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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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 25, 2002

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


<TABLE>
<S>                                            <C>                          <C>
                 New York                              0-20539                          16-6036816
------------------------------------------     --------------------------   ------------------------------------
(State or other jurisdiction of incorporation) (Commission File Number)     (IRS Employer Identification Number)
</TABLE>


                    90 Linden Oaks, Rochester, New York   14625
                    -------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


        Registrant's Telephone Number Including Area Code: (585) 383-1850







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Item 9.  Regulation FD Disclosure.

The information  attached to this Report as Exhibit 99 will be presented by Earl
L. Powers,  Executive  Vice  President  Finance and Chief  Financial  Officer of
Agrilink Foods, Inc.  ("Agrilink  Foods"),  a wholly owned subsidiary of Pro-Fac
Cooperative,  Inc.,  to attendees of the 2002  Regional  Annual  Meetings of the
members of Pro-Fac  Cooperative.  The 2002 Regional  Annual  Meetings of Pro-Fac
Cooperative  members  will be held on  Friday,  January  25,  2002  through  and
including  Thursday,  February 28, 2002. The  information  contains  fiscal 2002
actual and plan operating results for Agrilink Foods.  Agrilink Food's unaudited
consolidated financial statements for its quarter ended and the six months ended
December  29, 2001 are  expected to be filed with the  Securities  and  Exchange
Commission on or before February 12, 2002 under cover of Form 10-Q.

Some of the  information  presented  at the 2002  Regional  Annual  Meetings  of
Pro-Fac  Cooperative  members include  "forward-looking  statements"  within the
meaning of section 21E of the  Exchange  Act and  section 27A of the  Securities
Act.  These  statements  are  based on  management's  current  expectations  and
projections  about future  events based on  information  currently  available to
management and are subject to uncertainty  and changes in  circumstances.  These
forward-looking statements are not guarantees of future results or performances.
And,  although  management  believes that its  expectations  and projections are
based upon reasonable  assumptions,  actual results may vary materially from the
expectations expressed in the forward-looking statements. The following factors,
among  others,  could  cause  actual  results  to differ  materially  from those
described in the  forward-looking  statements:  the ability of Agrilink Foods to
meet its  obligations  under its credit  agreement  with  Harris  Bank;  weather
conditions  and its impact on the volume and quality of raw products;  the state
of the economy generally, and its impact on consumer spending; and the impact of
strong  competition in the food  industry.  Detailed  information  about factors
pertinent to the business of Pro-Fac  Cooperative  and Agrilink Foods that could
cause  actual  results  to  differ  is set forth in  Pro-Fac  Cooperative's  and
Agrilink  Foods' filings with the Securities and Exchange  Commission  including
their Annual  Reports on Form 10-K for the fiscal year ended June 30, 2001,  the
risk factors section of Pro-Fac's  prospectus dtaed October 26, 2001, as well as
other reports and  information  filed by Agrilink Foods and Pro-Fac  Cooperative
with the Securities and Exchange Commission.




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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 thereunto duly authorized.



                                               PRO-FAC COOPERATIVE, INC.



Dated:  January 25, 2002        By: /s/             Earl L. Powers
        ----------------            ---------------------------------------
                                                    Earl L. Powers,
                                                       TREASURER
                                           (Principal Financial Officer and
                                             Principal Accounting Officer)


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                                INDEX TO EXHIBITS


Exhibit No.                             Description

   99                     Fiscal 2002 Actual and Plan Operating Results.