets In Liquidation (Liquidation Basis)
                       October 28, 2006 and April 29, 2006
                  (Dollars in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                   OCTOBER 28,   APRIL 29,
                                                                                     2006          2006
                                                                                   -----------   ----------
<S>                                                                                <C>           <C>
ASSETS

        Cash and cash equivalents                                                  $    3,370    $    3,424
        Other assets                                                                       60            94
                                                                                   ----------    ----------
                 Total assets                                                      $    3,430    $    3,518
                                                                                   ==========    ==========
LIABILITIES AND NET ASSETS

        Accrued expenses and other liabilities                                     $       87    $      235
        Estimated net income tax payable                                                  179           195
                                                                                   ----------    ----------
                 Total liabilities                                                        266           430
                                                                                   ----------    ----------

    Net assets in liquidation                                                      $    3,164    $    3,088
                                                                                   ==========    ==========

    Number of common shares outstanding (Class A - 209,885; Class B - 1,464,201)    1,674,086     1,674,086

    Net assets in liquidation per outstanding share                                $     1.89    $     1.84
                                                                                   ==========    ==========
</TABLE>

See accompanying notes to financial statements.

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                                                                    Page 3 of 15

                               GENESEE CORPORATION

      Statement Of Changes In Net Assets In Liquidation (Liquidation Basis)
      For the Twenty-Six Weeks Ended October 28, 2006 and October 29, 2005
                             (Dollars in thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                    2006       2005
                                                                                   -------    -------
<S>                                                                                <C>        <C>
Net assets in liquidation at April 29, 2006 and April 30, 2005, respectively       $ 3,088    $ 2,939

Interest income, net                                                                    33         46

Changes in estimated liquidation values of assets and liabilities                       15        (36)
                                                                                   -------    -------

Net assets in liquidation at July 29, 2006 and July 30, 2005, respectively           3,136      2,949

Interest income, net                                                                    43         30

Changes in estimated liquidation values of assets and liabilities                      (15)         8
                                                                                   -------    -------

Net assets in liquidation at October 28, 2006 and October 29, 2005, respectively   $ 3,164    $ 2,987
                                                                                   =======    =======
</TABLE>

See accompanying notes to financial statements.

<PAGE>

                                                                    Page 4 of 15

                               GENESEE CORPORATION

Notes to Financial Statements

NOTE  (A)   Divestiture of the Corporation's Operating Businesses and Other
            Assets

            In October 2000, Genesee Corporation (the "Corporation")
            shareholders approved a plan to divest all of the Corporation's
            operations and then liquidate and dissolve the Corporation (the
            "Plan of Liquidation and Dissolution.") Since then, as discussed
            below, the Corporation has divested all of its operations and
            substantially all of its other assets. The proceeds from these
            divestitures, net of amounts paid or reserved to discharge all of
            the Corporation's obligations and liabilities, are being distributed
            to the Corporation's shareholders in a series of liquidating
            distributions with the final distribution anticipated to be paid
            during the first quarter of calendar 2007.

            In December 2000 the Corporation sold its brewing business to High
            Falls Brewing Company, LLC ("High Falls") for $27.2 million, of
            which it eventually received $24.2 million.

            In December 2000 the Corporation sold a significant portion of its
            equipment lease portfolio and received $12.8 million in proceeds.

            In October 2001 the Corporation sold its Foods Division to
            Associated Brands, Inc. for $24.4 million.

            On May 31, 2002, the Corporation sold its ten-percent interest in an
            office building located in Rochester, New York and a related note
            receivable from the building owner for $2.4 million in cash.

            On September 16, 2002, the Corporation sold its 50% interests in a
            408-unit apartment complex located in Syracuse, New York and a
            150-unit apartment complex located in Rochester, New York for a
            combined sales price of $4.5 million.

            On May 24, 2004, the Corporation sold the remaining High Falls debt
            for $1.0 million.

            On July 21, 2005, the Corporation purchased a New York workers
            compensation insurance policy from a New York State approved
            insurance carrier for $2.36 million. With the purchase of this
            policy, the Corporation was relieved of its self-insured workers
            compensation status and related obligations.

            On August 16, 2006 the Corporation was dissolved upon the filing of
            its Certificate of Dissolution with the New York Secretary of State.

NOTE (B)    Liquidation Basis of Accounting

            The Corporation's financial statements are prepared using the
            liquidation basis of accounting. Under the liquidation basis of
            accounting, assets are stated at their estimated net realizable
            values and liabilities are stated at their estimated settlement
            amounts, which estimates are periodically reviewed and adjusted. A
            Statement of Net Assets and a Statement of Changes in Net Assets are
            the two financial statements presented under the Liquidation Basis
            of Accounting.

<PAGE>

                                                                    Page 5 of 15

                               GENESEE CORPORATION

Notes to Financial Statements

NOTE (B)    Liquidation Basis of Accounting (continued)

            The valuation of assets at their net realizable value and
            liabilities at their anticipated settlement amounts necessarily
            requires many estimates and assumptions. In addition, there are
            substantial risks and uncertainties associated with carrying out the
            liquidation and dissolution of the Corporation. The valuations
            presented in the accompanying Statement of Net Assets in Liquidation
            represent estimates, based on present facts and circumstances, of
            the net realizable values of assets and the costs associated with
            carrying out the plan of liquidation and dissolution based on the
            assumptions set forth below. The actual values and costs are
            expected to differ from the amounts shown herein and could be
            greater or lesser than the amounts recorded. In particular, the
            estimates of the Corporation's costs will vary with the length of
            time it operates and the results of audits being conducted by
            various taxing authorities. In addition, the estimate of net assets
            in liquidation per share presented in accordance with accounting
            principles generally accepted in the United States of America
            ("GAAP") in the accompanying Statement of Net Assets in Liquidation
            generally does not incorporate a present value discount to reflect
            the amount of time that will transpire before the value of those
            assets is distributed to shareholders. Accordingly, it is not
            possible to predict the aggregate amount that will ultimately be
            distributable to shareholders and no assurance can be given that the
            amount to be received in liquidation will equal or exceed the
            estimate of net assets in liquidation per share presented in the
            accompanying Statement of Net Assets in Liquidation or the price or
            prices at which the Corporation's common stock has traded or is
            expected to trade in the future.

            General assumptions used and asset and liability values under the
            Liquidation Basis of Accounting

            Following are assumptions utilized by management in assessing the
            fair value of assets and the expected settlement values of
            liabilities included in the Statement of Net Assets in Liquidation
            as of October 28, 2006.

            Cash and cash equivalents - Presented at face value. The Corporation
            considers all highly liquid investments with original maturities of
            three months or less to be cash equivalents. At October 28, 2006,
            substantially all cash balances were in excess of federally insured
            limits. The Corporation adopted a Contingent Liability Reserve
            Policy whereby the Corporation will maintain a cash contingency
            reserve for unexpected expenses of the Corporation. The amount of
            the reserve may be modified as deemed necessary. The balance of this
            reserve remains at $837,000, or approximately $0.50 per outstanding
            share at October 28, 2006. This reserve was not classified as
            restricted or as a liability in the accompanying Statement of Net
            Assets in Liquidation.

<PAGE>

                                                                    Page 6 of 15

                               GENESEE CORPORATION

Notes to Financial Statements

NOTE (B)    Liquidation Basis of Accounting (continued)

            Estimated income tax receivable/payable - Based on management's
            estimate. Amount reflects the impact on cash flow under an orderly
            liquidation scenario. It includes adjustments for estimates of
            future expenditures, the utilization of tax credits, and
            carryforwards and carrybacks.

            Certain amounts included in the estimated income tax payable are
            subject to audit by the state and / or federal taxing authorities,
            most notably as it relates to the fiscal years ended May 3, 2003,
            May 1, 2004, April 30, 2005, and April 29, 2006. The Corporation has
            settled audits from the federal taxing authority through the fiscal
            tax year ended April 27, 2002 and audits from the New York State
            taxing authority through the fiscal tax year ended April 30, 2005.

            As tax returns are filed utilizing management's interpretation of
            applicable rules, the actual tax liability or refund determined
            after a tax audit can be different from amounts initially claimed
            when filing tax returns. Based upon all known facts, management has
            made an estimation of the range of probable outcomes after all tax
            returns have been filed and reviewed by the taxing authorities. To
            the extent that the Corporation is audited for other years by
            federal and/or state taxing authorities, such an audit or audits
            could result in an increase or decrease in the Corporation's income
            tax payable or create a net income tax receivable.

            During the fourth quarter of fiscal 2006 the Corporation finalized
            income tax audits from the New York State Department of Taxation for
            the fiscal years ended May 3, 2003, May 1, 2004, and April 30, 2005
            and remitted payment to New York State during the first quarter of
            fiscal 2007. Also, during the first quarter of fiscal 2007, the
            Corporation finalized and filed a federal carryback claim for the
            fiscal year ended April 29, 2006; the Corporation received a federal
            tax refund in connection with this carryback claim during the second
            quarter of fiscal 2007. As a result of the tax payments made to New
            York State and the receipt of the federal carryback claim, the
            estimated income tax liability of $195,000 as of April 29, 2006 was
            reduced to $179,000 as of October 28, 2006.

            This $179,000 estimated income tax payable is recorded on the
            accompanying Statement of Net Assets in Liquidation and is
            management's estimate of the most probable point within a range.
            Such estimates are often updated as additional information becomes
            available. In addition, the Corporation filed an additional federal
            refund claim of $460,000 for the 2001 fiscal year. Due to the
            uncertainty of ultimately collecting on the claim, this amount has
            not been offset against the estimated net income tax payable on the
            Corporation's Statement of Net Assets in Liquidation and will be
            included only at such time that the Corporation believes its
            collection is probable.

            The Corporation may incur additional professional fees as a result
            of any additional income tax audits.

            Other assets - Valued based on management estimates. At October 28,
            2006 the $60,000 balance is comprised of prepaid insurance and a
            note receivable.

<PAGE>

                                                                    Page 7 of 15

                               GENESEE CORPORATION

Notes to Financial Statements

NOTE (B)    Liquidation Basis of Accounting (continued)

            Accrued expenses and other liabilities - Based on management's
            estimate. These are the estimated costs to complete the
            Corporation's Plan of Liquidation and Dissolution, and represent the
            estimated cash costs of operating the Corporation through its
            expected termination which management has estimated to occur by the
            end of calendar 2006. These costs, which include facilities,
            professional fees, and other related costs, are estimated based on
            various assumptions regarding the use of outside professionals
            (including attorneys and accountants) and other costs. Given that
            there is inherent uncertainty in the estimation process, actual
            results could be materially different.

            The table below details these costs by category as of April 29, 2006
            and October 28, 2006 and the expenditures and management adjustments
            that occurred during the first half of fiscal 2007.

<TABLE>
<CAPTION>
                                                      Six Months Ended   Six Months Ended
                                    April 29, 2006    October 28, 2006   October 28, 2006   October 28, 2006
            Category                   Balance          Expenditures       Adjustments         Balance
-------------------------------     ---------------   ----------------   ----------------   ----------------
<S>                                 <C>               <C>                <C>                <C>
Office expenses, Including rent        $  11,000         $  (2,000)         $  (6,000)         $   3,000

Insurance expense                         21,000            (3,000)           (12,000)             6,000

Professional fees                        174,000          (140,000)            42,000             76,000

Other                                     29,000            (3,000)           (24,000)             2,000

Totals                                 $ 235,000         $(148,000)         $       0          $  87,000
</TABLE>

            Contingent liabilities - As with any business, the Corporation may
            have potential contingent liabilities in addition to the liabilities
            recorded in the accompanying consolidated financial statements.
            Because no claims for contingent liabilities have been made or
            threatened, no amount has been recorded for such liabilities in the
            accompanying financial statements.

<PAGE>

                                                                    Page 8 of 15

                               GENESEE CORPORATION
Notes to Financial Statements

NOTE (C)    Financial Statement Presentation

            Liquidation Basis Financial Statements

            The Corporation's Statement of Net Assets in Liquidation as of
            October 28, 2006 and Statement of Changes in Net Assets in
            Liquidation for the twenty-six week period ended October 28, 2006
            and October 29, 2005 presented herein are unaudited. The April 29,
            2006 Statement of Net Assets has been audited. In the opinion of
            management, these interim financial statements reflect all
            adjustments which are necessary for a fair presentation of the
            results for the interim period presented.

            Net assets in liquidation per outstanding share, which is reported
            in the Statement of Net Assets in Liquidation, is calculated by
            dividing net assets in liquidation by the number of common shares
            outstanding as of the statement date.

            The accompanying financial statements have been prepared in
            accordance with GAAP and Securities and Exchange Commission
            guidelines applicable to interim financial information. These
            statements should be reviewed in conjunction with the Corporation's
            annual report on Form 10-K for the fiscal year ended April 29, 2006.
            It is the Corporation's policy to reclassify certain amounts in the
            prior year financial statements and interim financial information to
            conform to the current year presentation.

NOTE (D)    Class B Common Stock De-listing and Closing of Stock Books

            At the close of business on December 31, 2003 the Corporation's
            Class B Common Stock was de-listed from the NASDAQ National Market
            and the Corporation's stock books for its Class A and Class B Common
            Stock were closed.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

            This financial review should be read in conjunction with the
            accompanying financial statements and notes. The Corporation
            operates under the liquidation basis of accounting that is described
            in detail in Notes B and C to the accompanying financial statements.
            In all periods presented, the Corporation had no operations;
            therefore, there is no discussion of operations. See also Note D to
            the accompanying financial statements presented in this report that
            are incorporated herein by reference thereto.

<PAGE>

                                                                    Page 9 of 15

                               GENESEE CORPORATION

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)

            LIQUIDITY AND CAPITAL RESOURCES - OCTOBER 28, 2006

            Liquidating distributions have been paid to shareholders under the
            Corporation's plan of liquidation and dissolution as follows:

<TABLE>
<CAPTION>
                      AMOUNT        AMOUNT
    DATE PAID       DISTRIBUTED    PER SHARE
----------------    -----------    ---------
<S>                 <C>            <C>
March 1, 2001       $12,557,000     $  7.50
November 1, 2001     21,763,000       13.00
May 17, 2002          8,370,000        5.00
August 26, 2002       8,370,000        5.00
October 11, 2002      5,023,000        3.00
March 17, 2003        4,185,000        2.50
April 28, 2003        2,511,000        1.50
June 18, 2004         2,511,000        1.50
                    -----------     -------
   TOTAL            $65,290,000     $ 39.00
                    ===========     =======
</TABLE>
            The Corporation anticipates paying a final liquidating distribution
            to Class A and Class B common shareholders in the first quarter of
            calendar 2007. Management expects that the Corporation will wind up
            its affairs with the payment of this final liquidating distribution
            and has estimated that the remaining costs required to wind up its
            business affairs to total $87,000 as of October 28, 2006. This
            amount has been recorded on the accrued expenses and other
            liabilities line in the accompanying Statement of Net Assets in
            Liquidation.

            The value of the net assets in liquidation per outstanding share
            could be less or more than is reported in the accompanying Statement
            of Net Assets in Liquidation and the ultimate distributions to
            shareholders may differ materially from the Corporation's current
            estimate.

            The Corporation's unrestricted and restricted cash and cash
            equivalents are invested in commercial bank money market funds to
            earn a market rate of return on those funds and give the Corporation
            the security and flexibility required as it completes the
            liquidation and dissolution process. These funds are currently
            yielding approximately 5.2% per annum. Previously, the Corporation
            adopted a Contingent Liability Reserve Policy whereby the
            Corporation maintained a cash contingency for unexpected expenses of
            the Corporation. The amount of the reserve could be modified as
            deemed necessary. This reserve remains at $837,000 million, or
            approximately $0.50 per share, at October 28, 2006. This reserve is
            not classified as restricted or as a liability in the accompanying
            Statement of Net Assets in Liquidation.

            During the fourth quarter of fiscal 2006 the Corporation finalized
            income tax audits from the New York State Department of Taxation for
            the fiscal years ended May 3, 2003, May 1, 2004, and April 30, 2005
            and remitted payment to New York State during the first quarter of
            fiscal 2007. Also, during the first quarter of fiscal 2007, the
            Corporation finalized and filed a federal carryback claim for the
            fiscal year ended April 29, 2006; the Corporation received a federal
            tax refund in connection with this carryback claim during the second
            quarter of fiscal 2007. As a result of the tax payments made to New
            York State and the receipt of the federal carryback claim, the
            estimated income tax liability of $195,000 as of April 29, 2006 was
            reduced to $179,000 as of October 28, 2006.

<PAGE>

                                                                   Page 10 of 15

                               GENESEE CORPORATION

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)

            LIQUIDITY AND CAPITAL RESOURCES - OCTOBER 28, 2006

            The accrued expenses and other liabilities line item decreased
            during the first half of fiscal 2007 due to cash expenditures of
            approximately $148,000. (See Note B to the accompanying financial
            statements).

            See also Note D to the accompanying financial statements that are
            incorporated herein by reference thereto.

            Forward Looking Statements

            This report contains forward-looking statements within the meaning
            of the federal securities laws. These forward-looking statements
            include estimates of the net assets of the Corporation in
            liquidation, statements about the amount and timing of the payment
            of additional and final liquidating distributions and statements
            about the Corporation's operating costs through final dissolution,
            including the additional wind-up costs, which will vary with the
            length of time it operates. The cautionary statements regarding
            estimates of net assets in liquidation set forth in the Notes to the
            accompanying financial statements that accompany this report are
            incorporated herein by reference. The forward-looking statements in
            this report are subject to a number of other significant risks and
            uncertainties, and there can be no assurance that the expectations
            reflected in those statements will be realized or achieved. Such
            risks and uncertainties include, without limitation, possible
            contingent liabilities and post-closing indemnification and other
            obligations arising from the sale of the Corporation's operating
            businesses and other assets; the risk that federal, state or local
            taxing authorities will audit the income, sales, use and/or other
            tax returns filed by the Corporation resulting in additional taxes
            being assessed against the Corporation; the risk that the
            Corporation may not be able to realize its current estimate of the
            net value of its assets; the risk that the Corporation may have
            underestimated the settlement expense of its obligations and
            liabilities, including without limitation, accrued compensation and
            tax liabilities; risks associated with the liquidation and
            dissolution of the Corporation, including without limitation,
            settlement of the Corporation's liabilities and obligations, costs,
            including professional fees, incurred in connection with carrying
            out the Plan of Liquidation and Dissolution and additional run-out
            expenses, discharge of contingent liabilities, reliance on sole
            director and sole officer and the risk of losing either, and the
            winding up and dissolution of the Corporation.

Item 4. Controls and Procedures

            The management of the Corporation is responsible for establishing
            and maintaining effective disclosure controls and procedures, as
            defined under Rules 13a-15 and 15d-15 of the Securities Exchange Act
            of 1934. As of October 28, 2006, an evaluation was performed under
            the supervision and with the participation of management, including
            the Chief Executive Officer and Chief Financial Officer, of the
            effectiveness of the design and operation of the Corporation's
            disclosure controls and procedures. Based on that evaluation,
            management concluded that the Corporation's disclosure controls and
            procedures as of October 28, 2006 were effective in ensuring that
            information required to be disclosed in this Quarterly Report on
            Form 10-Q was recorded, processed, summarized, and reported within
            the time period required by the United States Securities and
            Exchange Commission's rules and forms.

            There has been no change in the Corporation's internal control over
            financial reporting that occurred during the most recent fiscal
            quarter that has materially affected, or is reasonably likely to
            affect, the Corporation's internal control over financial reporting.

<PAGE>

                                                                   Page 11 of 15

                               GENESEE CORPORATION

PART II.  OTHER INFORMATION

Item 6. Exhibits - See Exhibit Index at Page 12 of this report.

                                   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 thereunto duly authorized.

                                        GENESEE CORPORATION

Date:  December 11, 2006                /s/ Steven M. Morse
                                        --------------------------
                                        Steven M. Morse
                                        President, Treasurer, and Secretary

<PAGE>

                                                                   Page 12 of 15

                               GENESEE CORPORATION

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit
Number                                          Exhibit                                            Page No.
-------   --------------------------------------------------------------------------------------   --------
<C>       <C>                                                                                      <C>
31.1      Officer Certification as required by Section 302 of the Sarbanes-Oxley Act of 2002.         13

31.2      Officer Certification as required by Section 302 of the Sarbanes-Oxley Act of 2002.         14

32        Officers' Certifications as required by Section 906 of the Sarbanes-Oxley Act of 2002.      15
</TABLE>