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<SEC-DOCUMENT>0000950152-05-008502.txt : 20051028
<SEC-HEADER>0000950152-05-008502.hdr.sgml : 20051028
<ACCEPTANCE-DATETIME>20051028080708
ACCESSION NUMBER:		0000950152-05-008502
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20051028
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20051028
DATE AS OF CHANGE:		20051028

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LANCASTER COLONY CORP
		CENTRAL INDEX KEY:			0000057515
		STANDARD INDUSTRIAL CLASSIFICATION:	CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030]
		IRS NUMBER:				131955943
		STATE OF INCORPORATION:			OH
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-04065
		FILM NUMBER:		051161404

	BUSINESS ADDRESS:	
		STREET 1:		37 W. BROAD STREET
		STREET 2:		5TH FLOOR
		CITY:			COLUMBUS
		STATE:			OH
		ZIP:			43215
		BUSINESS PHONE:		6142247141

	MAIL ADDRESS:	
		STREET 1:		37 W. BROAD STREET
		STREET 2:		5TH FLOOR
		CITY:			COLUMBUS
		STATE:			OH
		ZIP:			43215
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>l16743ae8vk.txt
<DESCRIPTION>LANCASTER COLONY 8-K
<TEXT>
<PAGE>
                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: OCTOBER 28, 2005
                        (Date of earliest event reported)

                         COMMISSION FILE NUMBER 0-4065-1

                          LANCASTER COLONY CORPORATION
             (Exact name of registrant as specified in its charter)

                     OHIO                                     13-1955943
        (State or other jurisdiction of                    (I.R.S. Employer
        incorporation or organization)                    Identification No.)

             37 WEST BROAD STREET                                43215
                COLUMBUS, OHIO                                (Zip Code)
   (Address of principal executive offices)

                                  614-224-7141
              (Registrant's telephone number, including area code)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]     Written communications pursuant to Rule 425 under the Securities Act
        (17 CFR 230.425)

[ ]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act
        (17 CFR 240.14a-12)

[ ]     Pre-commencement communications pursuant to Rule 14d-2(b) under the
        Exchange Act (17 CFR 240.14d-2(b))

[ ]     Pre-commencement communications pursuant to Rule 13e-4(c) under the
        Exchange Act (17 CFR 240.13e-4(c))


<PAGE>





ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     On October 28, 2005, Lancaster Colony Corporation issued a press release
announcing its results for the three months ended September 30, 2005. The press
release is attached as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

     (c)  Exhibits:

          99.1     Press Release dated October 28, 2005, filed herewith.



                                   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.

                                          LANCASTER COLONY CORPORATION
                                          ------------------------------------
                                                     (Registrant)



Date:  October 28, 2005                   By:  /s/ John B. Gerlach, Jr.
     ------------------                       --------------------------------
                                                   John B. Gerlach, Jr.
                                                   Chairman, Chief
                                                   Executive Officer,
                                                   President and Director







<PAGE>





                                INDEX TO EXHIBITS

EXHIBIT
NUMBER      DESCRIPTION                                         LOCATED AT
- -------     -----------                                         ----------

99.1        Press Release dated October 28, 2005............   Filed herewith




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>l16743aexv99w1.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
<PAGE>
                                                              Exhibit 99.1






FOR IMMEDIATE RELEASE                                          SYMBOL: LANC
Friday, October 28, 2005                                       TRADED: Nasdaq

            LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS

         COLUMBUS, Ohio, Oct. 28 -- Lancaster Colony Corporation (Nasdaq: LANC)
today reported that net sales rose two percent to a record $286 million for the
first fiscal quarter ended September 30, 2005 compared with first quarter sales
of $281 million last year. Net income was $18,046,000 versus $18,378,000 in the
corresponding quarter a year ago. Benefiting from the company's share
repurchases, basic and diluted earnings per share were 53 cents versus 52 cents
earned in the first quarter last year.

         John B. Gerlach, Jr., chairman and CEO of Lancaster Colony Corporation,
said, "While we were pleased with our Specialty Foods sales growth, consolidated
sales and earnings were below our expectations."

         Specialty Foods sales totaled $170 million, up nearly six percent from
the year-ago level, reflecting solid growth in several retail product lines.
Foodservice sales increased in the face of menu changes and weaker same-store
sales at several national restaurant chains. Despite the segment's higher volume
and modestly lower commodity costs, operating income was adversely affected by
higher freight and other operational costs, as well as by promotional costs for
the recently redesigned refrigerated salad dressings. Segment operating income
totaled $25.8 million, down six percent from the year-ago level.

         Automotive sales were $56 million, down two percent from the prior-year
first quarter, as higher aluminum accessory volume could not fully offset
significantly lower floor mat sales. Operating margins remained adversely
affected by higher costs for aluminum and petroleum-related materials. Start-up
costs and inefficiencies were experienced with a significant new aluminum
accessory program launch, but these costs subsided as the quarter progressed.
Segment operating income totaled $1.1 million, or approximately two percent of
sales.

         Glassware and Candles sales totaled $60 million, down five percent from
the year-ago quarter, reflecting weaker candle volumes, particularly at dollar
stores, and a strong year-ago quarter that benefited from placing product into
additional retail outlets. Segment operating income was $2.2 million, double the
year-ago level, as influenced by better glassware capacity utilization and
operating efficiencies at the Oklahoma glassware facility.

                                   MORE . . .

<PAGE>


PAGE 2 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS

         Addressing future expectations, Mr. Gerlach stated, "Over the balance
of the fiscal year, we anticipate further sales growth in our Specialty Foods
segment as we build on our first quarter momentum. With our new aluminum program
in place, we expect sales of automotive accessories to improve through the
remainder of the fiscal year. Sales of the Glassware and Candles segment will be
heavily influenced by the success of the holiday season."

         He cautioned, "The company will likely incur higher than previously
anticipated costs for freight, natural gas, petroleum wax, synthetic rubber and
plastic packaging due to the impact of the recent Gulf Coast hurricanes. The
magnitude and duration of this trend remains unclear, although our Glassware and
Candles segment will undoubtedly be the most sensitive to these changes. We are
striving to implement selected price increases as well as further reduce costs,
but these efforts may lag the adverse effect of higher energy-related costs."

         Mr. Gerlach concluded, "Our balance sheet strength continues to provide
substantial financial flexibility as we remain debt free with solid cash flows.
We also ended the past quarter with more than $155 million in cash, cash
equivalents and short-term investments."

         The company's first quarter conference call is scheduled for this
morning, October 28, at 10:00 a.m. ET. You may access the call through a live
webcast by using the link provided on the company's internet home page at
www.lancastercolony.com. The webcast will be archived and available on the
company's website.

         We desire to take advantage of the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995 (the "PSLRA"). This news
release contains various "forward-looking statements" within the meaning of the
PSLRA and other applicable securities laws. Such statements can be identified by
the use of the forward-looking words "anticipate," "estimate," "project,"
"believe," "intend," "expect," "hope" or similar words. These statements discuss
future expectations, contain projections regarding future developments,
operations or financial conditions, or state other forward-looking information.
Such statements are based upon assumptions and assessments made by us in light
of our experience and perception of historical trends, current conditions,
expected future developments and other factors we believe to be appropriate.
These forward-looking statements involve various important risks, uncertainties
and other factors that could cause our actual results to differ materially from
those expressed in the forward-looking statements. Actual results may differ as
a result of factors over which we have no, or limited, control including the
strength of the economy, slower than anticipated sales growth, the extent of
operational efficiencies achieved, the success of new product introductions,
price and product competition, and increases in energy and raw materials costs.
Management believes these forward-looking statements to be reasonable; however,
undue reliance should not be placed on such statements that are based on current
expectations. We undertake no obligation to publicly update such forward-looking
statements. More detailed statements regarding significant events that could
affect our financial results are included in our annual report on Form 10-K for
the year ended June 30, 2005 filed with the Securities and Exchange Commission.

                                   MORE . . .


<PAGE>



PAGE 3 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS

                          LANCASTER COLONY CORPORATION
                  CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
                     (In thousands except per-share amounts)

<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                              September 30,
                                                          2005            2004
                                                        --------        --------
<S>                                                     <C>             <C>
Net sales                                               $285,915        $281,484
Cost of sales                                            232,674         227,467
                                                        --------        --------
Gross margin                                              53,241          54,017
Selling, general & administrative expenses                26,034          24,776
Restructuring and impairment charge                           24             442
                                                        --------        --------
Operating income                                          27,183          28,799
Interest income and other - net                            1,386             627
                                                        --------        --------
Income before income taxes                                28,569          29,426
Taxes based on income                                     10,523          11,048
                                                        --------        --------
Net income                                              $ 18,046        $ 18,378
                                                        ========        ========
Net income per common share:(a)
    Basic and diluted                                   $    .53        $    .52
Cash dividends per common share                         $    .25        $    .23

Weighted average common shares outstanding:
    Basic                                                 34,220          35,355
    Diluted                                               34,287          35,408

</TABLE>

(a) Based on the weighted average number of shares outstanding during
    each period.


                          LANCASTER COLONY CORPORATION
                    BUSINESS SEGMENT INFORMATION (Unaudited)
                                 (In thousands)
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                              September 30,
                                                          2005            2004

                                                        --------        --------
<S>                                                    <C>             <C>
NET SALES
    Specialty Foods                                     $169,534        $160,609
    Glassware and Candles                                 60,275          63,732
    Automotive                                            56,106          57,143
                                                        --------        --------
                                                        $285,915        $281,484
                                                        ========        ========

OPERATING INCOME
    Specialty Foods                                     $ 25,844        $ 27,379
    Glassware and Candles                                  2,203           1,079
    Automotive                                             1,134           2,256
    Corporate expenses                                    (1,998)         (1,915)
                                                        --------        --------
                                                        $ 27,183        $ 28,799
                                                        ========        ========
</TABLE>

                                    MORE...

<PAGE>

PAGE 4 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS

                          LANCASTER COLONY CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (In thousands)
<TABLE>
<CAPTION>
                                                             September 30,     June 30,
                                                                 2005            2005
                                                               --------        --------
                                                              (Unaudited)
<S>                                                           <C>             <C>
ASSETS
Current assets:
   Cash, cash equivalents and short-term investments           $155,733        $184,580
   Receivables - net of allowance for doubtful accounts         121,086         100,351
   Total inventories                                            175,459         164,365
   Deferred income taxes and other current assets                28,861          25,109
                                                               --------        --------
      Total current assets                                      481,139         474,405
Net property, plant and equipment                               165,532         154,147
Other assets                                                    101,483         102,726
                                                               --------        --------
         Total assets                                          $748,154        $731,278
                                                               ========        ========


LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Accounts payable                                            $ 50,583        $ 51,014
   Accrued liabilities                                           67,311          52,832
                                                               --------        --------
      Total current liabilities                                 117,894         103,846
Other noncurrent liabilities and deferred income taxes           38,836          39,706
Shareholders' equity                                            591,424         587,726
                                                               --------        --------
         Total liabilities and shareholders' equity            $748,154        $731,278
                                                               ========        ========
</TABLE>

SUBJECT TO YEAR-END AUDIT.
                                     # # # #

FOR FURTHER INFORMATION:      John B. Gerlach, Jr., Chairman and CEO, or
                              John L. Boylan, Vice President, Treasurer and CFO
                              Lancaster Colony Corporation
                              Phone: 614/224-7141
                              --or--
                              Investor Relations Consultants, Inc.
                              Phone: 727/781-5577 or E-mail: lanc@mindspring.com


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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