Exhibit Index at Page 3




                       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):              August 30, 2000


                               GENESEE CORPORATION
               (Exact Name of Registrant as Specified in Charter)


   NEW YORK                                 0-1653                  16-0445920
(State or other Jurisdiction                (Commission          (IRS Employer
of Incorporation)                           File Number)     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


Item 5.    Other Events.

           Genesee  Corporation  issued a news release on August 30, 2000, which
           is filed with this report as Exhibit 99.


Item 7.    Exhibits.

           An exhibit  filed with this report is identified in the Exhibit Index
at Page 3.



                                       1
<PAGE>







                                   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.

                                                     Genesee Corporation


Date:         August 30, 2000      By   /s/ Mark W. Leunig
                                   Mark W. Leunig, Vice President and Secretary



                                       2
<PAGE>




                                  EXHIBIT INDEX

                                                                     Page
Exhibit 99               News Release Dated August 30, 2000            4




                                       3
<PAGE>













































                                                            Exhibit 99


FOR IMMEDIATE RELEASE                             CONTACT:  Mark W. Leunig
                                                  Director of Investor Relations
                                                  (716) 263-9440



                          GENESEE CORPORATION ANNOUNCES
            AGREEMENT TO SELL BREWING BUSINESS AND PROPOSALS TO SELL
             OTHER ASSETS AND DISSOLVE AND LIQUIDATE THE CORPORATION


ROCHESTER,  NEW YORK, August 30, 2000 - Genesee  Corporation  (NASDAQ/NMS:GENBB)
today announced that the Special Committee of the Board of Directors,  formed to
consider  strategic  alternatives for the Corporation's  brewing  business,  has
approved an agreement to sell the brewing  business in a management  buy-out led
by  Samuel  T.  Hubbard,  Jr.,  President  and Chief  Executive  Officer  of the
Corporation.

     Under the terms of the agreement  announced  today,  the Corporation  would
sell all of the brands and other operating assets of Genesee Brewing Company for
$22 million plus net working capital as of the closing date.  $17.5 million plus
net working  capital  would be paid in cash at closing and $4.5 million would be
paid by  Genesee  taking  back a three  year  note from the  purchaser,  bearing
interest at 12% per year. The Corporation estimates the transaction would result
in a net gain of approximately $5 million if it is consummated.

     The  sale  is  subject  to  a  number  of  conditions   customary  to  such
transactions,  including purchaser financing,  shareholder approval,  regulatory
approvals and third party consents.  "There is a tremendous amount of work to be
done to resolve all of the closing  conditions  and obtain all of the regulatory
approvals  required to transfer  ownership of the brewery," said Mark W. Leunig,
Vice President and Secretary of the Corporation.  The agreement  announced today
is not exclusive and allows the Corporation to entertain other offers that might
emerge prior to consummation of the management buy-out.

                                       4
<PAGE>

         The  agreement  for a  management  buy-out  is  the  culmination  of an
exhaustive  two  year  effort  to  evaluate   strategic   alternatives  for  the
Corporation's brewing business.  As part of this process, the Corporation,  with
assistance  from its investment  bankers,  conducted an extensive  search,  both
domestically and globally,  for potential strategic and financial buyers for its
brewing business.  As a result of this process the Special  Committee  concluded
that  the  management  buy-out  proposal  offered  the  greatest  value  to  the
Corporation's shareholders.

         The proposed management buy-out will be submitted for approval by Class
A  shareholders  at the  Corporation's  Annual Meeting  currently  scheduled for
October  19,  2000.  If  shareholders  approve  the  transaction  and all  other
conditions are  satisfactorily  resolved,  the closing is expected to take place
within sixty days.

         The  Corporation  announced  that it has  recently  been  served with a
purported  class  action  lawsuit  against  the  Corporation  and its  directors
challenging the management  buy-out proposal and seeking  injunctive  relief and
compensatory  damages. The Corporation believes the lawsuit is without merit and
will vigorously defend it.

         The Corporation  also announced that the Board of Directors  approved a
proposal to seek approval  from Class A  shareholders  at the Annual  Meeting to
sell or otherwise dispose of all of the Corporation's other assets.

     The Corporation  previously announced that its equipment leasing subsidiary
has entered into an agreement in principle to sell a significant  portion of its
lease portfolio. The sale is subject to a number of conditions customary to such
transactions,   including  satisfactory  due  diligence  and  negotiation  of  a
definitive agreement.  If the sale is completed,  the Corporation estimates that
it would  receive  approximately  $13 million in proceeds.  Because the proposed
sale is  expected to generate a book loss,  the  Corporation  recorded a pre-tax
charge of $3.1 million in the fourth  quarter of its fiscal year ended April 29,
2000, which represents the estimated loss on the sale. This charge is net of the
projected  income that is expected to be  generated by that portion of the lease
portfolio which would not be sold. "The due diligence process for a portfolio of
approximately 120 leases is quite extensive, but is proceeding  satisfactorily,"
said Mr. Leunig. If all closing conditions are satisfactorily resolved, the sale
of the lease portfolio is expected to close within sixty days.

                                       5
<PAGE>

         The  Corporation  also  announced  that it has entered into a letter of
intent to sell all of the stock of Ontario  Foods,  Inc.,  which  represents the
Corporation's Foods Division, to Ralcorp Holdings, Inc. (NYSE:RAH).  The sale to
Ralcorp is subject to a number of  conditions  customary  to such  transactions,
including satisfactory due diligence, negotiation of a definitive  agreement
and approval by the Corporation's shareholders.

         With annualized sales of approximately $1.1 billion, Ralcorp produces a
variety  of store  brand  foods  that are sold  under the  individual  labels of
various  grocery,   mass   merchandise  and  drug  store  retailers.   Ralcorp's
diversified  product mix includes:  ready-to-eat  and hot cereals,  crackers and
cookies,  snack  nuts,  salad  dressings,  mayonnaise,  peanut  butter,  jam and
jellies,  syrups and  various  sauces.  Terms of the deal,  which is expected to
close within sixty days, were not disclosed.

         The proposed  sale to Ralcorp is the result of a careful  assessment of
the  strategic  position  of the  Corporation's  foods  business  in the rapidly
consolidating retail private label food industry. The Corporation concluded that
to compete  effectively  long term, its foods business would have to undertake a
rapid and  aggressive  growth  strategy or combine with a larger  entity.  After
thorough evaluation of both alternatives,  the Corporation  determined that sale
of its foods  business to a larger entity would  produce the greatest  value for
the Corporation's  shareholders.  The Corporation conducted a search to identify
potential strategic buyers, which ultimately produced the offer from Ralcorp.

     If the sale of  Ontario  Foods to  Ralcorp is  consummated,  Ralcorp  would
retain Ontario Foods' management and employees and continue  producing the Foods
Division's line of private label side dishes,  dry soups and bouillon,  beverage
mixes, and artificial sweeteners at the Foods Division's facility in Medina, New
York.  "The sale to Ralcorp would align  Ontario Foods with a strong,  strategic
player,  and should  benefit  both  Ralcorp  and  Ontario  Foods,"  said Karl D.
Simonson, President of Ontario Foods.

         In light of the Board's decision to seek  shareholder  approval to sell
or  otherwise  dispose  of all  of the  Corporation's  assets,  the  Corporation
announced  that the Board of Directors  will also seek  shareholder  approval to
dissolve and liquidate the Corporation.

                                       6
<PAGE>

     If  shareholders  approve  the  proposal  to dissolve  and  liquidate,  the
Corporation  would begin reporting all of its operations as  discontinued  under
rules  governing  liquidation  accounting  and  would  expect  to make its first
liquidating  distribution following the completion of the transactions announced
today.  "The amount and timing of  liquidating  distributions  will be dependent
upon timing of the closing of the brewing,  equipment  leasing and Ontario Foods
transactions,  the  liquidation of the  Corporation's  remaining  assets and the
satisfaction of certain  liabilities,  the amounts of which cannot be determined
at this time," said Mr. Leunig.

         The  Corporation is evaluating  strategies to sell or otherwise  divest
the Corporation's  remaining  assets,  which consist of a minority interest in a
privately-held  remarketer of durable  supplies for food service and  industrial
users,  and  interests  in three  real  estate  investments.  These  assets  are
currently carried on the Corporation's  balance sheet at an aggregate book value
of $3.2 million.

         Commenting on the  announcement  and  liquidation  process,  Charles S.
Wehle,  Chairman of the Corporation,  said, "We believe that the transactions we
are working on to sell the  Corporation's  brewing,  foods and equipment leasing
businesses  will  generate  maximum  value  for  our  shareholders  and  maximum
opportunity for the employees,  customers, suppliers and communities that have a
significant stake in the continued success of those businesses.  The decision to
dissolve and liquidate  the  Corporation  should  enhance  shareholder  value by
unlocking the inherent value of the Corporation's  assets. The actions announced
today are the  result  of a long and  careful  process  of self  assessment  and
strategic  review to identify the best way to maximize  value for  shareholders,
while balancing the interests of the  Corporation's  other  constituencies.  The
Board's efforts to devise a strategy that benefits all of our  constituencies is
to be commended.  I also want to thank our  shareowners  and employees for their
patience and loyalty throughout this very difficult and challenging process."


                                     END


                                       7
<PAGE>


NOTE:  Statements  made in this  news  release  which  are not  historical,
including  statements  regarding  the  timing  and  results  of the  sale of the
Corporation's  brewing,  foods and equipment leasing  businesses,  the estimated
gain from the sale of the brewing business, the estimated proceeds from the sale
of the equipment  leasing  business,  the  dissolution  and  liquidation  of the
Corporation  and  the  expected  distributions  therefrom,  are  forward-looking
statements . Such  forward-looking  statements  are subject to a number of risks
and  uncertainties,  and  there can be no  assurance  that the  expectations  or
results  reflected in those statements will be realized or achieved.  Such risks
and  uncertainties  include,  without  limitation,  the failure of the  proposed
transactions  to close for  whatever  reasons,  the failure of  shareholders  to
approve the proposed transactions,  further negotiation of terms and conditions,
purchase  price  adjustments,   post-closing  indemnification  obligations,  the
failure of the purchaser of the brewing business to obtain  financing  necessary
to consummate the transaction, the failure to satisfy other conditions necessary
to  consummate  the  sale  of the  Corporation's  operating  businesses  such as
completion of satisfactory due diligence,  negotiation of definitive  agreements
for the sale of the foods and equipment  leasing  businesses,  failure to obtain
necessary  regulatory  approvals and third party  consents,  and the possibility
that a delay in resolving such conditions could jeopardize the transactions.

 COPIES    OF GENESEE  CORPORATION NEWS RELEASES ARE AVAILABLE FREE OF CHARGE BY
           CALLING PRNEWSWIRE'S COMPANY NEWS ON CALL AT 800-758-5804,  EXTENSION
           352775, OR ON THE INTERNET AT HTTP;//WWW.PRNEWSWIRE.COM/CNOC.


                                       8
<PAGE>
[{"type": "8-K", "sequence": "1", "filename": "0001.txt", "description": "AGREEMENT TO SELL BREWING BUSINESS", "secsgml_size_bytes": 13798}]
{"company-data": {"conformed-name": "GENESEE CORP", "cik": "0000040934", "assigned-sic": "2082", "irs-number": "160445920", "state-of-incorporation": "NY", "fiscal-year-end": "0503"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-01653", "film-number": "713424"}, "business-address": {"street1": "445 ST PAUL ST", "city": "ROCHESTER", "state": "NY", "zip": "14605", "phone": "7162639440"}, "mail-address": {"street1": "445 ST PAUL STREET", "city": "ROCHESTER", "state": "NY", "zip": "14605"}, "former-company": {"former-conformed-name": "GENESEE BREWING CO INC", "date-changed": "19880322"}}
Exhibit Index at Page 3

                       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):              August 30, 2000

                               GENESEE CORPORATION
               (Exact Name of Registrant as Specified in Charter)

   NEW YORK                                 0-1653                  16-0445920
(State or other Jurisdiction                (Commission          (IRS Employer
of Incorporation)                           File Number)     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

Item 5.    Other Events.

           Genesee  Corporation  issued a news release on August 30, 2000, which
           is filed with this report as Exhibit 99.

Item 7.    Exhibits.

           An exhibit  filed with this report is identified in the Exhibit Index
at Page 3.

                                       1
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.

                                                     Genesee Corporation

Date:         August 30, 2000      By   /s/ Mark W. Leunig
                                   Mark W. Leunig, Vice President and Secretary

                                       2
EXHIBIT INDEX

                                                                     Page
Exhibit 99               News Release Dated August 30, 2000            4

                                       3
Exhibit 99

FOR IMMEDIATE RELEASE                             CONTACT:  Mark W. Leunig
                                                  Director of Investor Relations
                                                  (716) 263-9440

                          GENESEE CORPORATION ANNOUNCES
            AGREEMENT TO SELL BREWING BUSINESS AND PROPOSALS TO SELL
             OTHER ASSETS AND DISSOLVE AND LIQUIDATE THE CORPORATION

ROCHESTER,  NEW YORK, August 30, 2000 - Genesee  Corporation  (NASDAQ/NMS:GENBB)
today announced that the Special Committee of the Board of Directors,  formed to
consider  strategic  alternatives for the Corporation's  brewing  business,  has
approved an agreement to sell the brewing  business in a management  buy-out led
by  Samuel  T.  Hubbard,  Jr.,  President  and Chief  Executive  Officer  of the
Corporation.

     Under the terms of the agreement  announced  today,  the Corporation  would
sell all of the brands and other operating assets of Genesee Brewing Company for
$22 million plus net working capital as of the closing date.  $17.5 million plus
net working  capital  would be paid in cash at closing and $4.5 million would be
paid by  Genesee  taking  back a three  year  note from the  purchaser,  bearing
interest at 12% per year. The Corporation estimates the transaction would result
in a net gain of approximately $5 million if it is consummated.

     The  sale  is  subject  to  a  number  of  conditions   customary  to  such
transactions,  including purchaser financing,  shareholder approval,  regulatory
approvals and third party consents.  "There is a tremendous amount of work to be
done to resolve all of the closing  conditions  and obtain all of the regulatory
approvals  required to transfer  ownership of the brewery," said Mark W. Leunig,
Vice President and Secretary of the Corporation.  The agreement  announced today
is not exclusive and allows the Corporation to entertain other offers that might
emerge prior to consummation of the management buy-out.

                                       4
The  agreement  for a  management  buy-out  is  the  culmination  of an
exhaustive  two  year  effort  to  evaluate   strategic   alternatives  for  the
Corporation's brewing business.  As part of this process, the Corporation,  with
assistance  from its investment  bankers,  conducted an extensive  search,  both
domestically and globally,  for potential strategic and financial buyers for its
brewing business.  As a result of this process the Special  Committee  concluded
that  the  management  buy-out  proposal  offered  the  greatest  value  to  the
Corporation's shareholders.

         The proposed management buy-out will be submitted for approval by Class
A  shareholders  at the  Corporation's  Annual Meeting  currently  scheduled for
October  19,  2000.  If  shareholders  approve  the  transaction  and all  other
conditions are  satisfactorily  resolved,  the closing is expected to take place
within sixty days.

         The  Corporation  announced  that it has  recently  been  served with a
purported  class  action  lawsuit  against  the  Corporation  and its  directors
challenging the management  buy-out proposal and seeking  injunctive  relief and
compensatory  damages. The Corporation believes the lawsuit is without merit and
will vigorously defend it.

         The Corporation  also announced that the Board of Directors  approved a
proposal to seek approval  from Class A  shareholders  at the Annual  Meeting to
sell or otherwise dispose of all of the Corporation's other assets.

     The Corporation  previously announced that its equipment leasing subsidiary
has entered into an agreement in principle to sell a significant  portion of its
lease portfolio. The sale is subject to a number of conditions customary to such
transactions,   including  satisfactory  due  diligence  and  negotiation  of  a
definitive agreement.  If the sale is completed,  the Corporation estimates that
it would  receive  approximately  $13 million in proceeds.  Because the proposed
sale is  expected to generate a book loss,  the  Corporation  recorded a pre-tax
charge of $3.1 million in the fourth  quarter of its fiscal year ended April 29,
2000, which represents the estimated loss on the sale. This charge is net of the
projected  income that is expected to be  generated by that portion of the lease
portfolio which would not be sold. "The due diligence process for a portfolio of
approximately 120 leases is quite extensive, but is proceeding  satisfactorily,"
said Mr. Leunig. If all closing conditions are satisfactorily resolved, the sale
of the lease portfolio is expected to close within sixty days.

                                       5
The  Corporation  also  announced  that it has entered into a letter of
intent to sell all of the stock of Ontario  Foods,  Inc.,  which  represents the
Corporation's Foods Division, to Ralcorp Holdings, Inc. (NYSE:RAH).  The sale to
Ralcorp is subject to a number of  conditions  customary  to such  transactions,
including satisfactory due diligence, negotiation of a definitive  agreement
and approval by the Corporation's shareholders.

         With annualized sales of approximately $1.1 billion, Ralcorp produces a
variety  of store  brand  foods  that are sold  under the  individual  labels of
various  grocery,   mass   merchandise  and  drug  store  retailers.   Ralcorp's
diversified  product mix includes:  ready-to-eat  and hot cereals,  crackers and
cookies,  snack  nuts,  salad  dressings,  mayonnaise,  peanut  butter,  jam and
jellies,  syrups and  various  sauces.  Terms of the deal,  which is expected to
close within sixty days, were not disclosed.

         The proposed  sale to Ralcorp is the result of a careful  assessment of
the  strategic  position  of the  Corporation's  foods  business  in the rapidly
consolidating retail private label food industry. The Corporation concluded that
to compete  effectively  long term, its foods business would have to undertake a
rapid and  aggressive  growth  strategy or combine with a larger  entity.  After
thorough evaluation of both alternatives,  the Corporation  determined that sale
of its foods  business to a larger entity would  produce the greatest  value for
the Corporation's  shareholders.  The Corporation conducted a search to identify
potential strategic buyers, which ultimately produced the offer from Ralcorp.

     If the sale of  Ontario  Foods to  Ralcorp is  consummated,  Ralcorp  would
retain Ontario Foods' management and employees and continue  producing the Foods
Division's line of private label side dishes,  dry soups and bouillon,  beverage
mixes, and artificial sweeteners at the Foods Division's facility in Medina, New
York.  "The sale to Ralcorp would align  Ontario Foods with a strong,  strategic
player,  and should  benefit  both  Ralcorp  and  Ontario  Foods,"  said Karl D.
Simonson, President of Ontario Foods.

         In light of the Board's decision to seek  shareholder  approval to sell
or  otherwise  dispose  of all  of the  Corporation's  assets,  the  Corporation
announced  that the Board of Directors  will also seek  shareholder  approval to
dissolve and liquidate the Corporation.

                                       6
If  shareholders  approve  the  proposal  to dissolve  and  liquidate,  the
Corporation  would begin reporting all of its operations as  discontinued  under
rules  governing  liquidation  accounting  and  would  expect  to make its first
liquidating  distribution following the completion of the transactions announced
today.  "The amount and timing of  liquidating  distributions  will be dependent
upon timing of the closing of the brewing,  equipment  leasing and Ontario Foods
transactions,  the  liquidation of the  Corporation's  remaining  assets and the
satisfaction of certain  liabilities,  the amounts of which cannot be determined
at this time," said Mr. Leunig.

         The  Corporation is evaluating  strategies to sell or otherwise  divest
the Corporation's  remaining  assets,  which consist of a minority interest in a
privately-held  remarketer of durable  supplies for food service and  industrial
users,  and  interests  in three  real  estate  investments.  These  assets  are
currently carried on the Corporation's  balance sheet at an aggregate book value
of $3.2 million.

         Commenting on the  announcement  and  liquidation  process,  Charles S.
Wehle,  Chairman of the Corporation,  said, "We believe that the transactions we
are working on to sell the  Corporation's  brewing,  foods and equipment leasing
businesses  will  generate  maximum  value  for  our  shareholders  and  maximum
opportunity for the employees,  customers, suppliers and communities that have a
significant stake in the continued success of those businesses.  The decision to
dissolve and liquidate  the  Corporation  should  enhance  shareholder  value by
unlocking the inherent value of the Corporation's  assets. The actions announced
today are the  result  of a long and  careful  process  of self  assessment  and
strategic  review to identify the best way to maximize  value for  shareholders,
while balancing the interests of the  Corporation's  other  constituencies.  The
Board's efforts to devise a strategy that benefits all of our  constituencies is
to be commended.  I also want to thank our  shareowners  and employees for their
patience and loyalty throughout this very difficult and challenging process."

                                     END

                                       7
NOTE:  Statements  made in this  news  release  which  are not  historical,
including  statements  regarding  the  timing  and  results  of the  sale of the
Corporation's  brewing,  foods and equipment leasing  businesses,  the estimated
gain from the sale of the brewing business, the estimated proceeds from the sale
of the equipment  leasing  business,  the  dissolution  and  liquidation  of the
Corporation  and  the  expected  distributions  therefrom,  are  forward-looking
statements . Such  forward-looking  statements  are subject to a number of risks
and  uncertainties,  and  there can be no  assurance  that the  expectations  or
results  reflected in those statements will be realized or achieved.  Such risks
and  uncertainties  include,  without  limitation,  the failure of the  proposed
transactions  to close for  whatever  reasons,  the failure of  shareholders  to
approve the proposed transactions,  further negotiation of terms and conditions,
purchase  price  adjustments,   post-closing  indemnification  obligations,  the
failure of the purchaser of the brewing business to obtain  financing  necessary
to consummate the transaction, the failure to satisfy other conditions necessary
to  consummate  the  sale  of the  Corporation's  operating  businesses  such as
completion of satisfactory due diligence,  negotiation of definitive  agreements
for the sale of the foods and equipment  leasing  businesses,  failure to obtain
necessary  regulatory  approvals and third party  consents,  and the possibility
that a delay in resolving such conditions could jeopardize the transactions.

 COPIES    OF GENESEE  CORPORATION NEWS RELEASES ARE AVAILABLE FREE OF CHARGE BY
           CALLING PRNEWSWIRE'S COMPANY NEWS ON CALL AT 800-758-5804,  EXTENSION
           352775, OR ON THE INTERNET AT HTTP;//WWW.PRNEWSWIRE.COM/CNOC.

                                       8