FORM 5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * WOLCOTT ARTHUR S 2. Issuer Name and Ticker or Trading Symbol Seneca Foods Corp [SENEA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman (Last) (First) (Middle) 3736 SOUTH MAIN STREET 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 03/31/2013 (Street) MARION, NY 14505 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Reporting (check applicable line) _X_ Form Filed by One Reporting Person ___ Form Filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Amount (A) or (D) Price Seneca Foods Class A Common             20,000 I By Spouse (1) Seneca Foods Class B Common             8,551 D   Seneca Foods Class B Common             8,584 I By Spouse (1) Seneca Foods 6% Preferred             32,844 D   Seneca Foods Class A Series A Preferred 12/20/2012(2)   G 195,820 D $ (4) 17,020 D   Seneca Foods Class A Series A Preferred 12/20/2012(3)   G 51,820 A $ (4) 51,820 I By Spouse (1) Seneca Foods Class A Series B Preferred             212,200 D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WOLCOTT ARTHUR S 3736 SOUTH MAIN STREET MARION, NY 14505	  X	  X	  Chairman	Â

Signatures

Jeffrey Van Riper, As Attorney in Fact		05/06/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Reporting Person disclaims beneficial ownership of these securities, and the report shall not be deemed an admission that the Reporting Persion is a beneficial owener of these securities for purposes of Section 16 or any other purpose.
(2)	The Reporting Persion disposed of 195,820 shares of Class A Series A Preferred Stock in various gift transactions to his spouse and other members of his family on December 20 and 27, 2012 and on January 8, 2013. The shares gifted to the Reporting Person's spouse are reported as an indirect holding below.
(3)	The Reporting Person's spouse acquired 51,820 shares of Class A Series A Preferred Stock in gift transactions on December 20 and 27, 2012 and on January 8, 2013.
(4)	No price since this is a gift.

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