SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

ROSA BRUCE L

(Last)

(First)

(Middle)

T. MARZETTI COMPANY

P. O. BOX 29163

(Street)

COLUMBUS

43229

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LANCASTER COLONY CORP [ LANC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2011

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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 Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								50,458	I	By Trust
Common Stock								10,795.4341⁽¹⁾	I	By ESOP
Common Stock								731.5238⁽²⁾	I	By 401(k) Plan
Common Stock	05/10/2011	05/10/2011	M		1,496	A	⁽³⁾	2,987	D
Common Stock	05/10/2011	05/10/2011	F		485	D	$61.21	2,502	D
Common Stock	05/10/2011	05/10/2011	M		1,395	A	⁽⁴⁾	3,897	D
Common Stock	05/10/2011	05/10/2011	F		452	D	$61.21	3,445	D

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 Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Apprecition Right	$38.31	02/27/2008		A		12,000		02/27/2009	02/27/2013	Common Stock	4,000	$0	4,000	D
Stock Appreciation Right	$39.86	02/25/2009		A		12,000		02/25/2010	02/25/2014	Common Stock	12,000	$0	24,000	D
Stock Appreciation Right	$58.79	02/24/2010		A		14,000		02/24/2011	02/24/2015	Common Stock	14,000	$0	26,000	D
Stock Appreciation Right	$57.78	02/22/2011		A		15,000		02/22/2012	02/22/2016	Common Stock	15,000	$0	41,000	D
Stock Appreciation Right	$38.31	05/10/2011	05/10/2011	M			4,000	02/28/2011	02/27/2013	Common Stock	4,000	$0	37,000	D
Stock Appreciation Right	$39.86	05/10/2011	05/10/2011	M			4,000	02/25/2011	02/25/2013	Common Stock	4,000	$0	33,000	D

Explanation of Responses:

1. Reflects ESOP allocations that had occurred as of 6/30/10.

2. Shares contributed by Lancaster Colony Corporation as a matching contribution under Lancaster Colony Corporation's 401(k) Plan as of 6/30/10.

3. Each Stock Appreciation Right represents the right to receive shares representing the spread between market price of $61.21 and base price of $38.31.

4. Each Stock Appreciation Right represents the right to receive shares representing the spread between market price of $61.21 and base price of $39.86.

Remarks:

	Patricia A. Schnieder, POA for Bruce L. Rosa	05/11/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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