SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.

                                 FORM 10-Q


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

For the quarterly period ended  OCTOBER 26, 1996

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 or other jurisdiction of                   (I.R.S. Employer
  incorporation or organization)                   Identification No.)

 445 St. Paul Street, Rochester, New York                 14605
 (Address of principal executive offices)              (Zip Code)

Registrant's telephone number, including area code   (716) 546-1030

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 such filing  requirements
for the past 90 days.   Yes  X      No


As of the  date of  this  report,  the  Registrant  had the  following
shares of common stock outstanding:

                                       Number of Shares
                Class                  Outstanding


      Class A Common Stock (voting),            209,885
        par value $.50 per share


      Class B Common Stock (non-voting),      1,407,342
        par value $.50 per share


                                       1
<PAGE>

                                   GENESEE CORPORATION AND SUBSIDIARIES
                                        CONSOLIDATED BALANCE SHEETS
                                    October 26, 1996 and April 30, 1996
<TABLE>

                                                                                      UNAUDITED                         AUDITED
(Dollars in Thousands)                                                            October 26, 1996                  April 30, 1996

<S>                                                                               <C>                               <C>
ASSETS
  Current assets:
  Cash and cash equivalents                                                      $       2,066                           2,560
  Marketable securities available for sale                                              34,923                          34,896
  Trade accounts receivable, less allowance for doubtful receivables
    of $397 at October 26, 1996; $433 at April 30, 1996                                 11,929                          13,168
  Inventories, at lower of cost (first-in, first-out) or market                         12,625                          11,959
    Deferred income tax assets                                                             899                             898
    Other current assets                                                                 1,288                           1,376
        Total current assets                                                            63,730                          64,857

  Net property, plant and equipment                                                     30,424                          30,306
  Investment in and notes receivable from unconsolidated real estate partnerships        8,413                           8,466
  Investments in direct financing and leveraged leases                                  28,883                          28,092
  Other assets                                                                           2,625                           2,314
        Total assets                                                                   134,075                         134,035

LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
    Accounts payable                                                                     9,439                          10,210
    Income taxes payable                                                                   707                             455
    Federal and state beer taxes payable                                                 1,398                           2,246
    Accrued expenses and other                                                           6,335                           5,827
   
  Total current liabilities                                                             17,879                          18,738

    Deferred income tax liabilities                                                      7,814                           7,482
    Accrued postretirement benefits                                                     15,593                          15,526
    Other liabilities                                                                      405                             428
        
        Total liabilities                                                               41,691                          42,174

  Minority interests in consolidated subsidiaries                                        1,689                           1,527
  Shareholders' equity:
     Common stock Class A                                                                  105                             105
     Common stock Class B                                                                  753                             753
     Additional paid-in capital                                                          5,849                           5,839
     Retained earnings                                                                  87,015                          87,285
     Unrealized gain / (loss) on marketable securities, net of income taxes                478                            (113)
     Less treasury stock, at cost                                                        3,505                           3,535
        Total shareholders' equity                                                      90,695                          90,334

        Total liabilities and shareholders' equity                              $      134,075                         134,035

        See accompanying notes to consolidated financial statements.
</TABLE>

                                       2
<PAGE>

                        GENESEE CORPORATION AND CONSOLIDATED SUBSIDIARIES
                                    CONSOLIDATED STATEMENTS
                              OF EARNINGS AND RETAINED EARNINGS
                  Thirteen Weeks Ended October 26, 1996 and October 28, 1995

(Dollars in Thousands,
Except Per Share Data)
<TABLE>
                                                                                        UNAUDITED


                                                                            1996                        1995
<S>                                                                       <C>                         <C> 
Revenues                                                                  $47,296                      45,251

Federal and state beer taxes                                               10,241                       9,925
   Net revenues                                                            37,055                      35,326

Cost of sales                                                              28,630                      27,778
   Gross profit                                                             8,425                       7,548

Selling, general and administrative expenses                                8,818                       8,521
   Operating income / (loss)                                                 (393)                       (973)

Investment income                                                             528                         780
Other income / (expense), net                                                  83                          82
Interest of minority partners in earnings of
   consolidated subsidiaries                                                 (161)                       (193)

Earnings / (loss) before income taxes                                          57                        (304)

Income taxes                                                                   21                        (122)

Net earnings / (loss) - $.02 per share in 1996
   and ($.11) in 1995                                                          36                        (182)

Retained earnings at beginning of period                                   88,112                      87,209

   Less: dividends - $.70 per share in 1996
         and $.70 per share in 1995                                         1,133                       1,132

Retained earnings at end of period                                        $87,015                      85,895

    See accompanying notes to consolidated financial statements.

</TABLE>

                                       3
<PAGE>

                      GENESEE CORPORATION AND CONSOLIDATED SUBSIDIARIES
                                     CONSOLIDATED STATEMENTS
                                OF EARNINGS AND RETAINED EARNINGS
                   Twenty Six Weeks Ended October 26, 1996 and October 28, 1995

(Dollars in Thousands,
Except Per Share Data)
<TABLE>
                                                                                               UNAUDITED

                                                                                   1996                         1995
<S>                                                                             <C>                           <C>
Revenues                                                                        $98,864                       95,523

         Federal and state beer taxes                                            21,466                       21,834

Net revenues                                                                     77,398                       73,689

          Cost of sales                                                          58,325                       56,974

Gross profit                                                                     19,073                       16,715

           Selling, general and administrative expenses                          17,767                       16,879

Operating income / (loss)                                                         1,306                         (164)

          Investment income                                                       1,132                        1,602
          Other income / (expense), net                                             143                           75
          Interest of minority partners in earnings of
              consolidated subsidiaries                                            (349)                        (315)

Earnings before income taxes                                                      2,232                        1,198

         Income taxes                                                               804                          479

Net earnings - $.88 per share in 1996
   and $.45 in 1995                                                               1,428                          719

Retained earnings at beginning of period                                         87,285                       86,869

         Less: Dividends - $1.05 per share in 1996
                  and $1.05 per share in 1995                                     1,698                        1,693

Retained earnings at end of period                                              $87,015                       85,895

See accompanying notes to consolidated financial statements.
</TABLE>

                                       4
<PAGE>


                              GENESEE CORPORATION AND SUBSIDIARIES
                             CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Twenty Six Weeks Ended October 26, 1996 and October 28, 1995

<TABLE>
                                                                                                            UNAUDITED
(Dollars in thousands)                                                                             1996                  1995

<S>                                                                                              <C>                     <C> 
Cash flows from operating activities:
    Net earnings                                                                           $      1,428                    719
    Adjustments to reconcile net income to net
      cash provided by operating activities:
            Depreciation                                                                          2,431                  2,430
            Loss on disposition of assets                                                            64                      0
            Deferred tax provision                                                                   (1)                   113
            Other                                                                                   315                    326
    Changes in non-cash assets and liabilities:
            Trade accounts receivable                                                             1,275                    594
            Inventories                                                                            (666)                   514
            Other assets                                                                           (223)                (1,746)
            Accounts payable                                                                       (771)                  (458)
            Accrued expenses and other                                                              507                   (656)
            Income taxes payable                                                                    252                     26
            Federal and state beer taxes                                                           (848)                  (477)
            Accrued postretirement benefits                                                          67                      0
            Other liabilities                                                                       (23)                   135
                      Net cash provided by operating activities                                   3,807                  1,520

Cash flows from investing activities:
    Capital expenditures                                                                         (2,549)                (3,640)
    Sales of marketable securities                                                                5,861                  3,058
    Purchases of marketable securities                                                           (5,029)                (5,463)
    Investments in and advances to unconsolidated real
       real estate investments, net of distributions                                                 53                 (4,223)
    Net investment in direct financing and leveraged leases                                        (792)                   396
    Withdrawals by minority interest                                                               (187)                  (351)
    Repayment of real estate mortgage receivable                                                      0                  5,807
                      Net cash used in investing activities                                      (2,643)                (4,416)

Cash flows from financing activities:
    Principal payments on long term debt                                                              0                 (4,038)
    Payment of dividends                                                                         (1,698)                (1,693)
    Net proceeds from  treasury stock transactions                                                   40                    430
                      Net cash used in financing activities                                      (1,658)                (5,301)

Net increase / (decrease) in cash and cash equivalents                                             (494)                (8,197)

Cash and cash equivalents at beginning of the year                                                2,560                 10,422

            Cash and cash equivalents at end of the period                                 $      2,066                  2,225

See accompanying notes to consolidated financial statements.
</TABLE>

                                       5
<PAGE>


                            GENESEE CORPORATION


Notes to Consolidated Financial Statements


NOTE (A)   The   Corporation's   consolidated   financial   statements
           enclosed  herein are  unaudited  with the  exception of the
           Consolidated  Balance Sheet at April 30, 1996 and,  because
           of the  seasonal  nature of the  business  and the  varying
           schedule of its special  sales  efforts,  these results are
           not  necessarily  indicative  of the results to be expected
           for the entire year.     In  the  opinion  of   management,
           the interim financial  statements  reflect all adjustments,
           consisting  of  only  normal   recurring  items, which  are
           necessary  for a fair  presentation  of the results for the
           periods presented.  The accompanying  financial  statements
           have  been  prepared  in  accordance   with  GAAP  and  SEC
           guidelines  applicable  to interim  financial  information.
           These  statements  should be reviewed in  conjunction  with
           the annual report to shareholders  for the year ended April
           30, 1996.

NOTE (B)   The weighted  average  number of Class A and Class B shares
           outstanding  used in the  computation  of net  earnings per
           share is  1,617,227  for the  thirteen  week  period  ended
           October  26,  1996  and  1,608,726  for the  thirteen  week
           period ended October 28, 1995. The weighted  average number
           of  Class A and  Class  B  shares  outstanding  used in the
           computation  of net earnings per share is 1,616,971 for the
           twenty six weeks ended  October 26, 1996 and  1,605,576 for
           the twenty six weeks ended October 28, 1995.

NOTE (C)   Inventories are summarized as follows:
<TABLE>
                                                                         Dollars in thousands
                                                               October 26, 1996         April 30, 1996
                                                                    <C>                  <C>
           Finished goods                                           $   4,043            $   3,219
           Goods in process                                             1,936                1,891
           Raw materials, containers and packaging supplies             6,646                6,849
                Total inventories                                   $  12,625            $  11,959

</TABLE>

                                       6
<PAGE>



                            GENESEE CORPORATION


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


Comparison  of 13 weeks  ended  October  26,  1996 to 13  weeks  ended
October 28, 1995


      Consolidated  net revenues for the thirteen  weeks ended October
26,  1996  were  $37.1  million,  an  increase  of $1.8  million  over
consolidated  net  revenues  reported  for the same  period last year.
The higher  revenues were primarily due to increased  sales by Genesee
Brewing Company.

      On a consolidated  basis, the Corporation  reported net earnings
of  $36,000,  or $.02  per  share in the  second  quarter  this  year,
compared to a net loss of  $182,000,  or $.11 per share,  for the same
period  last  year.  The  higher  profit  relative  to last  year  was
primarily  attributable  to improved  performance  by Genesee  Brewing
Company.

Genesee Brewing Company

      Genesee  Brewing  Company's net sales in the second quarter were
$30.6  million,  an increase of $1.9 million  from last year's  second
quarter  net  sales of $28.7  million.  Barrel  sales  (which  include
volume  under the  contract  to brew and  package  product  for Boston
Beer Company) were up 36,000  barrels,  or 7.7%.  The increases in net
sales and barrel sales were  partially  attributable  to higher volume
under the  contract  with  Boston  Beer  Company.  Volume  under  this
contract  was up 78,000  barrels  compared to the second  quarter last
year  when  production  had  just  commenced.  In  addition,  sales of
Genesee Brewing  Company's  HighFalls craft brands  continued to grow,
with  second  quarter  barrels  sales  up  21,000  barrels,   or  27%,
relative  to the same  period a year  ago.  Sales of  Genesee  Brewing
Company's established core brands, however, continued to decline.

      Sales  revenues in the second quarter this year benefited from a
general  industry  price increase that went into effect late in fiscal
1996.  This  price  increase  also had a  favorable  affect on Genesee
Brewing  Company's  gross profit which  increased to $7.1 million,  or
23.2% of net sales,  in the second  quarter of fiscal  1997,  compared
to $6.0  million,  or 20.9% of net  sales,  in the  second  quarter of
fiscal  1996.  The increase in gross  profit is also  attributable  to
lower aluminum can costs.

      Genesee Brewing Company's  selling,  general and  administrative
expenses  were up  $296,000  in the  second  quarter  of  fiscal  1997
compared to the same  period last year.  The  increase  was  primarily
due  to the  timing  of  planned  increases  in  sales  and  marketing
expenditures,  primarily to support the  company's  HighFalls  brands,
including expansion into new markets.

      Genesee  Brewing  Company  showed  an  operating  loss  of  $1.1
million  for the  second  quarter  this  year  versus  a $1.8  million
operating  loss for the second quarter last year.  Increased  contract
brewing  and  HighFalls  volume,   higher  selling  prices  and  lower
aluminum  can costs  all  contributed  to  Genesee  Brewing  Company's
improved profit performance in the second quarter of fiscal 1997.




                                       7
<PAGE>


                             GENESEE CORPORATION


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


Ontario Foods

      Second  quarter net sales for Ontario  Foods were $5.9  million,
compared  to $6.1  million  for the  second  quarter  last  year.  The
sales  decrease is  attributable  to lower  contract  sales  resulting
from the loss of a major  contract  customer that moved  production to
its  own  production  facility  late in  fiscal  1996.  Despite  lower
overall sales,  private label sales increased by $260,000  compared to
the second  quarter last year,  due primarily to the continued  growth
in the company's line of noodles and rice side dish products.

      The   lower   contract   sales   had  an   adverse   effect   on
profitability,  which  was only  partially  offset  by  private  label
sales.  Ontario Foods  reported a second quarter  operating  profit of
$281,000,  compared to $489,000 of  operating  income  reported in the
second  quarter last year.  In addition to the lower  contract  sales,
Ontario  Food's  margins  were  adversely  affected  by  higher  sugar
prices and freight costs.


Genesee Ventures

      Genesee Ventures,  Inc., the Corporation's equipment leasing and
real  estate  investment  subsidiary,  reported  operating  income  of
$558,000 for the second  quarter of fiscal 1997,  compared to $553,000
for the second  quarter of fiscal 1996.  Lease  revenues  continued to
be strong,  showing  the effect of the large  volume of leases  closed
last  year.  Genesee  Ventures'  real  estate  investments  maintained
high  occupancy  rates and  performance  was generally on plan for the
second quarter.


Comparison  of 26 weeks  ended  October  26,  1996 to 26  weeks  ended
October 28, 1995

      Consolidated   net  revenues  for  the  twenty-six  weeks  ended
October 26,  1996 were $77.4  million,  an  increase  of $3.7  million
from the  consolidated  net revenues of $73.7 million reported for the
same  period  last  year.  The  higher  revenues  were the  result  of
higher malt beverage sales, side dish sales and lease revenues.

      On a consolidated  basis, the Corporation  reported net earnings
of $1.4  million,  or $.88 per  share,  for the first  half this year,
compared  to net  earnings  of  $719,000,  or $.45 per share,  for the
same period last year.  The $709,000,  or $.43 per share,  increase in
net earnings was primarily  attributable to Genesee Brewing  Company's
improvement in operating performance.





                                       8
<PAGE>





                             GENESEE CORPORATION


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


Genesee Brewing Company

      Genesee Brewing  Company's net sales in the first half of fiscal
1997 were $65.4 million,  an increase of $2.6 million,  or 4.1%,  from
the prior  year's  net sales of $62.8  million.  Barrel  sales  (which
include  volume  under the  contract to brew and  package  product for
Boston Beer  Company)  were up 27,000  barrels,  or 2.7%, in the first
half of fiscal  1997.  The  increases  in net sales and  barrel  sales
for the  Genesee  Brewing  Company  were the result of sales under the
Boston Beer Company  contract,  which totaled  129,000  barrels in the
first half of this year  compared to 4,000  barrels in the same period
last year, an increase of 69,000  barrels,  or 46%, in HighFalls craft
brand  sales,  and  increased  unit  prices as a result of the general
industry price increase.

      Genesee  Brewing  Company's  gross profit was $16.8 million,  or
25.6% of net sales,  in the first  half of fiscal  1997,  compared  to
$14.5  million,  or 23.1% of net  sales,  in the first  half of fiscal
1996.  The 2.5%  increase  in gross  profit as a percent  of net sales
was primarily the result of the industry  price  increase as well as a
reduction in the cost of aluminum cans.

      Genesee Brewing Company's  selling,  general and  administrative
expense  increased  $888,000 in the first half of fiscal 1997 compared
to the same period last year.  The increase was  primarily  due to the
timing of planned  increases in selling and marketing  expenditures to
support  the  growth  of the  company's  HighFalls  brands,  including
expansion into new markets.

      Operating  profit was  $282,000  for the first half of this year
compared to an operating  loss of $1.1  million  reported in the first
half of last year.  Increased  contract brewing and HighFalls  volume,
higher  selling  prices and lower  aluminum can costs all  contributed
to  Genesee  Brewing  Company's  improved  profit  performance  in the
first half of fiscal 1997.


Ontario Foods

      Net sales for  Ontario  Foods  were  $10.7  million in the first
half of fiscal  1997,  compared  to $9.9  million  for the first  half
last year.  The  increase in net sales of $800,000,  or 8.0%,  for the
first half was attributable to continued growth in side dish sales.

      Ontario  Foods  reported  operating  income of $136,000  for the
first half of fiscal 1997,  compared to  operating  income of $316,000
for the same period last year.  The decrease in  operating  income was
due  primarily  to lower  contract  manufacturing  revenues  and to an
increase in sugar costs.



                                       9
<PAGE>



                            GENESEE CORPORATION


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


Genesee Ventures

      Genesee Ventures,  Inc., the Corporation's equipment leasing and
real estate investment  subsidiary,  reported operating income of $1.2
million for the first half of fiscal  1997,  compared to $947,000  for
the first half of fiscal 1996.  The  increase in operating  income was
primarily   attributable   to  higher  lease  revenues  from  Cheyenne
Leasing.  Cheyenne  Leasing's  strong  revenues are due in turn to the
high volume of leases closed in fiscal 1996.


LIQUIDITY AND CAPITAL RESOURCES

      Cash, cash equivalents,  and marketable securities totaled $37.0
million at October 26,  1996,  compared to $37.5  million at April 30,
1996.

      Trade  receivables at October 26, 1996 were  approximately  $1.2
million  lower  than the  balances  reported  at April 30,  1996.  The
peak selling  season for Genesee  Brewing  Company is typically  April
through   August.    Genesee   Brewing   Company's   receivables   are
traditionally  higher at fiscal  year end and  throughout  the  summer
months.

      Inventories  at October 26, 1996 were  $666,000  higher than the
balances  reported at April 30, 1996.  The higher  inventory  balances
were  due   primarily  to  increased   inventories   for  Boston  Beer
Company.   In  addition,   Ontario  Foods  typically  purchases  sugar
during  the  fall  and  winter  months  to  take  advantage  of  lower
material  prices  for spring  and  summer  production  of iced tea and
drink mixes.  Ontario  Foods' sugar  inventories  therefore  typically
begin to increase in the fall.

      During fiscal 1997,  Genesee Brewing Company initiated work on a
multi-million  dollar  capital  project to  install a new keg  filling
system.   This   new   system   will   enhance   Genesee's   packaging
capabilities  and allow it to  package  draft  beer for both  types of
draft  dispensing  systems  currently  used by the retail  trade.  The
system  is  expected  to be in  service  prior to the end of the third
quarter and is  expected  to cost in excess of $5 million,  which will
be  funded  internally.  At the end of the  second  quarter  of fiscal
1997, $1.1 million had been spent on this project.

      The Corporation  expects to fund future capital needs internally
as it has in the past.  With  respect  to real  estate  and  equipment
leasing,   such   investments  may  also  include  a  debt  component,
generally obtained on a non-recourse basis.

      Current  liabilities at October 26, 1996 were down $859,000 from
fiscal year end. This decrease was  primarily  attributable  to timing
of federal and state beer tax payments.


                             

                                       10
<PAGE>



                            GENESEE CORPORATION


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


      During  the  second  quarter  this  year,  the  mortgage  on the
Clinton Square office  building (in which the  Corporation  has both a
partner's  and  creditor's  interest)  was  extended for one year with
the  existing  lender.  As  part of that  extension,  the  Corporation
agreed to extend its $2.5  million  limited  guarantee of the mortgage
loan  for  one  year.   The  building  is  currently   97%   occupied,
operating  on  plan  and  in   compliance   with  all   covenants  and
obligations  contained in the mortgage  loan  agreement.  The building
has an  appraised  value in excess of the debt  against the  building.
In addition,  the other partners  have  provided  Genesee  Corporation 
with additional  collateral to secure the  Corporation's  obligation
under its guaranty to the bank.

      To enhance the  Corporation's  opportunities  for future  growth
and  to   capitalize   on  its   strong   financial   condition,   the
Corporation's  long term strategy  includes  plans to seek  investment
opportunities  outside  its core  brewing  business.  The  Corporation
will continue to search for and develop such opportunities.


PART II.  OTHER INFORMATION


Item 1.      Legal Proceedings

      In September 1992, Myrtha  Hernandez,  doing business as Upstate
Returns,  commenced a lawsuit in U.S.  District  Court for the Western
District  of  New  York  against  Genesee  Brewing  Company  and  beer
distributors  and soft drink  bottlers  in  Rochester,  New York.  The
lawsuit  alleged  that  Genesee  Brewing  Company  conspired  with the
other   defendants  in  violation  of  federal  and  state   antitrust
statutes to prohibit  and  restrain the  plaintiff  from  entering the
beverage   container   recycling   business.   The  complaint   sought
compensatory   damages   of   $1,000,000,   trebling   thereof   under
applicable  antitrust  statutes,   punitive  damages  of  $15,000,000,
attorneys fees,  costs and  disbursements.  The District Court granted
summary  judgment  in favor of Genesee  Brewing  Company and the other
defendants  in  May  1995.   The  Second   Circuit  Court  of  Appeals
rejected  the  plaintiff's  appeal  of  the  District  Court  decision
granting  summary  judgment.  In April 1996, the plaintiff filed a
motion  with the  District  Court to  reopen  the case.  The  District
Court  denied this motion and the  plaintiff  has  appealed the denial
to the Second Circuit Court of Appeals.



                                       11
<PAGE>

                                                        

                            GENESEE CORPORATION


Item 4.      Submission of Matters to Vote of Security Holders

      The  Corporation's  annual meeting of Class A  shareholders  was
held  on  October  24,  1996.  At  the  annual  meeting,  shareholders
elected  Stephen B. Ashley,  Thomas E. Clement and John L. Wehle,  Jr.
to serve as  directors  until the annual  meeting of  shareholders  in
1999.  The terms of office of William A.  Buckingham,  Gary C. Geminn,
William J. Hoot, Samuel T. Hubbard,  Jr., Robert N. Latella,  Richard
P. Miller,  Jr.,  John D.  Reifenrath  and Charles S. Wehle  continued
after the annual meeting of shareholders.


Item 6.      Exhibits and Reports on Form 8-K

    (a)         No exhibits are being filed with this report.

    (b)         The  Corporation  did not file any  report on Form 8-K
                during the quarter for which this report is filed.


                                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:   12/10/96                           / s /  Robert N. Latella
                               Robert N. Latella
                               Executive Vice President
                               and Chief Operating Officer



Date:   12/10/96                           / s /  Edward J. Rompala
                               Edward J. Rompala
                               Vice President and Treasurer
                                       

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