10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

(Mark One)

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2014

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to                    

Commission file number 000-04065

Lancaster Colony Corporation

(Exact name of registrant as specified in its charter)

Ohio	13-1955943
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
37 West Broad Street Columbus, Ohio	43215
(Address of principal executive offices)	(Zip Code)

614-224-7141

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ý    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated filer	ý	Accelerated filer	¨
Non-accelerated filer	o  (Do not check if a smaller reporting company)	Smaller Reporting Company	¨

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).    Yes  ¨    No  ý

As of April 28, 2014, there were approximately 27,338,000 shares of Common Stock, without par value, outstanding.

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION		3
Item 1.	Condensed Consolidated Financial Statements (unaudited):
	Condensed Consolidated Balance Sheets – March 31, 2014 and June 30, 2013	3
	Condensed Consolidated Statements of Income – Three and Nine Months Ended March 31, 2014 and 2013	4
	Condensed Consolidated Statements of Comprehensive Income – Three and Nine Months Ended March 31, 2014 and 2013	5
	Condensed Consolidated Statements of Cash Flows – Nine Months Ended March 31, 2014 and 2013	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 4.	Controls and Procedures	21
PART II – OTHER INFORMATION		22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 6.	Exhibits	22
SIGNATURES		23
INDEX TO EXHIBITS		24

2

PART I – FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(Amounts in thousands, except share data)	March 31,   2014			June 30,   2013
ASSETS
Current Assets:
Cash and equivalents	$	201,328		$	123,385
Receivables (less allowance for doubtful accounts, March-$417; June-$340)	61,756			56,337
Inventories:
Raw materials	27,460			25,782
Finished goods	40,277			42,027
Total inventories	67,737			67,809
Deferred income taxes and other current assets	33,312			22,550
Current assets of discontinued operations	—			55,977
Total current assets	364,133			326,058
Property, Plant and Equipment:
Land, buildings and improvements	106,207			105,302
Machinery and equipment	231,233			227,885
Total cost	337,440			333,187
Less accumulated depreciation	173,454			165,113
Property, plant and equipment-net	163,986			168,074
Other Assets:
Goodwill	89,840			89,840
Other intangible assets-net	5,613			6,322
Other noncurrent assets	6,693			7,069
Noncurrent assets of discontinued operations	—			22,601
Total	$	630,265		$	619,964
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	40,261		$	36,459
Accrued liabilities	30,452			32,602
Current liabilities of discontinued operations	—			8,116
Total current liabilities	70,713			77,177
Other Noncurrent Liabilities	22,454			23,291
Deferred Income Taxes	18,589			18,274
Shareholders’ Equity:
Preferred stock-authorized 3,050,000 shares; outstanding-none
Common stock-authorized 75,000,000 shares; outstanding – March-27,337,826 shares; June-27,323,721 shares	104,127			102,622
Retained earnings	1,157,912			1,139,213
Accumulated other comprehensive loss	(8,188		)	(8,391		)
Common stock in treasury, at cost	(735,342		)	(732,222		)
Total shareholders’ equity	518,509			501,222
Total	$	630,265		$	619,964

See accompanying notes to condensed consolidated financial statements.

3

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

	Three Months Ended   March 31,						Nine Months Ended   March 31,
(Amounts in thousands, except per share data)	2014			2013			2014			2013
Net Sales	$	241,849		$	247,098		$	782,267		$	768,613
Cost of Sales	189,941			193,265			591,565			581,613
Gross Margin	51,908			53,833			190,702			187,000
Selling, General and Administrative Expenses	23,073			23,113			69,251			69,305
Operating Income	28,835			30,720			121,451			117,695
Interest Income and Other-Net	(204		)	(15		)	(328		)	(6		)
Income From Continuing Operations Before Income Taxes	28,631			30,705			121,123			117,689
Taxes Based on Income	9,731			9,972			41,038			39,230
Income From Continuing Operations	18,900			20,733			80,085			78,459
Discontinued Operations, Net of Tax:
Income from discontinued operations	325			1,100			3,175			5,313
Loss on sale of discontinued operations	(29,601		)	—			(29,601		)	—
Total discontinued operations	(29,276		)	1,100			(26,426		)	5,313
Net (Loss) Income	$	(10,376	)	$	21,833		$	53,659		$	83,772
Income Per Common Share From Continuing Operations:
Basic and diluted	$	0.69		$	0.76		$	2.93		$	2.87
(Loss) Income Per Common Share From Discontinued Operations:
Basic	$	(1.07	)	$	0.04		$	(0.97	)	$	0.20
Diluted	$	(1.07	)	$	0.04		$	(0.97	)	$	0.19
Net (Loss) Income Per Common Share:
Basic	$	(0.38	)	$	0.80		$	1.97		$	3.06
Diluted	$	(0.38	)	$	0.80		$	1.96		$	3.06
Cash Dividends Per Common Share	$	0.44		$	0.38		$	1.28		$	6.12
Weighted Average Common Shares Outstanding:
Basic	27,261			27,259			27,258			27,244
Diluted	27,297			27,287			27,303			27,275

See accompanying notes to condensed consolidated financial statements.

4

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

	Three Months Ended   March 31,						Nine Months Ended   March 31,
(Amounts in thousands)	2014			2013			2014			2013
Net (Loss) Income	$	(10,376	)	$	21,833		$	53,659		$	83,772
Other Comprehensive Income:
Defined Benefit Pension and Postretirement Benefit Plans:
Amortization of loss, before tax	109			166			325			500
Amortization of prior service asset, before tax	(1		)	(1		)	(3		)	(3		)
Total Other Comprehensive Income, Before Tax	108			165			322			497
Tax Attributes of Items in Other Comprehensive Income:
Amortization of loss, tax	(41		)	(62		)	(120		)	(186		)
Amortization of prior service asset, tax	1			1			1			1
Total Tax Expense	(40		)	(61		)	(119		)	(185		)
Other Comprehensive Income, Net of Tax	68			104			203			312
Comprehensive (Loss) Income	$	(10,308	)	$	21,937		$	53,862		$	84,084

See accompanying notes to condensed consolidated financial statements.

5

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended   March 31,
(Amounts in thousands)	2014			2013
Cash Flows From Operating Activities:
Net income	$	53,659		$	83,772
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	15,596			15,124
Deferred income taxes and other noncash changes	5,144			(652		)
Stock-based compensation expense	1,777			2,211
(Gain) loss on sale of property	(6		)	318
Loss on sale of discontinued operations	44,027			—
Pension plan activity	(182		)	(45		)
Changes in operating assets and liabilities:
Receivables	(10,813		)	(19,463		)
Inventories	7,901			18,196
Other current assets	(14,529		)	(5,796		)
Accounts payable and accrued liabilities	(3,779		)	1,243
Net cash provided by operating activities	98,795			94,908
Cash Flows From Investing Activities:
Payments on property additions	(8,143		)	(19,125		)
Proceeds from sale of property	6			1,099
Proceeds from sale of discontinued operations	25,616			—
Other-net	(854		)	(788		)
Net cash provided by (used in) investing activities	16,625			(18,814		)
Cash Flows From Financing Activities:
Purchase of treasury stock	(3,120		)	(609		)
Payment of dividends	(34,960		)	(167,134		)
Excess tax benefit from stock-based compensation	927			624
Decrease in cash overdraft balance	(324		)	—
Net cash used in financing activities	(37,477		)	(167,119		)
Net change in cash and equivalents	77,943			(91,025		)
Cash and equivalents at beginning of year	123,385			191,635
Cash and equivalents at end of period	$	201,328		$	100,610
Supplemental Disclosure of Operating Cash Flows:
Cash paid during the period for income taxes	$	36,941		$	47,416

See accompanying notes to condensed consolidated financial statements.

6

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Note 1 – Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and SEC Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, the interim condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim condensed consolidated financial statements are considered to be of a normal recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. Accordingly, these financial statements should be read in conjunction with the financial statements and notes thereto contained in our 2013 Annual Report on Form 10-K. The current-year and prior-year results reflect the classification of the sold candle manufacturing and marketing operations as discontinued operations. See further discussion in Note 2. Unless otherwise noted, the term “year” and references to a particular year pertain to our fiscal year, which begins on July 1 and ends on June 30; for example, 2014 refers to fiscal 2014, which is the period from July 1, 2013 to June 30, 2014.

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. Purchases of property, plant and equipment included in accounts payable and excluded from the property additions and the change in accounts payable in the Condensed Consolidated Statements of Cash Flows were as follows:

	March 31,
	2014		2013
Construction in progress in accounts payable	$	1,465	$	2,682

Earnings Per Share

Earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock and common stock equivalents (restricted stock and stock-settled stock appreciation rights) outstanding during each period. Unvested shares of restricted stock granted to employees are considered participating securities since employees receive nonforfeitable dividends prior to vesting and, therefore, are included in the earnings allocation in computing EPS under the two-class method. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing income available to common shareholders by the diluted weighted average number of common shares outstanding during the period, which includes the dilutive potential common shares associated with nonparticipating restricted stock and stock-settled stock appreciation rights.

7

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Basic and diluted income per common share from continuing operations were calculated as follows:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Income from continuing operations	$	18,900		$	20,733		$	80,085		$	78,459
Income from continuing operations available to participating securities	(21		)	(28		)	(139		)	(312		)
Income from continuing operations available to common shareholders	$	18,879		$	20,705		$	79,946		$	78,147
Weighted average common shares outstanding – basic	27,261			27,259			27,258			27,244
Incremental share effect from:
Nonparticipating restricted stock	2			2			3			3
Stock-settled stock appreciation rights	34			26			42			28
Weighted average common shares outstanding – diluted	27,297			27,287			27,303			27,275
Income per common share from continuing operations – basic and diluted	$	0.69		$	0.76		$	2.93		$	2.87

Reclassifications Out of Accumulated Other Comprehensive Loss

The following table presents the amounts reclassified out of accumulated other comprehensive loss by component:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Accumulated other comprehensive loss at beginning of period	$	(8,256	)	$	(11,954	)	$	(8,391	)	$	(12,162	)
Defined Benefit Pension Plan Items:
Amortization of unrecognized net loss (1)	115			172			345			516
Postretirement Benefit Plan Items:
Amortization of unrecognized net gain (1)	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset (1)	(1		)	(1		)	(3		)	(3		)
Total other comprehensive income, before tax	108			165			322			497
Total tax expense	(40		)	(61		)	(119		)	(185		)
Other comprehensive income, net of tax	68			104			203			312
Accumulated other comprehensive loss at end of period	$	(8,188	)	$	(11,850	)	$	(8,188	)	$	(11,850	)

(1) Included in the computation of net periodic benefit income/cost. See Notes 8 and 9 for additional information.

Significant Accounting Policies

There were no changes to our Significant Accounting Policies from those disclosed in our 2013 Annual Report on Form 10-K.

8

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Note 2 – Discontinued Operations

On January 30, 2014, we sold effectively all of the net operating assets of our candle manufacturing and marketing operations for approximately $28 million in cash. Net proceeds from the sale, after post-closing adjustments and transaction costs, totaled approximately $25.6 million. The transaction resulted in a pretax loss of approximately $44.0 million and a tax benefit of approximately $14.4 million, which were recorded in the quarter ended March 31, 2014. The financial results of these operations are reported as discontinued operations for all periods presented. Future discontinued operations results may be impacted by potential changes in certain estimated liabilities that were retained in the sale. The discontinued operations, previously included in our Glassware and Candles segment, had net sales of approximately $8.4 million and $89.4 million and $32.4 million and $128.0 million for the three and nine months ended March 31, 2014 and 2013, respectively, and pretax losses of approximately $43.7 million and $39.3 million, including the pretax loss on sale, and pretax income of $1.5 million and $8.0 million for the three and nine months ended March 31, 2014 and 2013, respectively.

At June 30, 2013, the assets and liabilities of our sold operations were as follows:

	June 30,   2013
Cash	$	1
Receivables	14,061
Inventory	41,342
Other current assets	573
Current assets of discontinued operations	55,977
Property, plant and equipment	21,621
Other noncurrent assets	980
Noncurrent assets of discontinued operations	22,601
Total assets of discontinued operations	$	78,578
Accounts payable	$	5,431
Accrued liabilities	2,685
Current liabilities of discontinued operations	$	8,116

Note 3 – Impact of Recently Issued Accounting Standards

There were no recently issued accounting pronouncements that impact our consolidated financial statements.

Note 4 – Goodwill and Other Intangible Assets

Goodwill attributable to the Specialty Foods segment was approximately $89.8 million at March 31, 2014 and June 30, 2013.

The following table summarizes our identifiable other intangible assets, all included in the Specialty Foods segment:

	March 31,   2014			June 30,   2013
Trademarks (40-year life)
Gross carrying value	$	370		$	370
Accumulated amortization	(211		)	(205		)
Net carrying value	$	159		$	165
Customer Relationships (12 to 15-year life)
Gross carrying value	$	13,020		$	13,020
Accumulated amortization	(7,566		)	(6,863		)
Net carrying value	$	5,454		$	6,157
Total net carrying value	$	5,613		$	6,322

9

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Amortization expense for our intangible assets was as follows:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Amortization expense	$	236	$	236	$	709	$	708

Total annual amortization expense for each of the next five years is estimated to be as follows:

2015	$	946
2016	$	775
2017	$	604
2018	$	604
2019	$	604

Note 5 – Long-Term Debt

At March 31, 2014 and June 30, 2013, we had an unsecured credit agreement under which we may borrow, on a revolving credit basis, up to a maximum of $120 million at any one time, with potential to expand the total credit availability to $200 million based on obtaining consent of the issuing banks and certain other conditions. The facility expires on April 18, 2017, and all outstanding amounts are then due and payable. Interest is variable based upon formulas tied to LIBOR or an alternative base rate defined in the credit agreement, at our option. We must also pay facility fees that are tied to our then-applicable consolidated leverage ratio. Loans may be used for general corporate purposes. Based on the long-term nature of this facility, when we have outstanding borrowings under this facility, we will classify the outstanding balance as long-term debt.

At March 31, 2014 and June 30, 2013, we had no borrowings outstanding under this facility. At March 31, 2014, we had approximately $3.7 million of standby letters of credit outstanding, which reduced the amount available for borrowing under the credit agreement. We paid no interest for the three and nine months ended March 31, 2014 and 2013. At March 31, 2014 and June 30, 2013, we were in compliance with all applicable provisions and covenants of this facility, and we exceeded the requirements of the financial covenants by substantial margins. At March 31, 2014, we were not aware of any event that would constitute a default under the facility.

The facility contains certain restrictive covenants, including limitations on indebtedness, asset sales and acquisitions. There are two principal financial covenants: an interest expense test that requires us to maintain an interest coverage ratio not less than 2.5 to 1 at the end of each fiscal quarter; and an indebtedness test that requires us to maintain a consolidated leverage ratio not greater than 3 to 1 at all times. The interest coverage ratio is calculated by dividing Consolidated EBIT (as defined more specifically in the credit agreement) by Consolidated Interest Expense (as defined more specifically in the credit agreement), and the leverage ratio is calculated by dividing Consolidated Debt (as defined more specifically in the credit agreement) by Consolidated EBITDA (as defined more specifically in the credit agreement).

Note 6 – Income Taxes

Prepaid Federal, state and local income taxes of approximately $21.4 million and $7.5 million were included in deferred income taxes and other current assets at March 31, 2014 and June 30, 2013, respectively. The change was due to the impact of the loss on the sale of our candle manufacturing and marketing operations.

The gross tax contingency reserve at March 31, 2014 was approximately $0.9 million and consisted of tax liabilities of approximately $0.5 million and penalties and interest of approximately $0.4 million. We have classified none of the gross tax contingency reserve as current liabilities as none of these amounts are expected to be resolved within the next 12 months. The entire liability of approximately $0.9 million was included in other noncurrent liabilities. We expect that the amount of these liabilities will change within the next 12 months; however, we do not expect the change to have a significant effect on our financial position or results of operations. We recognize interest and penalties related to these tax liabilities in income tax expense.

10

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Note 7 – Stock-Based Compensation

Our shareholders approved the adoption of and subsequent amendments to the Lancaster Colony Corporation 2005 Stock Plan (the “2005 Plan”). The 2005 Plan reserved 2,000,000 common shares for issuance to our employees and directors, and all awards granted under the 2005 Plan will be exercisable at prices not less than fair market value as of the date of the grant. The vesting period for awards granted under the 2005 Plan varies as to the type of award granted, but generally these awards have a maximum term of five years.

Stock-Settled Stock Appreciation Rights

We use periodic grants of stock-settled stock appreciation rights (“SSSARs”) as a vehicle for rewarding certain employees with long-term incentives for their efforts in helping to create long-term shareholder value. We calculate the fair value of SSSARs grants using the Black-Scholes option-pricing model. Our policy is to issue shares upon SSSARs exercise from new shares that had been previously authorized.

In the nine months ended March 31, 2014 and 2013, we granted SSSARs under the terms of our 2005 Plan. The following table summarizes information relating to these grants:

	2014			2013
SSSARs granted	146			108
Weighted average grant date fair value per right	$	11.84		$	9.04
Weighted average assumptions used in fair value calculations:
Risk-free interest rate	0.75		%	0.33		%
Dividend yield	1.97		%	2.09		%
Volatility factor of the expected market price of our common stock	22.35		%	23.23		%
Weighted average expected life in years	3.12			2.67
Weighted average estimated forfeiture rate	3		%	2		%

For these grants, the volatility factor was estimated based on actual historical volatility of our stock for a time period equal to the term of the SSSARs. The expected average life was determined based on historical exercise experience for this type of grant. The SSSARs from each grant vest one-third on the first anniversary of the grant date, one-third on the second anniversary of the grant date and one-third on the third anniversary of the grant date.

We recognize compensation expense over the requisite service period. Compensation expense was reflected in Cost of Sales or Selling, General and Administrative Expenses based on the grantees’ salaries expense classification and was allocated to each segment appropriately. We recorded tax benefits and gross windfall tax benefits related to SSSARs. These windfall tax benefits were included in the financing section of the Condensed Consolidated Statements of Cash Flows. The following table summarizes SSSARs compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	304	$	253	$	804	$	973
Tax benefits	$	106	$	89	$	281	$	341
Intrinsic value of exercises	$	2,343	$	87	$	2,431	$	1,371
Gross windfall tax benefits	$	820	$	41	$	851	$	490

The total fair values of SSSARs vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested rights	$	1,138	$	1,469

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LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

The following table summarizes the activity relating to SSSARs granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Rights		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life in Years	Aggregate Intrinsic Value
Outstanding at beginning of period	374		$	66.42
Exercised	(136	)	$	63.59
Granted	146		$	89.16
Forfeited	(11	)	$	68.32
Outstanding at end of period	373		$	76.27	3.77	$	8,635
Exercisable and vested at end of period	98		$	64.62	2.47	$	3,410
Vested and expected to vest at end of period	366		$	76.23	3.76	$	8,485

At March 31, 2014, there was approximately $2.3 million of unrecognized compensation expense related to SSSARs that we will recognize over a weighted-average period of approximately 2.45 years.

Restricted Stock

We use periodic grants of restricted stock as a vehicle for rewarding our nonemployee directors and certain employees with long-term incentives for their efforts in helping to create long-term shareholder value.

In the nine months ended March 31, 2014 and 2013, we granted shares of restricted stock to various employees under the terms of the 2005 Plan. The following table summarizes information relating to these grants:

	Nine Months Ended   March 31,
	2014			2013
Employees
Restricted stock granted	24			8
Grant date fair value	$	2,190		$	572
Weighted average grant date fair value per award	$	89.21		$	72.67
Weighted average estimated forfeiture rate	5		%	3		%

The restricted stock under these employee grants vests on the third anniversary of the grant date. Under the terms of our grants, employees receive dividends on unforfeited restricted stock regardless of their vesting status. Approximately 6,000 and 23,000 shares of employee restricted stock vested in the nine months ended March 31, 2014 and 2013, respectively.

In November 2013 and 2012, we granted shares of restricted stock to our seven nonemployee directors under the terms of the 2005 Plan. The following table summarizes information relating to each of these grants:

	Nine Months Ended   March 31,
	2014		2013
Nonemployee directors
Restricted stock granted	6		7
Grant date fair value	$	490	$	490
Weighted average grant date fair value per award	$	84.42	$	73.29

12

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

The 2014 grant vests over a one-year period, and all of these shares are expected to vest. Dividends earned on the stock during the vesting period will be paid to the directors at the time the stock vests. Approximately 7,000 shares of nonemployee director restricted stock vested in the nine months ended March 31, 2014 and 2013 and the directors were paid the related dividends.

We recognize compensation expense over the requisite service period. Compensation expense was reflected in Cost of Sales or Selling, General and Administrative Expenses based on the grantees’ salaries expense classification and was allocated to each segment appropriately. We recorded tax benefits and gross windfall tax benefits related to restricted stock. These windfall tax benefits were included in the financing section of the Condensed Consolidated Statements of Cash Flows. The following table summarizes restricted stock compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	366	$	303	$	1,027	$	1,086
Tax benefits	$	155	$	106	$	386	$	380
Gross windfall tax benefits	$	68	$	124	$	76	$	134

The total fair values of restricted stock vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested shares	$	877	$	1,837

The following table summarizes the activity relating to restricted stock granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Shares		Weighted Average Grant Date Fair Value
Unvested restricted stock at beginning of period	45		$	68.16
Granted	30		$	88.30
Vested	(13	)	$	65.80
Forfeited	(2	)	$	67.47
Unvested restricted stock at end of period	60		$	78.89

At March 31, 2014, there was approximately $3.1 million of unrecognized compensation expense related to restricted stock that we will recognize over a weighted-average period of approximately 2.28 years.

Note 8 – Pension Benefits

We sponsor multiple defined benefit pension plans that have covered certain union workers. However, as a result of prior-years' restructuring activities, for all periods presented, we no longer have any active employees continuing to accrue service cost or otherwise eligible to receive plan benefits. Benefits being paid under the plans are primarily based on negotiated rates and years of service. We contribute to these plans at least the minimum amount required by regulation.

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LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

The following table summarizes the components of net periodic benefit income for our pension plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit income
Interest cost	$	439		$	408		$	1,315		$	1,224
Expected return on plan assets	(614		)	(595		)	(1,842		)	(1,785		)
Amortization of unrecognized net loss	115			172			345			516
Net periodic benefit income	$	(60	)	$	(15	)	$	(182	)	$	(45	)

For the three and nine months ended March 31, 2014, we made no pension plan contributions and we do not expect to make any contributions to our pension plans during 2014.

Note 9 – Postretirement Benefits

We and certain of our operating subsidiaries provide multiple postretirement medical and life insurance benefit plans. We recognize the cost of benefits as the employees render service. Postretirement benefits are funded as incurred.

The following table summarizes the components of net periodic benefit cost for our postretirement plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit cost
Service cost	$	8		$	8		$	24		$	24
Interest cost	33			28			97			84
Amortization of unrecognized net gain	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset	(1		)	(1		)	(3		)	(3		)
Net periodic benefit cost	$	34		$	29		$	98		$	89

For the three and nine months ended March 31, 2014, we made approximately $28,000 and $93,000, respectively, in contributions to our postretirement medical and life insurance benefit plans. We expect to make approximately $0.1 million more in contributions to our postretirement medical and life insurance benefit plans during the remainder of 2014.

Note 10 – Commitments and Contingencies

At March 31, 2014, we were a party to various claims and litigation matters arising in the ordinary course of business. Such matters did not have a material effect on the current-year results of operations and, in our opinion, their ultimate disposition will not have a material effect on our consolidated financial statements.

The Continued Dumping and Subsidy Offset Act of 2000 (“CDSOA”) provides for the distribution of monies collected by U.S. Customs from anti-dumping cases to qualifying domestic producers. Our CDSOA receipts totaled approximately $0.1 million in the second quarter of 2014, as compared to approximately $0.3 million in the second quarter of 2013. These receipts are included in income from discontinued operations in the Condensed Consolidated Statements of Income.

As of January 30, 2014, we sold substantially all of the net operating assets of our candle manufacturing and marketing operations to an unaffiliated buyer. While we retained the right to seek further CDSOA remittances relating to past periods, we are currently unaware of any funds made available to manufacturers who may have otherwise qualified for CDSOA remittances but have exited the applicable business. Accordingly, we cannot predict the amount of future distributions, if any, we may receive. U.S. Customs has advised affected domestic producers that it is possible that CDSOA distributions which we received could be subject to clawback until the resolution of outstanding litigation. We believe that the likelihood of clawback is remote. Any change in CDSOA distributions could affect our earnings and cash flow.

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LANCASTER COLONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in thousands, except per share data)

Note 11 – Business Segments Information

The following summary of financial information by business segment is consistent with the basis of segmentation and measurement of segment profit or loss presented in our June 30, 2013 consolidated financial statements and excludes the results of the Glassware and Candles segment, which are classified as discontinued operations. The March 31, 2014 identifiable assets by reportable segment are generally consistent with that of June 30, 2013, as reflective of discontinued operations.

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Net Sales
Specialty Foods	$	241,849		$	247,098		$	782,267		$	768,613
Operating Income
Specialty Foods	$	31,408		$	33,648		$	130,364		$	126,790
Corporate Expenses	(2,573		)	(2,928		)	(8,913		)	(9,095		)
Total	$	28,835		$	30,720		$	121,451		$	117,695

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

LANCASTER COLONY CORPORATION AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Our fiscal year begins on July 1 and ends on June 30. Unless otherwise noted, references to “year” pertain to our fiscal year; for example, 2014 refers to fiscal 2014, which is the period from July 1, 2013 to June 30, 2014.

The following discussion should be read in conjunction with our condensed consolidated financial statements and the notes thereto, all included elsewhere in this report. The forward-looking statements in this section and other parts of this report involve risks, uncertainties and other factors, including statements regarding our plans, objectives, goals, strategies, and financial performance. Our actual results could differ materially from the results anticipated in these forward-looking statements due to these factors. For more information, see the section below entitled “Forward-Looking Statements.”

OVERVIEW

Business Overview

Lancaster Colony Corporation is a manufacturer and marketer of specialty food products for the retail and foodservice markets.

In recent years, our strategy has shifted away from operating businesses in a variety of industries towards emphasizing the growth and success we have achieved in our Specialty Foods segment. Consistent with this strategy, on January 30, 2014, we sold effectively all of the net operating assets of our candle manufacturing and marketing operations for approximately $28 million in cash. Net proceeds from the sale, after post-closing adjustments and transaction costs, totaled approximately $25.6 million. The transaction resulted in a pretax loss of approximately $44.0 million and a tax benefit of approximately $14.4 million, which were recorded in the quarter ended March 31, 2014. The financial results of these operations are reported as discontinued operations for all periods presented.

Prior to the divestiture noted above, our operations were organized in two reportable segments: “Specialty Foods” and “Glassware and Candles.” With the completion of the sale, our business operations are now exclusive to the manufacturing and marketing of specialty food products. Our sales are predominately domestic.

We view our food operations as having the potential to achieve future growth in sales and profitability due to attributes such as:

• leading retail market positions in several branded products with a high-quality perception;

• a broad customer base in both retail and foodservice accounts;

• well-regarded culinary expertise among foodservice accounts;

• recognized leadership in foodservice product development;

• experience in integrating complementary business acquisitions; and

• historically strong cash flow generation that supports growth opportunities.

The objective of our food operations is to grow both retail and foodservice sales over time by:

• leveraging the strength of our retail brands to increase current product sales, introduce new products and expand to new channels;

• growing our foodservice sales through the strength of our reputation in product development and quality; and

• pursuing acquisitions that meet our strategic criteria.

We have made substantial capital investments to support our existing food operations and future growth opportunities. Based on our current plans and expectations, we believe that our total capital expenditures for 2014 could total approximately $15 million, depending on the timing and approval of certain projects currently being evaluated.

Summary of 2014 Results

The following is a comparative overview of our consolidated operating results for the three and nine months ended March 31, 2014 and 2013. The current-year and prior-year results reflect the classification of the Glassware and Candles segment as discontinued operations.

Net sales for the three months ended March 31, 2014decreased 2% to approximately $241.8 million from the prior-year total of $247.1 million. This sales decrease reflects lower retail sales. The third quarter gross margin decreased 4% to

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approximately $51.9 million from the prior-year total of $53.8 million. The lower level of net retail sales led to this decline. Income from continuing operations for the three months ended March 31, 2014 totaled approximately $18.9 million, or $0.69 per diluted share. Income from continuing operations totaled approximately $20.7 million in the third quarter of the prior year, or $0.76 per diluted share.

Year-to-date net sales for the period ended March 31, 2014increased 2% to approximately $782.3 million from the prior-year total of $768.6 million. Greater sales volumes to the foodservice channel drove this increase. Consistent with the growth in net sales, gross margin increased 2% to approximately $190.7 million from the prior year-to-date total of $187.0 million. Income from continuing operations for the nine months ended March 31, 2014 totaled approximately $80.1 million, or $2.93 per diluted share. Income from continuing operations totaled approximately $78.5 million in the nine months ended March 31, 2013, or $2.87 per diluted share.

RESULTS OF CONSOLIDATED OPERATIONS

Net Sales and Gross Margin

	Three Months Ended   March 31,											Nine Months Ended   March 31,
(Dollars in thousands)	2014			2013			Change					2014			2013			Change
Net Sales - Specialty Foods	$	241,849		$	247,098		$	(5,249	)	(2	)%	$	782,267		$	768,613		$	13,654	2	%
Gross Margin	$	51,908		$	53,833		$	(1,925	)	(4	)%	$	190,702		$	187,000		$	3,702	2	%
Gross Margin as a Percentage of Net Sales	21.5		%	21.8		%						24.4		%	24.3		%

Net sales for the third quarter and nine months ended March 31, 2014decreased 2% and increased 2%, respectively. Retail sales declined approximately 8% during the quarter ended March 31, 2014 on lower sales of frozen retail products, influenced in part by the later Easter holiday as well as by challenging market conditions. Year to date, retail sales declined less than 1%. Foodservice sales improved in both comparative periods, primarily due to higher volume, especially to larger chain restaurants, and in spite of lower pricing, which totaled approximately 1% of segment net sales. The segment's overall sales volume, as measured by pounds shipped, is estimated to have improved by approximately 2% and 3% for the three and nine months ended March 31, 2014, respectively.

Gross margin percentages were generally flat for the three and nine months ended March 31, 2014, as the benefit from lower raw-material costs was largely offset by a less favorable sales mix, the reduced foodservice pricing and higher freight costs associated with adverse weather conditions occurring during the most recent three-month period. For the nine months ended March 31, 2014, margins were also adversely affected by higher levels of trade promotional costs. We estimate that lower material costs beneficially affected the segment's gross margins by approximately two percent and one percent of net sales for the three and nine months ended March 31, 2014, respectively.

Selling, General and Administrative Expenses

	Three Months Ended   March 31,											Nine Months Ended   March 31,
(Dollars in thousands)	2014			2013			Change					2014			2013			Change
SG&A Expenses	$	23,073		$	23,113		$	(40	)	—	%	$	69,251		$	69,305		$	(54	)	—	%
SG&A Expenses as a Percentage of Net Sales	9.5		%	9.4		%						8.9		%	9.0		%

Consolidated selling, general and administrative costs totaled approximately $23.1 million and $69.3 million for the three and nine months ended March 31, 2014, respectively, compared to the $23.1 million and $69.3 million incurred for the three and nine months ended March 31, 2013. These costs were generally consistent as a percentage of net sales compared to the same periods in the prior year.

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Operating Income

The foregoing factors contributed to consolidated operating income totaling approximately $28.8 million and $121.5 million for the three and nine months ended March 31, 2014, respectively. Our operating income can be summarized as follows:

	Three Months Ended   March 31,											Nine Months Ended   March 31,
(Dollars in thousands)	2014			2013			Change					2014			2013			Change
Operating Income
Specialty Foods	$	31,408		$	33,648		$	(2,240	)	(7	)%	$	130,364		$	126,790		$	3,574	3	%
Corporate Expenses	(2,573		)	(2,928		)	355			(12	)%	(8,913		)	(9,095		)	182		(2	)%
Total	$	28,835		$	30,720		$	(1,885	)	(6	)%	$	121,451		$	117,695		$	3,756	3	%
Operating Income as a Percentage of Net Sales
Specialty Foods	13.0		%	13.6		%						16.7		%	16.5		%
Total	11.9		%	12.4		%						15.5		%	15.3		%

Looking forward, for the final quarter of 2014, we foresee the benefit of higher sales from the shift in Easter-related retail sales as well as modestly favorable material-cost comparisons positively affecting operating margins. However, we also anticipate that the quarter’s operating margins will be adversely affected by continued lower levels of pricing to the foodservice channel, significant introductory costs associated with new retail products being introduced, and a higher level of consumer marketing programs being incurred than a year ago.

Interest Income and Other – Net

Interest income and other was expense of approximately $0.2 million and $0.3 million for the three and nine months ended March 31, 2014, respectively, as compared to expense of less than $0.1 million for the three and nine months ended March 31, 2013.

Income From Continuing Operations Before Income Taxes

As impacted by the factors discussed above, income from continuing operations before income taxes for the three months ended March 31, 2014decreased by approximately $2.1 million to $28.6 million from the prior-year total of $30.7 million. Income from continuing operations before income taxes for the nine months ended March 31, 2014 and 2013 was approximately $121.1 million and $117.7 million, respectively. Our effective tax rate of 34.0% and 33.9% for the three and nine months ended March 31, 2014, respectively, increased over the comparable prior-year rates of 32.5% and 33.3%. This increase reflects the prior-year period having been influenced by an increased deduction for dividends paid to our frozen ESOP Plan due to the $5.00 per share special dividend paid in December 2012.

Income From Continuing Operations

Third quarter income from continuing operations for 2014 of approximately $18.9 milliondecreased from the preceding year's income from continuing operations for the quarter of $20.7 million, as influenced by the factors noted above. Income from continuing operations per share for the third quarter of 2014 totaled approximately $0.69 per basic and diluted share, as compared to $0.76 per basic and diluted share recorded in the prior year. Year-to-date income from continuing operations of approximately $80.1 millionincreased from the prior year-to-date total of $78.5 million. Year-to-date income from continuing operations per share was approximately $2.93 per basic and diluted share compared to $2.87 per basic and diluted share for the prior-year period.

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Discontinued Operations

Loss from discontinued operations, net of tax, totaled approximately $29.3 million and $26.4 million for the three and nine months ended March 31, 2014, respectively. These amounts included an after-tax loss of approximately $29.6 million on the January 2014 sale of our candle manufacturing and marketing operations. Income from discontinued operations, net of tax, totaled approximately $1.1 million and $5.3 million for the three and nine months ended March 31, 2013, respectively. The current-year decline in such income from that of the comparable prior-year periods generally reflected lower seasonal sales volumes of candles. Loss from discontinued operations per share for the third quarter of 2014 totaled approximately $1.07 per basic and diluted share, as compared to income of $0.04 per basic and diluted share in the third quarter of 2013. Year-to-date loss from discontinued operations per share was approximately $0.97 per basic and diluted share compared to income of $0.20 per basic share and $0.19 per diluted share for the prior-year period.

Net (Loss) Income

The third quarter results reflected a net loss for 2014 of approximately $10.4 million compared to the preceding year’s net income for the quarter of $21.8 million, as influenced by the factors noted above. Year-to-date net income of approximately $53.7 million was lower than the prior year-to-date total of $83.8 million. Net loss per share for the third quarter of 2014 totaled approximately $0.38 per basic and diluted share, as compared to net income of $0.80 per basic and diluted share in the prior year. Year-to-date net income per share was approximately $1.97 and $1.96 per basic and diluted share, respectively, as compared to $3.06 per basic and diluted share for the prior-year period.

FINANCIAL CONDITION

The current-year and prior-year balance sheets reflect the classification of the Glassware and Candles segment as discontinued operations.

For the nine months ended March 31, 2014, net cash provided by operating activities totaled approximately $98.8 million as compared to $94.9 million in the prior-year period. Not considering tax benefits to be realized due to the loss on the sale, cash provided by operating activities related to discontinued operations was approximately $5.0 million and $9.0 million for the nine months ended March 31, 2014 and 2013, respectively, including approximately $1.4 million and $1.9 million of depreciation and amortization for those periods. See Note 2 for further information regarding the sale of our candle manufacturing and marketing operations. Cash provided by continuing operations was also impacted by the relative changes in working capital, particularly prepaid assets and accrued liabilities and the change in net income.

Cash provided by investing activities for the nine months ended March 31, 2014 was approximately $16.6 million as compared to cash used of $18.8 million in the prior year. This increase resulted from the impact of the proceeds received on the sale of our discontinued operations as well as a lower level of capital expenditures in 2014. Cash used in investing activities related to discontinued operations was approximately $1.0 million for both of the nine months ended March 31, 2014 and 2013.

Cash used in financing activities for the nine months ended March 31, 2014 of approximately $37.5 milliondecreased from the prior-year total of $167.1 million. This decrease was primarily due to lower dividend payments in the current year. Prior-year dividend payments included a $5.00 per share special dividend that was paid in December 2012. The special dividend payment totaled in excess of $136 million. The lower dividend payments were partially offset by a higher level of share repurchases in the current year. At March 31, 2014, approximately 1,426,000 shares remained authorized for future buyback under the existing share repurchase program.

Under our unsecured revolving credit facility, we may borrow up to a maximum of $120 million at any one time. Loans may be used for general corporate purposes. We had no borrowings outstanding under this facility at March 31, 2014. At March 31, 2014, we had approximately $3.7 million of standby letters of credit outstanding, which reduced the amount available for borrowing on the unsecured revolving credit facility. The facility expires in April 2017, and all outstanding amounts are then due and payable. Interest is variable based upon formulas tied to LIBOR or an alternative base rate defined in the credit agreement, at our option. We must also pay facility fees that are tied to our then-applicable consolidated leverage ratio. Based on the long-term nature of this facility, when we have outstanding borrowings under this facility, we will classify the outstanding balance as long-term debt.

The facility contains certain restrictive covenants, including limitations on indebtedness, asset sales and acquisitions, and financial covenants relating to interest coverage and leverage. At March 31, 2014, we were in compliance with all applicable provisions and covenants of the facility, and we exceeded the requirements of the financial covenants by substantial margins.

We currently expect to remain in compliance with the facility’s covenants for the foreseeable future. A default under the facility could accelerate the repayment of any outstanding indebtedness and limit our access to additional credit available under the facility. Such an event could require curtailment of cash dividends or share repurchases, reduce or delay beneficial

19

expansion or investment plans, or otherwise impact our ability to meet our obligations when due. At March 31, 2014, we were not aware of any event that would constitute a default under the facility.

We believe that internally generated funds and our existing balances in cash and equivalents, in addition to our currently available bank credit arrangements, should be adequate to meet our cash requirements through calendar 2014. If we were to borrow outside of our credit facility under current market terms, our average interest rate may increase significantly and have an adverse effect on our results of operations.

For additional information regarding our credit facility, see Note 5 to the condensed consolidated financial statements.

CONTRACTUAL OBLIGATIONS

We have various contractual obligations that are appropriately recorded as liabilities in our condensed consolidated financial statements. Certain other items, such as purchase obligations, are not recognized as liabilities in our condensed consolidated financial statements. Examples of items not recognized as liabilities in our condensed consolidated financial statements are commitments to purchase raw materials or inventory that has not yet been received as of March 31, 2014 and future minimum lease payments for the use of property and equipment under operating lease agreements. Aside from expected changes in raw-material needs due to changes in product demand, there have been no significant changes to the contractual obligations disclosed in our 2013 Annual Report on Form 10-K.

CRITICAL ACCOUNTING POLICIES

There have been no changes in critical accounting policies from those disclosed in our 2013 Annual Report on Form 10-K.

RECENTLY ISSUED ACCOUNTING STANDARDS

There were no recently issued accounting pronouncements that impact our consolidated financial statements.

RECENTLY ADOPTED ACCOUNTING STANDARDS

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2013-02, “Comprehensive Income: Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” (“ASU 13-02”) which added new disclosure requirements for items reclassified out of accumulated other comprehensive income. ASU 13-02 effectively replaced the requirements outlined in previous ASUs. The requirements of ASU 13-02 were effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. We adopted this guidance in the quarter ended September 30, 2013. The adoption did not have an impact on our financial position, results of operations or cash flows because it related to disclosures only.

FORWARD-LOOKING STATEMENTS

We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). This Quarterly Report on Form 10-Q 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,” “plan,” “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, without limitation, the specific influences outlined below. Management believes these forward-looking statements to be reasonable; however, you should not place undue reliance on such statements that are based on current expectations. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update such forward-looking statements, except as required by law.

Items which could impact these forward-looking statements include, but are not limited to:

• the potential for loss of larger programs or key customer relationships;

• the effect of consolidation of customers within key market channels;

• the success and cost of new product development efforts;

20

• the lack of market acceptance of new products;

• the reaction of customers or consumers to the effect of price increases we may implement;

• changes in demand for our products, which may result from loss of brand reputation or customer goodwill;

• the extent to which future business acquisitions are completed and acceptably integrated;

• the possible occurrence of product recalls or other defective or mislabeled product costs;

• efficiencies in plant operations;

• price and product competition;

• fluctuations in the cost and availability of raw materials;

• adverse changes in energy costs and other factors that may affect costs of producing, distributing or transporting our products;

• the impact of fluctuations in our pension plan asset values on funding levels, contributions required and benefit costs;

• maintenance of competitive position with respect to other manufacturers;

• dependence on key personnel;

• stability of labor relations;

• dependence on contract copackers and limited or exclusive sources for certain goods;

• access to any required financing;

• changes in estimates in critical accounting judgments;

• the outcome of any litigation or arbitration; and

• certain other factors, including the information disclosed in our discussion of risk factors under Item 1A of our 2013 Annual Report on Form 10-K.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Our market risks have not changed materially from those disclosed in our 2013 Annual Report on Form 10-K.

Item 4. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures. As of the end of the period covered by this Quarterly Report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer evaluated, with the participation of management, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of March 31, 2014 to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is 1) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and 2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, in a manner that allows timely decisions regarding required disclosure.

(b) Changes in Internal Control Over Financial Reporting. No changes were made to our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed under Item 1A in our 2013 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(c) In November 2010, our Board of Directors approved a share repurchase authorization of 2,000,000 shares, of which approximately 1,426,000 shares remained authorized for future repurchases at March 31, 2014. This share repurchase authorization does not have a stated expiration date. In the third quarter, we made the following repurchases of our common stock:

Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans	Maximum Number of Shares that May Yet be Purchased Under the Plans
January 1-31, 2014	—	$	—	—	1,427,776
February 1-28, 2014 (1)	1,827	$	89.01	1,827	1,425,949
March 1-31, 2014	—	$	—	—	1,425,949
Total	1,827	$	89.01	1,827	1,425,949

(1) Represents shares that were repurchased in satisfaction of tax withholding obligations arising from the vesting of restricted stock granted to employees under the Lancaster Colony Corporation 2005 stock plan.

Item 6. Exhibits

See Index to Exhibits following Signatures.

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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.

		LANCASTER COLONY CORPORATION
			(Registrant)
Date:	May 12, 2014	By:	/s/ JOHN B. GERLACH, JR.
			John B. Gerlach, Jr.
			Chairman, Chief Executive Officer,
			President and Director
			(Principal Executive Officer)
Date:	May 12, 2014	By:	/s/ JOHN L. BOYLAN
			John L. Boylan
			Treasurer, Vice President,
			Assistant Secretary,
			Chief Financial Officer
			and Director
			(Principal Financial and Accounting Officer)

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LANCASTER COLONY CORPORATION AND SUBSIDIARIES

FORM 10-Q

MARCH 31, 2014

INDEX TO EXHIBITS

Exhibit Number	Description	Located at
10.1*	Form of Restricted Stock Award Agreement for employees and consultants under the Lancaster Colony Corporation 2005 Stock Plan	Filed herewith
10.2*	Form of Stock Appreciation Rights Award Agreement for employees and consultants under the Lancaster Colony Corporation 2005 Stock Plan	Filed herewith
31.1	Certification of CEO under Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	Certification of CFO under Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32	Certification of CEO and CFO under Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith
101.INS	XBRL Instance Document	Filed herewith
101.SCH	XBRL Taxonomy Extension Schema Document	Filed herewith
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith
101.LAB	XBRL Taxonomy Extension Label Linkbase Document	Filed herewith
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith
*Indicates a management contract or compensatory plan, contract or arrangement in which any Director or any Executive Officer participates.

24

EX-10.1

Exhibit 10.1

LANCASTER COLONY CORPORATION

FORM OF RESTRICTED STOCK AWARD AGREEMENT

This Restricted Stock Award Agreement (this “Agreement”) is dated as of February 25, 2014, by and between Lancaster Colony Corporation, an Ohio corporation (the “Company”), and , a Service Provider for the Company (the “Grantee”).

W I T N E S S E T H

WHEREAS, the Company desires to award Restricted Stock to the Grantee in accordance with the provisions of the Amended and Restated 2005 Stock Plan (the “Plan”); and

WHEREAS, the Grantee wishes to accept such award; and

WHEREAS, the execution of this Agreement has been authorized by a resolution of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company that was duly adopted on February 25, 2014; and

WHEREAS, the Company hereby confirms to the Grantee the grant, effective on February 25, 2014 (the “Grant Date”), pursuant to the Plan, of shares of Restricted Stock (“Awarded Shares”) subject to the terms and conditions of the Plan and the terms and conditions described below; and

WHEREAS, the parties hereto understand and agree that any terms used and not defined herein have the same meanings as in the Plan.

NOW, THEREFORE, the Company and the Grantee hereby agree as follows:

1.Provisions of the Plan Controlling. The Grantee specifically understands and agrees that the Awarded Shares are being granted under the Plan, and are being granted to the Grantee as Restricted Stock pursuant to the Plan, copies of which the Grantee acknowledges the Grantee has read and understands and by which the Grantee agrees to be bound. The provisions of the Plan are incorporated herein by reference. In the event of a conflict between the terms and conditions of the Plan and this Agreement, the provisions of the Plan will control.

2.Vesting of Awarded Shares.

(a)Except as provided in Section 2(b) and 2(c), the Awarded Shares shall be forfeited to the Company for no consideration in the event the Grantee (i) voluntarily ceases to retain Continuous Status as an Employee or Consultant prior to the third anniversary of the Grant Date or (ii) ceases to retain Continuous Status as an Employee or Consultant as a result of being terminated by the Company, with or without cause, prior to the third anniversary of the Grant Date.

(b)The Awarded Shares shall be fully vested in the Grantee and no longer subject to a risk of forfeiture pursuant to Section 2(a) upon the occurrence of the earlier of the following events:

(i)the date on which the Grantee dies or ceases to retain Continuous Status as an Employee or Consultant as a result of the Grantee’s Disability; or

(ii)the third anniversary of the Grant Date.

(c)Unless the Board determines otherwise, if Grantee is Retirement Eligible as of the Grant Date:

(i)one third of the Awarded Shares shall be fully vested in the Grantee and no longer subject to a risk of forfeiture pursuant to Section 2(a) if Grantee Retires after the first anniversary of the Grant Date but before the second anniversary of the Grant Date; and

(ii)two thirds of the Awarded Shares shall be fully vested in the Grantee and no longer subject to a risk of forfeiture pursuant to Section 2(a) if Grantee Retires after the second anniversary of the Grant Date but before the third anniversary of the Grant Date.

For purposes of this Agreement: “Retire” shall mean, unless the Board determines otherwise, the Grantee’s termination of his or her employment (other than by death or Disability). “Retirement Eligible” shall mean the Grantee has attained the age of 63 and has achieved ten years of Continuous Status as an Employee or Consultant; “Vesting Date” shall mean the earliest of a Change in Control or the events described in Section 2(b) or Section 2(c).

3. Dividend and Voting Rights.

(a)Dividends payable with respect to the Awarded Shares during the period prior to the Vesting Date shall be paid to the Grantee in the same manner as paid on the Common Stock of the Company, unless the Grantee forfeits the Awarded Shares pursuant to Section 2(a) hereof, in which case the Grantee shall also forfeit the right to receive any dividends not paid prior to such forfeiture.

(b)The Grantee shall have the right to vote any Awarded Shares; provided, that such voting rights shall lapse with respect to any Awarded Shares that are forfeited to the Company pursuant to this Agreement.

4.Additional Shares. If the Company pays a stock dividend or declares a stock split on or with respect to any of its Common Stock, or otherwise distributes securities of the Company to the holders of its Common Stock, the shares of stock or other securities of the Company issued with respect to the Awarded Shares then subject to the restrictions contained in this Agreement shall be held in escrow and shall be distributed to the Grantee on the Vesting Date, unless the Grantee forfeits the Awarded Shares pursuant to Section 2(a) hereof, in which case the Grantee shall also forfeit the right to receive such stock or other securities. If the Company shall distribute to its shareholders shares of stock of another corporation, the shares of stock of such other corporation distributed with respect to the Awarded Shares then subject to the restrictions contained in this Agreement shall be held in escrow and shall be distributed to the Grantee on such Vesting Date, unless the Grantee forfeits the Awarded Shares pursuant to Section 2(a) hereof, in which case the Grantee shall also forfeit the right to receive such stock.

5.Effect of Change in Control. Notwithstanding anything in this Agreement to the contrary, including Section 2, in the event of a Change in Control, the Awarded Shares will be affected in accordance with Section 15 of the Plan.

6.Adjustments. The Awarded Shares shall be subject to adjustment in accordance with Section 15 of the Plan.

7.Legends. To the extent certificates representing the Awarded Shares are issued to the Grantee pursuant to this Agreement, such certificates shall have endorsed thereon legends substantially as follows (or in such other form as counsel for the Company may determine is necessary or appropriate):

“The shares represented by this certificate are subject to restrictions set forth in a Restricted Stock Award Agreement with this Company dated February 25, 2014, a copy of which Agreement is available for inspection at the offices of the Company or will be made available upon request.”

8.Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any delivery of Awarded Shares to the Grantee, and the amounts available to the Company for such withholding are insufficient, it shall be a condition to the receipt of such delivery that the Grantee make arrangements satisfactory to the Company for payment of the balance of such taxes required to be withheld. The Grantee may elect that all or any part of such withholding requirement be satisfied by retention by the Company of a portion of the Awarded Shares to be delivered to the Grantee. If such election is made, the Awarded Shares so retained shall be credited against such withholding requirement at the Fair Market Value of a Share on the date of such delivery, with any fractional Shares that would otherwise be delivered being rounded up to the next nearest whole Share. In no event shall the Fair Market Value of Awarded Shares to be withheld pursuant to this Section 8 to satisfy applicable withholding taxes in connection with the benefit exceed the minimum amount of taxes required to be withheld.

9.Notices. Any notices required or permitted by the terms of this Agreement or the Plan must be in writing, shall be delivered to the Grantee at his or her address on file with the Company or to the Company addressed as follows (or to such other address or addresses of which notice in the same manner has previously been given), and will be deemed to have been duly given (a) when delivered in person, (b) when dispatched by electronic facsimile transfer (if confirmed in writing by mail simultaneously dispatched), (c) one business day after having been dispatched by a nationally recognized overnight courier service or (d) three business days after being sent by registered or certified mail, return receipt requested, postage prepaid:

Lancaster Colony Corporation

37 West Broad Street

Columbus, Ohio 43215

Attention: Corporate Secretary

10.No Employment Contract; Right to Terminate Employment. The grant of the Awarded Shares to the Grantee is a voluntary, discretionary award being made on a one-time basis and it does not constitute a commitment to make any future awards. The grant of the Awarded Shares and any payments made hereunder will not be considered salary or other compensation for purposes of any severance pay or similar allowance, except as otherwise required by law. Nothing in this Agreement will give the Grantee any right to continue employment with the Company or any Subsidiary, as the case may be, or interfere in

any way with the right of the Company or a Subsidiary to terminate the employment of the Grantee at any time.

11.Relation to Other Benefits. Any economic or other benefit to the Grantee under this Agreement or the Plan shall not be taken into account in determining any benefits to which the Grantee may be entitled under any profit‑sharing, retirement or other benefit or compensation plan maintained by the Company or a Subsidiary and shall not affect the amount of any life insurance coverage available to any beneficiary under any life insurance plan covering employees of the Company or a Subsidiary.

12.Information.Information about the Grantee and the Grantee’s participation in the Plan may be collected, recorded and held, used and disclosed for any purpose related to the administration of the Plan. The Grantee understands that such processing of this information may need to be carried out by the Company and its Subsidiaries and by third party administrators whether such persons are located within the Grantee’s country or elsewhere, including the United States of America. The Grantee consents to the processing of information relating to the Grantee and the Grantee’s participation in the Plan in any one or more of the ways referred to above.

13.Benefit of Agreement. Subject to the provisions of the Plan and the other provisions hereof, this Agreement is for the benefit of and is binding on the heirs, executors, administrators, successors and assigns of the parties hereto.

14.Entire Agreement. This Agreement, together with the Plan, embodies the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements and understandings relating to the subject matter hereof. No statement, representation, warranty, covenant or agreement not expressly set forth in this Agreement shall affect or be used to interpret, change or restrict the express terms and provisions of this Agreement; provided, however, in any event, this Agreement shall be subject to and governed by the Plan. The Board shall have authority, subject to the express provisions of the Plan and this Agreement, to establish, amend and rescind rules and regulations relating to the Plan, and to make all other determinations that are, in the judgment of the Board, necessary or desirable for the administration of the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or in this Agreement in the manner and to the extent it shall deem expedient to carry the Plan into effect and it shall be the sole and final judge of such expediency. All actions by the Board under the provisions of this Section 14 shall be conclusive for all purposes.

15.Amendments. Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that no amendment shall adversely affect the rights of the Grantee with respect to the Awarded Shares without the Grantee’s consent.

16.Severability. In the event that one or more of the provisions of this Agreement shall be invalidated for any reason by a court of competent jurisdiction, any provision so invalidated shall be deemed to be separable from the other provisions hereof, and the remaining provisions hereof shall continue to be valid and fully enforceable.

17.Governing Law. This Agreement is made under, and shall be construed in accordance with the internal substantive laws of the State of Ohio.

18.Waivers and Consents. The terms and provisions of this Agreement may be waived, or consent for the departure therefrom granted, only by written document executed by the party entitled to the benefits of such terms or provisions. No such waiver or consent shall be deemed to be or shall

constitute a waiver or consent with respect to any other terms or provisions of this Agreement, whether or not similar. Each such waiver or consent shall be effective only in the specific instance and for the purpose for which it was given, and shall not constitute a continuing waiver or consent.

19.Electronic Delivery and Consent to Electronic Participation. The Company may, in its sole discretion, decide to deliver any documents related to the Awarded Shares and participation in the Plan or future grants of Restricted Stock that may be granted under the Plan by electronic means. Notwithstanding anything in this Agreement to the contrary, Grantee hereby consents to receive such documents by electronic delivery and to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third party designated by the Company, including the acceptance of Restricted Stock grants and the execution of award agreements through electronic signature.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

Executed in the name and on behalf of the Company in Columbus, Ohio as of the 25^th day of February, 2014.

LANCASTER COLONY CORPORATION

By:Matthew R. Shurte

Name: Matthew R. Shurte

Title: General Counsel & Chief Ethics

Officer

ACCEPTANCE OF AGREEMENT

Grantee hereby: (a) acknowledges receiving a copy of the Plan, which has either been previously delivered or is provided with this Agreement, and represents that he or she is familiar with and understands all provisions of the Plan and this Agreement; (b) voluntarily and knowingly accepts this Agreement and the Awarded Shares granted to him or her under this Agreement subject to all provisions of the Plan and this Agreement; and (c) represents that he or she understands that the acceptance of this Agreement through an on-line or electronic system, if applicable, carries the same legal significance as if he or she manually signed the Agreement. Grantee further acknowledges receiving a copy of the Company’s most recent annual report to shareholders and other communications routinely distributed to the Company’s shareholders and a copy of the prospectus pertaining to the Plan.

EX-10.2

Exhibit 10.2

LANCASTER COLONY CORPORATION

FORM OF STOCK APPRECIATION RIGHTS AGREEMENT

This Stock Appreciation Rights Agreement (this “Agreement”) is dated as of February 25, 2014, by and between Lancaster Colony Corporation, an Ohio corporation (the “Company”), and , a Service Provider for the Company (the “Grantee”).

W I T N E S S E T H

WHEREAS, the Company desires to award free-standing Stock Appreciation Rights to the Grantee in accordance with the provisions of the Amended and Restated 2005 Stock Plan (the “Plan”); and

WHEREAS, the Grantee wishes to accept such award; and

WHEREAS, the execution of this Agreement has been authorized by a resolution of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company that was duly adopted on February 25, 2014; and

WHEREAS, the Company hereby confirms to the Grantee the grant, effective on February 25, 2014 (the “Grant Date”), pursuant to the Plan, of free-standing Stock Appreciation Rights (“SARs”) subject to the terms and conditions of the Plan and the terms and conditions described below, which SARs are a right to receive Shares with a Fair Market Value equal to 100% of the Spread at the time of exercise; and

WHEREAS, the parties hereto understand and agree that any terms used and not defined herein have the same meanings as in the Plan.

NOW, THEREFORE, the Company and the Grantee hereby agree as follows:

1. Definitions. As used in this Agreement:

(a)“Base Price” means $, which is not less than the Fair Market Value of a Share on the Grant Date.

(b)“Spread” means the excess of the Fair Market Value of a Share on the date on which a SAR is exercised over the Base Price.

2.Vesting of SARs. The SARs shall become exercisable as follows:

(a)one-third of the SARs shall become exercisable on the first anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;

(b)an additional one-third of the SARs shall become exercisable on the second anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;

(c)the remaining one-third of the SARs shall become exercisable on the third anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;

provided, that notwithstanding anything in this Section 2 to the contrary, if Grantee is Retirement Eligible as of the Grant Date, any SARs that have not become exercisable prior to the date of Grantee’s Retirement shall become exercisable, subject to Section 4, in accordance with the schedule set forth in clauses (a), (b) and (c) of this Section 2 but without regard to whether Grantee has retained Continuous Status as an Employee or Consultant. In calculating the one-third amounts described in Sections 2(a), (b) and (c), fractional SARs shall be rounded down to the nearest whole SAR for each of the first two anniversaries of the Grant Date, and the remaining SARs shall be included with those SARs that become exercisable on the third anniversary of the Grant Date. To the extent exercisable, the SARs may be exercised from time to time in accordance with the Plan and this Agreement. To the extent the SARs or any portion thereof do not become exercisable as provided in this Section 2, such unexercisable SARs or portion thereof shall be forfeited to the Company for no consideration. For purposes of this Agreement: “Retirement” shall mean, unless the Board determines otherwise, the Grantee’s termination of his or her employment (other than by death or Disability) at least six months after the Grant Date. “Retirement Eligible” shall mean the Grantee has attained the age of 63 and has achieved ten years of Continuous Status as an Employee or Consultant.

3. Exercise of SARs.

(a)To the extent exercisable as provided in Section 2 or Section 5 of this Agreement, the SARs may be exercised in whole or in part by delivery to the Company of a statement in form and substance satisfactory to the Committee specifying the number of SARs to be exercised.

(b)Upon exercise, the Company will issue to the Grantee the number of Shares equal to the quotient of (i) the product of (A) the Spread multiplied by (B) the number of SARs exercised divided by (ii) the Fair Market Value of a Share on the date of exercise, with such quotient rounded down to the nearest whole Share.

4.Termination of SARs. The SARs shall terminate upon the earliest to occur of the following:

(a)90 days after the Grantee ceases to retain Continuous Status as an Employee or Consultant other than upon the Grantee’s death or Disability or Retirement;

(b)180 days after the Grantee ceases to retain Continuous Status as an Employee or Consultant as a result of the Grantee’s Disability;

(c)One year after the Grantee ceases to retain Continuous Status as an Employee or Consultant as a result of the Grantee’s death; and

(d)Five years from the Grant Date.

5.Effect of Change in Control. Notwithstanding anything in this Agreement to the contrary, including Section 2, in the event of a Change in Control, the SARs will be affected in accordance with Section 15 of the Plan.

6.Transferability. No SAR may be transferred by the Grantee other than by will or the laws of descent and distribution. The SARs may be exercised during a Grantee’s lifetime only by the Grantee or, in the event of the Grantee legal incapacity, by the Grantee’s guardian or legal representative acting in a fiduciary capacity on behalf of the Grantee under state law and court supervision. The SARs may be exercised after the Grantee’s death by (a) the Grantee’s designated beneficiary, provided such beneficiary has been designated prior to the Grantee’s death in a form acceptable to the Committee, or (b) the personal representative of the Grantee’s estate or by the person(s) to whom the SARs are transferred pursuant to the Grantee’s will or in accordance with the laws of descent and distribution.

7.Compliance with Law. The SARs shall not be exercisable if such exercise would involve a violation of any applicable federal or state securities law, and the Company hereby agrees to make reasonable efforts to comply with any applicable federal and state securities law.

8.Adjustments. The SARs shall be subject to adjustment in accordance with Section 15 of the Plan.

9.Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with the exercise of the SARs, and the amounts available to the Company for such withholding are insufficient, it shall be a condition to such exercise that the Grantee make arrangements satisfactory to the Company for payment of the balance of such taxes required to be withheld. The Grantee may elect that all or any part of such withholding requirement be satisfied by retention by the Company of a portion of the Shares to be delivered to the Grantee. If such election is made, the Shares so retained shall be credited against such withholding requirement at the Fair Market Value of a Share on the date of such delivery, with any fractional Shares that would otherwise be delivered being rounded up to the next nearest whole Share. In no event shall the Fair Market Value of Shares to be withheld pursuant to this Section 9 to satisfy applicable withholding taxes in connection with the benefit exceed the minimum amount of taxes required to be withheld.

10.Notices. Any notices required or permitted by the terms of this Agreement or the Plan must be in writing, shall be delivered to the Grantee at his or her address on file with the Company or to the Company addressed as follows (or to such other address or addresses of which notice in the same manner has previously been given), and will be deemed to have been duly given (a) when delivered in person, (b) when dispatched by electronic facsimile transfer (if confirmed in writing by mail simultaneously dispatched), (c) one business day after having been dispatched by a nationally recognized overnight courier service or (d) three business days after being sent by registered or certified mail, return receipt requested, postage prepaid:

Lancaster Colony Corporation

37 West Broad Street

Columbus, Ohio 43215

Attention: Corporate Secretary

11.No Employment Contract; Right to Terminate Employment. The grant of SARs to the Grantee is a voluntary, discretionary award being made on a one-time basis and it does not constitute a commitment to make any future awards. The grant of the SARs and any payments made hereunder will

not be considered salary or other compensation for purposes of any severance pay or similar allowance, except as otherwise required by law. Nothing in this Agreement will give the Grantee any right to continue employment with the Company or any Subsidiary, as the case may be, or interfere in any way with the right of the Company or a Subsidiary to terminate the employment of the Grantee at any time.

12.Relation to Other Benefits. Any economic or other benefit to the Grantee under this Agreement or the Plan shall not be taken into account in determining any benefits to which the Grantee may be entitled under any profit‑sharing, retirement or other benefit or compensation plan maintained by the Company or a Subsidiary and shall not affect the amount of any life insurance coverage available to any beneficiary under any life insurance plan covering employees of the Company or a Subsidiary.

13.Information.Information about the Grantee and the Grantee’s participation in the Plan may be collected, recorded and held, used and disclosed for any purpose related to the administration of the Plan. The Grantee understands that such processing of this information may need to be carried out by the Company and its Subsidiaries and by third party administrators whether such persons are located within the Grantee’s country or elsewhere, including the United States of America. The Grantee consents to the processing of information relating to the Grantee and the Grantee’s participation in the Plan in any one or more of the ways referred to above.

14.Amendments. Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that no amendment shall adversely affect the rights of the Grantee with respect to the SARs without the Grantee’s consent.

15.Severability. In the event that one or more of the provisions of this Agreement shall be invalidated for any reason by a court of competent jurisdiction, any provision so invalidated shall be deemed to be separable from the other provisions hereof, and the remaining provisions hereof shall continue to be valid and fully enforceable.

16.Governing Law. This Agreement is made under, and shall be construed in accordance with the internal substantive laws of the State of Ohio.

17.Provisions of the Plan Controlling. The Grantee specifically understands and agrees that the SARs are being granted under the Plan, copies of which Plan the Grantee acknowledges the Grantee has read, understands and by which the Grantee agrees to be bound. The provisions of the Plan are incorporated herein by reference. In the event of a conflict between the terms and conditions of the Plan and this Agreement, the provisions of the Plan will control. The Board shall have authority, subject to the express provisions of the Plan and this Agreement, to establish, amend and rescind rules and regulations relating to the Plan, and to make all other determinations that are, in the judgment of the Board, necessary or desirable for the administration of the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or in this Agreement in the manner and to the extent it shall deem expedient to carry the Plan into effect and it shall be the sole and final judge of such expediency. All actions by the Board under the provisions of this Section 17 shall be conclusive for all purposes.

18.Electronic Delivery and Consent to Electronic Participation. The Company may, in its sole discretion, decide to deliver any documents related to the SARs and participation in the Plan or future grants of Stock Appreciation Rights that may be granted under the Plan by electronic means. Notwithstanding anything in this Agreement to the contrary, Grantee hereby consents to receive such documents by electronic delivery and to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third party designated by the Company, including

the acceptance of Stock Appreciation Rights grants and the execution of award agreements through electronic signature.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

Executed in the name and on behalf of the Company in Columbus, Ohio as of the 25^th day of February, 2014.

LANCASTER COLONY CORPORATION

By:Matthew R. Shurte

Name: Matthew R. Shurte

Title: General Counsel & Chief Ethics Officer

ACCEPTANCE OF AGREEMENT

Grantee hereby: (a) acknowledges receiving a copy of the Plan, which has either been previously delivered or is provided with this agreement, and represents that he or she is familiar with and understands all provisions of the Plan and this Agreement; (b) voluntarily and knowingly accepts this Agreement and the SARs granted to him or her under this Agreement subject to all provisions of the Plan and this Agreement; and (c) represents that he or she understands that the acceptance of this Agreement through an on-line or electronic system, if applicable, carries the same legal significance as if he or she manually signed the Agreement. Grantee further acknowledges receiving a copy of the Company’s most recent annual report to shareholders and other communications routinely distributed to the Company’s shareholders and a copy of the prospectus pertaining to the Plan.

EX-31.1

Exhibit 31.1

Certification by Chief Executive Officer

I, John B. Gerlach, Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of Lancaster Colony Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 12, 2014	By:	/s/ JOHN B. GERLACH, JR.
			John B. Gerlach, Jr. Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification by Chief Financial Officer

I, John L. Boylan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Lancaster Colony Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 12, 2014	By:	/s/ JOHN L. BOYLAN
			John L. Boylan
			Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18, UNITED STATES CODE, SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Lancaster Colony Corporation (the “Company”) on Form 10-Q for the quarter ending March 31, 2014, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), John B. Gerlach, Jr., Chief Executive Officer of the Company, and John L. Boylan, Chief Financial Officer of the Company, respectively, do each hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ JOHN B. GERLACH, JR.
	John B. Gerlach, Jr.
	Chief Executive Officer
May 12, 2014
By:	/s/ JOHN L. BOYLAN
	John L. Boylan
	Chief Financial Officer
May 12, 2014

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Stock-Based Compensation (Stock-Settled Stock Appreciation Rights Compensation Expense And Tax Benefits Recorded) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense			$ 1,777	$ 2,211
Gross windfall tax benefits			927	624
Stock Settled Stock Appreciation Rights SARS [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	304	253	804	973
Tax benefits	106	89	281	341
Intrinsic value of exercises	2,343	87	2,431	1,371
Gross windfall tax benefits	$ 820	$ 41	$ 851	$ 490

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Pension Benefits (Components Of Net Periodic Benefit Income) (Details) (Pension Benefits [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Mar. 31, 2014		Mar. 31, 2013		Mar. 31, 2014		Mar. 31, 2013
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Interest cost	$ 439		$ 408		$ 1,315		$ 1,224
Expected return on plan assets	(614)		(595)		(1,842)		(1,785)
Amortization of unrecognized net loss	115	[1]	172	[1]	345	[1]	516	[1]
Net periodic benefit (income) cost	$ (60)		$ (15)		$ (182)		$ (45)

[1] Included in the computation of net periodic benefit income/cost. See Notes 8 and 9 for additional information.

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Stock-Based Compensation (Restricted Stock Activity) (Details) (Restricted Stock [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of Shares, Unvested restricted stock at beginning of period	45
Number of Shares, Granted	30
Number of Shares, Vested	(13)
Number of Shares, Forfeited	(2)
Number of Shares, Unvested restricted stock at end of period	60
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
Weighted Average Grant Date Fair Value, Unvested restricted stock at beginning of period	$ 68.16
Weighted Average Grant Date Fair Value, Granted	$ 88.30
Weighted Average Grant Date Fair Value, Vested	$ 65.80
Weighted Average Grant Date Fair Value, Forfeited	$ 67.47
Weighted Average Grant Date Fair Value, Unvested restricted stock at end of period	$ 78.89

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Goodwill And Other Intangible Assets (Schedule Of Amortization Expense) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 236	$ 236	$ 709	$ 708

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Business Segments Information (Tables)

9 Months Ended

Mar. 31, 2014

Segment Reporting [Abstract]

Summary Of Financial Information Attributable To Reportable Segments

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Net Sales
Specialty Foods	$	241,849		$	247,098		$	782,267		$	768,613
Operating Income
Specialty Foods	$	31,408		$	33,648		$	130,364		$	126,790
Corporate Expenses	(2,573		)	(2,928		)	(8,913		)	(9,095		)
Total	$	28,835		$	30,720		$	121,451		$	117,695

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Postretirement Benefits (Components Of Net Periodic Benefit Cost) (Details) (Postretirement Benefits [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Mar. 31, 2014		Mar. 31, 2013		Mar. 31, 2014		Mar. 31, 2013
Postretirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 8		$ 8		$ 24		$ 24
Interest cost	33		28		97		84
Amortization of unrecognized net (gain) loss	(6)	[1]	(6)	[1]	(20)	[1]	(16)	[1]
Amortization of prior service asset	(1)	[1]	(1)	[1]	(3)	[1]	(3)	[1]
Net periodic benefit (income) cost	$ 34		$ 29		$ 98		$ 89

[1] Included in the computation of net periodic benefit income/cost. See Notes 8 and 9 for additional information.

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Stock-Based Compensation (Employee Restricted Stock Grant Details) (Details) (Employee Restricted Stock [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Employee Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted (in shares)	24	8
Grant date fair value	$ 2,190	$ 572
Weighted average grant date fair value per award	$ 89.21	$ 72.67
Weighted average estimated forfeiture rate	5.00%	3.00%

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Stock-Based Compensation (Narrative) (Details) (USD $) In Millions, except Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Stock Settled Stock Appreciation Rights SARS [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Unrecognized compensation cost	$ 2.3
Weighted-average period over which remaining compensation cost will be recognized	2 years 5 months 12 days
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 3.1
Weighted-average period over which remaining compensation cost will be recognized	2 years 3 months 11 days
Number vested	13,000
Director Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	1 year
Number vested	7,000	7,000
Number of nonemployee directors	7	7
Employee Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Number vested	6,000	23,000
2005 Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for issuance to employees and directors	2,000,000
Maximum term of stock awards granted	5 years

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Business Segments Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Business Segment Information [Line Items]
Net Sales	$ 241,849	$ 247,098	$ 782,267	$ 768,613
Operating Income	28,835	30,720	121,451	117,695
Specialty Foods [Member]
Business Segment Information [Line Items]
Net Sales	241,849	247,098	782,267	768,613
Operating Income	31,408	33,648	130,364	126,790
Corporate Expenses [Member]
Business Segment Information [Line Items]
Operating Income	$ (2,573)	$ (2,928)	$ (8,913)	$ (9,095)

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Pension Benefits (Narrative) (Details) (Pension Benefits [Member], USD $)	3 Months Ended	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2014
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Employer contributions	$ 0	$ 0
Estimated future employer contributions in current fiscal year		$ 0

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Impact Of Recently Issued Accounting Standards

9 Months Ended

Mar. 31, 2014

Accounting Changes and Error Corrections [Abstract]

Impact Of Recently Issued Accounting Standards

Impact of Recently Issued Accounting Standards

There were no recently issued accounting pronouncements that impact our consolidated financial statements.

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Stock-Based Compensation (Nonemployee Director Restricted Stock Grant Details) (Details) (Director Restricted Stock [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Director Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted (in shares)	6	7
Grant date fair value	$ 490	$ 490
Weighted average grant date fair value per award	$ 84.42	$ 73.29

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Discontinued Operations (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Discontinued Operations and Disposal Groups [Abstract]
Cash proceeds from sale of candle operations	$ 28,000,000
Net proceeds from sale of candle operations	25,600,000		25,616,000	0
Pretax loss from sale of candle operations	44,000,000		44,027,000	0
Tax benefit from the loss on sale of candle operations	14,400,000
Net sales of discontinued operations	8,400,000	32,400,000	89,400,000	128,000,000
Pretax (loss) income from discontinued operations	$ (43,700,000)	$ 1,500,000	$ (39,300,000)	$ 8,000,000

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Summary of Significant Accounting Policies (Reclassifications Out of Accumulated Other Comprehensive Loss) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Mar. 31, 2014		Mar. 31, 2013		Mar. 31, 2014		Mar. 31, 2013
Defined Benefit Plan Disclosure [Line Items]
Accumulated other comprehensive loss at beginning of period	$ (8,256)		$ (11,954)		$ (8,391)		$ (12,162)
Total other comprehensive income, before tax	108		165		322		497
Total tax expense	(40)		(61)		(119)		(185)
Other comprehensive income, net of tax	68		104		203		312
Accumulated other comprehensive loss at end of period	(8,188)		(11,850)		(8,188)		(11,850)
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Amortization of unrecognized net (gain) loss	115	[1]	172	[1]	345	[1]	516	[1]
Postretirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Amortization of unrecognized net (gain) loss	(6)	[1]	(6)	[1]	(20)	[1]	(16)	[1]
Amortization of prior service asset	$ (1)	[1]	$ (1)	[1]	$ (3)	[1]	$ (3)	[1]

[1] Included in the computation of net periodic benefit income/cost. See Notes 8 and 9 for additional information.

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Stock-Based Compensation (Summarized Restricted Stock Compensation Expense And Tax Benefits Recorded) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense			$ 1,777	$ 2,211
Gross windfall tax benefits			927	624
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	366	303	1,027	1,086
Tax benefits	155	106	386	380
Gross windfall tax benefits	$ 68	$ 124	$ 76	$ 134

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Discontinued Operations (Schedule Of Assets And Liabilities Of Sold Operations) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Jun. 30, 2013
Discontinued Operations and Disposal Groups [Abstract]
Cash		$ 1
Receivables		14,061
Inventory		41,342
Other current assets		573
Current assets of discontinued operations	0	55,977
Property, plant and equipment		21,621
Other noncurrent assets		980
Noncurrent assets of discontinued operations	0	22,601
Total assets of discontinued operations		78,578
Accounts payable		5,431
Accrued liabilities		2,685
Current liabilities of discontinued operations	$ 0	$ 8,116

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Goodwill And Other Intangible Assets (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Jun. 30, 2013
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 89,840	$ 89,840

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Discontinued Operations

9 Months Ended

Mar. 31, 2014

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued Operations

On January 30, 2014, we sold effectively all of the net operating assets of our candle manufacturing and marketing operations for approximately $28 million in cash. Net proceeds from the sale, after post-closing adjustments and transaction costs, totaled approximately $25.6 million. The transaction resulted in a pretax loss of approximately $44.0 million and a tax benefit of approximately $14.4 million, which were recorded in the quarter ended March 31, 2014. The financial results of these operations are reported as discontinued operations for all periods presented. Future discontinued operations results may be impacted by potential changes in certain estimated liabilities that were retained in the sale. The discontinued operations, previously included in our Glassware and Candles segment, had net sales of approximately $8.4 million and $89.4 million and $32.4 million and $128.0 million for the three and nine months ended March 31, 2014 and 2013, respectively, and pretax losses of approximately $43.7 million and $39.3 million, including the pretax loss on sale, and pretax income of $1.5 million and $8.0 million for the three and nine months ended March 31, 2014 and 2013, respectively.

At June 30, 2013, the assets and liabilities of our sold operations were as follows:

	June 30,   2013
Cash	$	1
Receivables	14,061
Inventory	41,342
Other current assets	573
Current assets of discontinued operations	55,977
Property, plant and equipment	21,621
Other noncurrent assets	980
Noncurrent assets of discontinued operations	22,601
Total assets of discontinued operations	$	78,578
Accounts payable	$	5,431
Accrued liabilities	2,685
Current liabilities of discontinued operations	$	8,116

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Goodwill And Other Intangible Assets (Summary Of Intangible Assets) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Jun. 30, 2013
Finite-Lived Intangible Assets [Line Items]
Net carrying value	$ 5,613	$ 6,322
Trademarks (40-Year Life) [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	370	370
Accumulated amortization	(211)	(205)
Net carrying value	159	165
Finite-lived intangible assets useful life	40 years
Customer Relationships (12 To 15-Year Life) [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	13,020	13,020
Accumulated amortization	(7,566)	(6,863)
Net carrying value	$ 5,454	$ 6,157
Minimum [Member] | Customer Relationships (12 To 15-Year Life) [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets useful life	12 years
Maximum [Member] | Customer Relationships (12 To 15-Year Life) [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets useful life	15 years

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Stock-Based Compensation (Fair Value of Stock-Settled Stock Appreciation Rights Vested) (Details) (Stock Settled Stock Appreciation Rights SARS [Member], USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Stock Settled Stock Appreciation Rights SARS [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of vested rights	$ 1,138	$ 1,469

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Jun. 30, 2013
Current Assets:
Cash and equivalents	$ 201,328	$ 123,385
Receivables (less allowance for doubtful accounts, March-$417; June-$340)	61,756	56,337
Inventories:
Raw materials	27,460	25,782
Finished goods	40,277	42,027
Total inventories	67,737	67,809
Deferred income taxes and other current assets	33,312	22,550
Current assets of discontinued operations	0	55,977
Total current assets	364,133	326,058
Property, Plant and Equipment:
Land, buildings and improvements	106,207	105,302
Machinery and equipment	231,233	227,885
Total cost	337,440	333,187
Less accumulated depreciation	173,454	165,113
Property, plant and equipment-net	163,986	168,074
Other Assets:
Goodwill	89,840	89,840
Other intangible assets-net	5,613	6,322
Other noncurrent assets	6,693	7,069
Noncurrent assets of discontinued operations	0	22,601
Total	630,265	619,964
Current Liabilities:
Accounts payable	40,261	36,459
Accrued liabilities	30,452	32,602
Current liabilities of discontinued operations	0	8,116
Total current liabilities	70,713	77,177
Other Noncurrent Liabilities	22,454	23,291
Deferred Income Taxes	18,589	18,274
Shareholders' Equity:
Preferred stock-authorized 3,050,000 shares; outstanding-none
Common stock-authorized 75,000,000 shares; outstanding – March-27,337,826 shares; June-27,323,721 shares	104,127	102,622
Retained earnings	1,157,912	1,139,213
Accumulated other comprehensive loss	(8,188)	(8,391)
Common stock in treasury, at cost	(735,342)	(732,222)
Total shareholders' equity	518,509	501,222
Total	$ 630,265	$ 619,964

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Stock-Based Compensation (Fair Value of Restricted Stock Vested) (Details) (Restricted Stock [Member], USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of vested shares	$ 877	$ 1,837

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Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Cash Flows From Operating Activities:
Net income	$ 53,659	$ 83,772
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	15,596	15,124
Deferred income taxes and other noncash changes	5,144	(652)
Stock-based compensation expense	1,777	2,211
(Gain) loss on sale of property	(6)	318
Loss on sale of discontinued operations	44,027	0
Pension plan activity	(182)	(45)
Changes in operating assets and liabilities:
Receivables	(10,813)	(19,463)
Inventories	7,901	18,196
Other current assets	(14,529)	(5,796)
Accounts payable and accrued liabilities	(3,779)	1,243
Net cash provided by operating activities	98,795	94,908
Cash Flows From Investing Activities:
Payments on property additions	(8,143)	(19,125)
Proceeds from sale of property	6	1,099
Proceeds from sale of discontinued operations	25,616	0
Other-net	(854)	(788)
Net cash provided by (used in) investing activities	16,625	(18,814)
Cash Flows From Financing Activities:
Purchase of treasury stock	(3,120)	(609)
Payment of dividends	(34,960)	(167,134)
Excess tax benefit from stock-based compensation	927	624
Decrease in cash overdraft balance	(324)	0
Net cash used in financing activities	(37,477)	(167,119)
Net change in cash and equivalents	77,943	(91,025)
Cash and equivalents at beginning of year	123,385	191,635
Cash and equivalents at end of period	201,328	100,610
Supplemental Disclosure of Operating Cash Flows:
Cash paid during the period for income taxes	$ 36,941	$ 47,416

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Long-Term Debt (Details) (USD $)	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013	Jun. 30, 2013
Debt Disclosure [Abstract]
Maximum borrowing capacity	$ 120,000,000		$ 120,000,000		$ 120,000,000
Maximum borrowing capacity on obtaining consent of the issuing bank	200,000,000		200,000,000		200,000,000
Line of credit facility, expiration date			Apr. 18, 2017
Line of credit facility, amount outstanding	0		0		0
Standby letters of credit, amount outstanding	3,700,000		3,700,000
Interest paid	$ 0	$ 0	$ 0	$ 0
Minimum interest coverage ratio			250.00%
Maximum leverage ratio			300.00%

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Stock-Based Compensation (Tables)

9 Months Ended

Mar. 31, 2014

Stock Settled Stock Appreciation Rights SARS [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-Settled Stock Appreciation Rights Grant Details

The following table summarizes information relating to these grants:

	2014			2013
SSSARs granted	146			108
Weighted average grant date fair value per right	$	11.84		$	9.04
Weighted average assumptions used in fair value calculations:
Risk-free interest rate	0.75		%	0.33		%
Dividend yield	1.97		%	2.09		%
Volatility factor of the expected market price of our common stock	22.35		%	23.23		%
Weighted average expected life in years	3.12			2.67
Weighted average estimated forfeiture rate	3		%	2		%

Compensation Expense And Tax Benefits Recorded

The following table summarizes SSSARs compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	304	$	253	$	804	$	973
Tax benefits	$	106	$	89	$	281	$	341
Intrinsic value of exercises	$	2,343	$	87	$	2,431	$	1,371
Gross windfall tax benefits	$	820	$	41	$	851	$	490

Fair Value Of Awards Vested

The total fair values of SSSARs vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested rights	$	1,138	$	1,469

Stock-Settled Stock Appreciation Rights Activity

The following table summarizes the activity relating to SSSARs granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Rights		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life in Years	Aggregate Intrinsic Value
Outstanding at beginning of period	374		$	66.42
Exercised	(136	)	$	63.59
Granted	146		$	89.16
Forfeited	(11	)	$	68.32
Outstanding at end of period	373		$	76.27	3.77	$	8,635
Exercisable and vested at end of period	98		$	64.62	2.47	$	3,410
Vested and expected to vest at end of period	366		$	76.23	3.76	$	8,485

Employee Restricted Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Employee Restricted Stock Grant Details

The following table summarizes information relating to these grants:

	Nine Months Ended   March 31,
	2014			2013
Employees
Restricted stock granted	24			8
Grant date fair value	$	2,190		$	572
Weighted average grant date fair value per award	$	89.21		$	72.67
Weighted average estimated forfeiture rate	5		%	3		%

Director Restricted Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Nonemployee Director Restricted Stock Grant Details

The following table summarizes information relating to each of these grants:

	Nine Months Ended   March 31,
	2014		2013
Nonemployee directors
Restricted stock granted	6		7
Grant date fair value	$	490	$	490
Weighted average grant date fair value per award	$	84.42	$	73.29

Restricted Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Compensation Expense And Tax Benefits Recorded

The following table summarizes restricted stock compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	366	$	303	$	1,027	$	1,086
Tax benefits	$	155	$	106	$	386	$	380
Gross windfall tax benefits	$	68	$	124	$	76	$	134

Fair Value Of Awards Vested

The total fair values of restricted stock vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested shares	$	877	$	1,837

Restricted Stock Activity

The following table summarizes the activity relating to restricted stock granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Shares		Weighted Average Grant Date Fair Value
Unvested restricted stock at beginning of period	45		$	68.16
Granted	30		$	88.30
Vested	(13	)	$	65.80
Forfeited	(2	)	$	67.47
Unvested restricted stock at end of period	60		$	78.89

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2014	Jun. 30, 2013
Income Tax Disclosure [Abstract]
Prepaid taxes	$ 21.4	$ 7.5
Gross tax contingency reserve	0.9
Accrued tax liabilities included in the gross tax contingency reserve	0.5
Accrued interest and penalties included in the gross tax contingency reserve	0.4
Gross tax contingency reserve, classified as current liabilities	0
Gross tax contingency reserve, classified as noncurrent liabilities	$ 0.9

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Postretirement Benefits (Tables) (Postretirement Benefits [Member])

9 Months Ended

Mar. 31, 2014

Postretirement Benefits [Member]

Defined Benefit Plan Disclosure [Line Items]

Components Of Net Periodic Benefit Cost

The following table summarizes the components of net periodic benefit cost for our postretirement plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit cost
Service cost	$	8		$	8		$	24		$	24
Interest cost	33			28			97			84
Amortization of unrecognized net gain	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset	(1		)	(1		)	(3		)	(3		)
Net periodic benefit cost	$	34		$	29		$	98		$	89

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Summary Of Significant Accounting Policies

9 Months Ended

Mar. 31, 2014

Accounting Policies [Abstract]

Summary Of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and SEC Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, the interim condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim condensed consolidated financial statements are considered to be of a normal recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. Accordingly, these financial statements should be read in conjunction with the financial statements and notes thereto contained in our 2013 Annual Report on Form 10-K. The current-year and prior-year results reflect the classification of the sold candle manufacturing and marketing operations as discontinued operations. See further discussion in Note 2. Unless otherwise noted, the term “year” and references to a particular year pertain to our fiscal year, which begins on July 1 and ends on June 30; for example, 2014 refers to fiscal 2014, which is the period from July 1, 2013 to June 30, 2014.

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. Purchases of property, plant and equipment included in accounts payable and excluded from the property additions and the change in accounts payable in the Condensed Consolidated Statements of Cash Flows were as follows:

	March 31,
	2014		2013
Construction in progress in accounts payable	$	1,465	$	2,682

Earnings Per Share

Earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock and common stock equivalents (restricted stock and stock-settled stock appreciation rights) outstanding during each period. Unvested shares of restricted stock granted to employees are considered participating securities since employees receive nonforfeitable dividends prior to vesting and, therefore, are included in the earnings allocation in computing EPS under the two-class method. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing income available to common shareholders by the diluted weighted average number of common shares outstanding during the period, which includes the dilutive potential common shares associated with nonparticipating restricted stock and stock-settled stock appreciation rights.

Basic and diluted income per common share from continuing operations were calculated as follows:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Income from continuing operations	$	18,900		$	20,733		$	80,085		$	78,459
Income from continuing operations available to participating securities	(21		)	(28		)	(139		)	(312		)
Income from continuing operations available to common shareholders	$	18,879		$	20,705		$	79,946		$	78,147
Weighted average common shares outstanding – basic	27,261			27,259			27,258			27,244
Incremental share effect from:
Nonparticipating restricted stock	2			2			3			3
Stock-settled stock appreciation rights	34			26			42			28
Weighted average common shares outstanding – diluted	27,297			27,287			27,303			27,275
Income per common share from continuing operations – basic and diluted	$	0.69		$	0.76		$	2.93		$	2.87

Reclassifications Out of Accumulated Other Comprehensive Loss

The following table presents the amounts reclassified out of accumulated other comprehensive loss by component:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Accumulated other comprehensive loss at beginning of period	$	(8,256	)	$	(11,954	)	$	(8,391	)	$	(12,162	)
Defined Benefit Pension Plan Items:
Amortization of unrecognized net loss (1)	115			172			345			516
Postretirement Benefit Plan Items:
Amortization of unrecognized net gain (1)	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset (1)	(1		)	(1		)	(3		)	(3		)
Total other comprehensive income, before tax	108			165			322			497
Total tax expense	(40		)	(61		)	(119		)	(185		)
Other comprehensive income, net of tax	68			104			203			312
Accumulated other comprehensive loss at end of period	$	(8,188	)	$	(11,850	)	$	(8,188	)	$	(11,850	)

(1) Included in the computation of net periodic benefit income/cost. See Notes 8 and 9 for additional information.

Significant Accounting Policies

There were no changes to our Significant Accounting Policies from those disclosed in our 2013 Annual Report on Form 10-K.

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Mar. 31, 2014	Jun. 30, 2013
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 417	$ 340
Preferred stock, shares authorized	3,050,000	3,050,000
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares outstanding	27,337,826	27,323,721

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Business Segments Information

9 Months Ended

Mar. 31, 2014

Segment Reporting [Abstract]

Business Segments Information

Business Segments Information

The following summary of financial information by business segment is consistent with the basis of segmentation and measurement of segment profit or loss presented in our June 30, 2013 consolidated financial statements and excludes the results of the Glassware and Candles segment, which are classified as discontinued operations. The March 31, 2014 identifiable assets by reportable segment are generally consistent with that of June 30, 2013, as reflective of discontinued operations.

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Net Sales
Specialty Foods	$	241,849		$	247,098		$	782,267		$	768,613
Operating Income
Specialty Foods	$	31,408		$	33,648		$	130,364		$	126,790
Corporate Expenses	(2,573		)	(2,928		)	(8,913		)	(9,095		)
Total	$	28,835		$	30,720		$	121,451		$	117,695

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Document And Entity Information In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Apr. 28, 2014
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000057515
Entity Registrant Name	LANCASTER COLONY CORP
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		27,338
Document Period End Date	Mar. 31, 2014
Document Fiscal Year Focus	2014
Current Fiscal Year End Date	--06-30

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Summary Of Significant Accounting Policies (Policy)

9 Months Ended

Mar. 31, 2014

Accounting Policies [Abstract]

Basis Of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and SEC Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, the interim condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim condensed consolidated financial statements are considered to be of a normal recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. Accordingly, these financial statements should be read in conjunction with the financial statements and notes thereto contained in our 2013 Annual Report on Form 10-K. The current-year and prior-year results reflect the classification of the sold candle manufacturing and marketing operations as discontinued operations. See further discussion in Note 2. Unless otherwise noted, the term “year” and references to a particular year pertain to our fiscal year, which begins on July 1 and ends on June 30; for example, 2014 refers to fiscal 2014, which is the period from July 1, 2013 to June 30, 2014.

Property, Plant And Equipment

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation.

Earnings Per Share

Earnings Per Share

Earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock and common stock equivalents (restricted stock and stock-settled stock appreciation rights) outstanding during each period. Unvested shares of restricted stock granted to employees are considered participating securities since employees receive nonforfeitable dividends prior to vesting and, therefore, are included in the earnings allocation in computing EPS under the two-class method. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing income available to common shareholders by the diluted weighted average number of common shares outstanding during the period, which includes the dilutive potential common shares associated with nonparticipating restricted stock and stock-settled stock appreciation rights.

Long-Term Debt

At March 31, 2014 and June 30, 2013, we had an unsecured credit agreement under which we may borrow, on a revolving credit basis, up to a maximum of $120 million at any one time, with potential to expand the total credit availability to $200 million based on obtaining consent of the issuing banks and certain other conditions. The facility expires on April 18, 2017, and all outstanding amounts are then due and payable. Interest is variable based upon formulas tied to LIBOR or an alternative base rate defined in the credit agreement, at our option. We must also pay facility fees that are tied to our then-applicable consolidated leverage ratio. Loans may be used for general corporate purposes. Based on the long-term nature of this facility, when we have outstanding borrowings under this facility, we will classify the outstanding balance as long-term debt.

Pension Benefits

We sponsor multiple defined benefit pension plans that have covered certain union workers. However, as a result of prior-years' restructuring activities, for all periods presented, we no longer have any active employees continuing to accrue service cost or otherwise eligible to receive plan benefits. Benefits being paid under the plans are primarily based on negotiated rates and years of service. We contribute to these plans at least the minimum amount required by regulation.

Postretirement Benefits

We and certain of our operating subsidiaries provide multiple postretirement medical and life insurance benefit plans. We recognize the cost of benefits as the employees render service. Postretirement benefits are funded as incurred.

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Condensed Consolidated Statements Of Income (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Income Statement [Abstract]
Net Sales	$ 241,849	$ 247,098	$ 782,267	$ 768,613
Cost of Sales	189,941	193,265	591,565	581,613
Gross Margin	51,908	53,833	190,702	187,000
Selling, General and Administrative Expenses	23,073	23,113	69,251	69,305
Operating Income	28,835	30,720	121,451	117,695
Interest Income and Other-Net	(204)	(15)	(328)	(6)
Income From Continuing Operations Before Income Taxes	28,631	30,705	121,123	117,689
Taxes Based on Income	9,731	9,972	41,038	39,230
Income From Continuing Operations	18,900	20,733	80,085	78,459
Discontinued Operations, Net of Tax:
Income from discontinued operations	325	1,100	3,175	5,313
Loss on sale of discontinued operations	(29,601)	0	(29,601)	0
Total discontinued operations	(29,276)	1,100	(26,426)	5,313
Net (Loss) Income	$ (10,376)	$ 21,833	$ 53,659	$ 83,772
Income Per Common Share From Continuing Operations:
Basic and diluted (in dollars per share)	$ 0.69	$ 0.76	$ 2.93	$ 2.87
(Loss) Income Per Common Share From Discontinued Operations:
Basic (in dollars per share)	$ (1.07)	$ 0.04	$ (0.97)	$ 0.20
Diluted (in dollars per share)	$ (1.07)	$ 0.04	$ (0.97)	$ 0.19
Net (Loss) Income Per Common Share:
Basic (in dollars per share)	$ (0.38)	$ 0.80	$ 1.97	$ 3.06
Diluted (in dollars per share)	$ (0.38)	$ 0.80	$ 1.96	$ 3.06
Cash Dividends Per Common Share (in dollars per share)	$ 0.44	$ 0.38	$ 1.28	$ 6.12
Weighted Average Common Shares Outstanding:
Basic (in shares)	27,261	27,259	27,258	27,244
Diluted (in shares)	27,297	27,287	27,303	27,275

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Income Taxes

9 Months Ended

Mar. 31, 2014

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Prepaid Federal, state and local income taxes of approximately $21.4 million and $7.5 million were included in deferred income taxes and other current assets at March 31, 2014 and June 30, 2013, respectively. The change was due to the impact of the loss on the sale of our candle manufacturing and marketing operations.

The gross tax contingency reserve at March 31, 2014 was approximately $0.9 million and consisted of tax liabilities of approximately $0.5 million and penalties and interest of approximately $0.4 million. We have classified none of the gross tax contingency reserve as current liabilities as none of these amounts are expected to be resolved within the next 12 months. The entire liability of approximately $0.9 million was included in other noncurrent liabilities. We expect that the amount of these liabilities will change within the next 12 months; however, we do not expect the change to have a significant effect on our financial position or results of operations. We recognize interest and penalties related to these tax liabilities in income tax expense.

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Long-Term Debt

9 Months Ended

Mar. 31, 2014

Debt Disclosure [Abstract]

Long-Term Debt

Long-Term Debt

At March 31, 2014 and June 30, 2013, we had an unsecured credit agreement under which we may borrow, on a revolving credit basis, up to a maximum of $120 million at any one time, with potential to expand the total credit availability to $200 million based on obtaining consent of the issuing banks and certain other conditions. The facility expires on April 18, 2017, and all outstanding amounts are then due and payable. Interest is variable based upon formulas tied to LIBOR or an alternative base rate defined in the credit agreement, at our option. We must also pay facility fees that are tied to our then-applicable consolidated leverage ratio. Loans may be used for general corporate purposes. Based on the long-term nature of this facility, when we have outstanding borrowings under this facility, we will classify the outstanding balance as long-term debt.

At March 31, 2014 and June 30, 2013, we had no borrowings outstanding under this facility. At March 31, 2014, we had approximately $3.7 million of standby letters of credit outstanding, which reduced the amount available for borrowing under the credit agreement. We paid no interest for the three and nine months ended March 31, 2014 and 2013. At March 31, 2014 and June 30, 2013, we were in compliance with all applicable provisions and covenants of this facility, and we exceeded the requirements of the financial covenants by substantial margins. At March 31, 2014, we were not aware of any event that would constitute a default under the facility.

The facility contains certain restrictive covenants, including limitations on indebtedness, asset sales and acquisitions. There are two principal financial covenants: an interest expense test that requires us to maintain an interest coverage ratio not less than 2.5 to 1 at the end of each fiscal quarter; and an indebtedness test that requires us to maintain a consolidated leverage ratio not greater than 3 to 1 at all times. The interest coverage ratio is calculated by dividing Consolidated EBIT (as defined more specifically in the credit agreement) by Consolidated Interest Expense (as defined more specifically in the credit agreement), and the leverage ratio is calculated by dividing Consolidated Debt (as defined more specifically in the credit agreement) by Consolidated EBITDA (as defined more specifically in the credit agreement).

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Pension Benefits (Tables) (Pension Benefits [Member])

9 Months Ended

Mar. 31, 2014

Pension Benefits [Member]

Defined Benefit Plan Disclosure [Line Items]

Components Of Net Periodic Benefit Income

The following table summarizes the components of net periodic benefit income for our pension plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit income
Interest cost	$	439		$	408		$	1,315		$	1,224
Expected return on plan assets	(614		)	(595		)	(1,842		)	(1,785		)
Amortization of unrecognized net loss	115			172			345			516
Net periodic benefit income	$	(60	)	$	(15	)	$	(182	)	$	(45	)

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Summary Of Significant Accounting Policies (Tables)

9 Months Ended

Mar. 31, 2014

Accounting Policies [Abstract]

Schedule Of Construction In Progress In Accounts Payable

Purchases of property, plant and equipment included in accounts payable and excluded from the property additions and the change in accounts payable in the Condensed Consolidated Statements of Cash Flows were as follows:

	March 31,
	2014		2013
Construction in progress in accounts payable	$	1,465	$	2,682

Schedule Of Basic And Diluted Earnings Per Share Calculations

Basic and diluted income per common share from continuing operations were calculated as follows:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Income from continuing operations	$	18,900		$	20,733		$	80,085		$	78,459
Income from continuing operations available to participating securities	(21		)	(28		)	(139		)	(312		)
Income from continuing operations available to common shareholders	$	18,879		$	20,705		$	79,946		$	78,147
Weighted average common shares outstanding – basic	27,261			27,259			27,258			27,244
Incremental share effect from:
Nonparticipating restricted stock	2			2			3			3
Stock-settled stock appreciation rights	34			26			42			28
Weighted average common shares outstanding – diluted	27,297			27,287			27,303			27,275
Income per common share from continuing operations – basic and diluted	$	0.69		$	0.76		$	2.93		$	2.87

Schedule of Amounts Reclassified Out Of Accumulated Other Comprehensive Loss

The following table presents the amounts reclassified out of accumulated other comprehensive loss by component:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Accumulated other comprehensive loss at beginning of period	$	(8,256	)	$	(11,954	)	$	(8,391	)	$	(12,162	)
Defined Benefit Pension Plan Items:
Amortization of unrecognized net loss (1)	115			172			345			516
Postretirement Benefit Plan Items:
Amortization of unrecognized net gain (1)	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset (1)	(1		)	(1		)	(3		)	(3		)
Total other comprehensive income, before tax	108			165			322			497
Total tax expense	(40		)	(61		)	(119		)	(185		)
Other comprehensive income, net of tax	68			104			203			312
Accumulated other comprehensive loss at end of period	$	(8,188	)	$	(11,850	)	$	(8,188	)	$	(11,850	)

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Postretirement Benefits (Postretirement Benefits [Member])

9 Months Ended

Mar. 31, 2014

Postretirement Benefits [Member]

Defined Benefit Plan Disclosure [Line Items]

Postretirement Benefits

Postretirement Benefits

We and certain of our operating subsidiaries provide multiple postretirement medical and life insurance benefit plans. We recognize the cost of benefits as the employees render service. Postretirement benefits are funded as incurred.

The following table summarizes the components of net periodic benefit cost for our postretirement plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit cost
Service cost	$	8		$	8		$	24		$	24
Interest cost	33			28			97			84
Amortization of unrecognized net gain	(6		)	(6		)	(20		)	(16		)
Amortization of prior service asset	(1		)	(1		)	(3		)	(3		)
Net periodic benefit cost	$	34		$	29		$	98		$	89

For the three and nine months ended March 31, 2014, we made approximately $28,000 and $93,000, respectively, in contributions to our postretirement medical and life insurance benefit plans. We expect to make approximately $0.1 million more in contributions to our postretirement medical and life insurance benefit plans during the remainder of 2014.

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Stock-Based Compensation

9 Months Ended

Mar. 31, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

Stock-Based Compensation

Our shareholders approved the adoption of and subsequent amendments to the Lancaster Colony Corporation 2005 Stock Plan (the “2005 Plan”). The 2005 Plan reserved 2,000,000 common shares for issuance to our employees and directors, and all awards granted under the 2005 Plan will be exercisable at prices not less than fair market value as of the date of the grant. The vesting period for awards granted under the 2005 Plan varies as to the type of award granted, but generally these awards have a maximum term of five years.

Stock-Settled Stock Appreciation Rights

We use periodic grants of stock-settled stock appreciation rights (“SSSARs”) as a vehicle for rewarding certain employees with long-term incentives for their efforts in helping to create long-term shareholder value. We calculate the fair value of SSSARs grants using the Black-Scholes option-pricing model. Our policy is to issue shares upon SSSARs exercise from new shares that had been previously authorized.

In the nine months ended March 31, 2014 and 2013, we granted SSSARs under the terms of our 2005 Plan. The following table summarizes information relating to these grants:

	2014			2013
SSSARs granted	146			108
Weighted average grant date fair value per right	$	11.84		$	9.04
Weighted average assumptions used in fair value calculations:
Risk-free interest rate	0.75		%	0.33		%
Dividend yield	1.97		%	2.09		%
Volatility factor of the expected market price of our common stock	22.35		%	23.23		%
Weighted average expected life in years	3.12			2.67
Weighted average estimated forfeiture rate	3		%	2		%

For these grants, the volatility factor was estimated based on actual historical volatility of our stock for a time period equal to the term of the SSSARs. The expected average life was determined based on historical exercise experience for this type of grant. The SSSARs from each grant vest one-third on the first anniversary of the grant date, one-third on the second anniversary of the grant date and one-third on the third anniversary of the grant date.

We recognize compensation expense over the requisite service period. Compensation expense was reflected in Cost of Sales or Selling, General and Administrative Expenses based on the grantees’ salaries expense classification and was allocated to each segment appropriately. We recorded tax benefits and gross windfall tax benefits related to SSSARs. These windfall tax benefits were included in the financing section of the Condensed Consolidated Statements of Cash Flows. The following table summarizes SSSARs compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	304	$	253	$	804	$	973
Tax benefits	$	106	$	89	$	281	$	341
Intrinsic value of exercises	$	2,343	$	87	$	2,431	$	1,371
Gross windfall tax benefits	$	820	$	41	$	851	$	490

The total fair values of SSSARs vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested rights	$	1,138	$	1,469

The following table summarizes the activity relating to SSSARs granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Rights		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life in Years	Aggregate Intrinsic Value
Outstanding at beginning of period	374		$	66.42
Exercised	(136	)	$	63.59
Granted	146		$	89.16
Forfeited	(11	)	$	68.32
Outstanding at end of period	373		$	76.27	3.77	$	8,635
Exercisable and vested at end of period	98		$	64.62	2.47	$	3,410
Vested and expected to vest at end of period	366		$	76.23	3.76	$	8,485

At March 31, 2014, there was approximately $2.3 million of unrecognized compensation expense related to SSSARs that we will recognize over a weighted-average period of approximately 2.45 years.

Restricted Stock

We use periodic grants of restricted stock as a vehicle for rewarding our nonemployee directors and certain employees with long-term incentives for their efforts in helping to create long-term shareholder value.

In the nine months ended March 31, 2014 and 2013, we granted shares of restricted stock to various employees under the terms of the 2005 Plan. The following table summarizes information relating to these grants:

	Nine Months Ended   March 31,
	2014			2013
Employees
Restricted stock granted	24			8
Grant date fair value	$	2,190		$	572
Weighted average grant date fair value per award	$	89.21		$	72.67
Weighted average estimated forfeiture rate	5		%	3		%

The restricted stock under these employee grants vests on the third anniversary of the grant date. Under the terms of our grants, employees receive dividends on unforfeited restricted stock regardless of their vesting status. Approximately 6,000 and 23,000 shares of employee restricted stock vested in the nine months ended March 31, 2014 and 2013, respectively.

In November 2013 and 2012, we granted shares of restricted stock to our seven nonemployee directors under the terms of the 2005 Plan. The following table summarizes information relating to each of these grants:

	Nine Months Ended   March 31,
	2014		2013
Nonemployee directors
Restricted stock granted	6		7
Grant date fair value	$	490	$	490
Weighted average grant date fair value per award	$	84.42	$	73.29

The 2014 grant vests over a one-year period, and all of these shares are expected to vest. Dividends earned on the stock during the vesting period will be paid to the directors at the time the stock vests. Approximately 7,000 shares of nonemployee director restricted stock vested in the nine months ended March 31, 2014 and 2013 and the directors were paid the related dividends.

We recognize compensation expense over the requisite service period. Compensation expense was reflected in Cost of Sales or Selling, General and Administrative Expenses based on the grantees’ salaries expense classification and was allocated to each segment appropriately. We recorded tax benefits and gross windfall tax benefits related to restricted stock. These windfall tax benefits were included in the financing section of the Condensed Consolidated Statements of Cash Flows. The following table summarizes restricted stock compensation expense and tax benefits recorded:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Compensation expense	$	366	$	303	$	1,027	$	1,086
Tax benefits	$	155	$	106	$	386	$	380
Gross windfall tax benefits	$	68	$	124	$	76	$	134

The total fair values of restricted stock vested were as follows:

	Nine Months Ended   March 31,
	2014		2013
Fair value of vested shares	$	877	$	1,837

The following table summarizes the activity relating to restricted stock granted under the 2005 Plan for the nine months ended March 31, 2014:

	Number of Shares		Weighted Average Grant Date Fair Value
Unvested restricted stock at beginning of period	45		$	68.16
Granted	30		$	88.30
Vested	(13	)	$	65.80
Forfeited	(2	)	$	67.47
Unvested restricted stock at end of period	60		$	78.89

At March 31, 2014, there was approximately $3.1 million of unrecognized compensation expense related to restricted stock that we will recognize over a weighted-average period of approximately 2.28 years.

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Pension Benefits (Pension Benefits [Member])

9 Months Ended

Mar. 31, 2014

Pension Benefits [Member]

Defined Benefit Plan Disclosure [Line Items]

Pension Benefits

Pension Benefits

We sponsor multiple defined benefit pension plans that have covered certain union workers. However, as a result of prior-years' restructuring activities, for all periods presented, we no longer have any active employees continuing to accrue service cost or otherwise eligible to receive plan benefits. Benefits being paid under the plans are primarily based on negotiated rates and years of service. We contribute to these plans at least the minimum amount required by regulation.

The following table summarizes the components of net periodic benefit income for our pension plans:

	Three Months Ended   March 31,						Nine Months Ended   March 31,
	2014			2013			2014			2013
Components of net periodic benefit income
Interest cost	$	439		$	408		$	1,315		$	1,224
Expected return on plan assets	(614		)	(595		)	(1,842		)	(1,785		)
Amortization of unrecognized net loss	115			172			345			516
Net periodic benefit income	$	(60	)	$	(15	)	$	(182	)	$	(45	)

For the three and nine months ended March 31, 2014, we made no pension plan contributions and we do not expect to make any contributions to our pension plans during 2014.

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Commitments And Contingencies

9 Months Ended

Mar. 31, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

Commitments and Contingencies

At March 31, 2014, we were a party to various claims and litigation matters arising in the ordinary course of business. Such matters did not have a material effect on the current-year results of operations and, in our opinion, their ultimate disposition will not have a material effect on our consolidated financial statements.

The Continued Dumping and Subsidy Offset Act of 2000 (“CDSOA”) provides for the distribution of monies collected by U.S. Customs from anti-dumping cases to qualifying domestic producers. Our CDSOA receipts totaled approximately $0.1 million in the second quarter of 2014, as compared to approximately $0.3 million in the second quarter of 2013. These receipts are included in income from discontinued operations in the Condensed Consolidated Statements of Income.

As of January 30, 2014, we sold substantially all of the net operating assets of our candle manufacturing and marketing operations to an unaffiliated buyer. While we retained the right to seek further CDSOA remittances relating to past periods, we are currently unaware of any funds made available to manufacturers who may have otherwise qualified for CDSOA remittances but have exited the applicable business. Accordingly, we cannot predict the amount of future distributions, if any, we may receive. U.S. Customs has advised affected domestic producers that it is possible that CDSOA distributions which we received could be subject to clawback until the resolution of outstanding litigation. We believe that the likelihood of clawback is remote. Any change in CDSOA distributions could affect our earnings and cash flow.

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Goodwill And Other Intangible Assets (Estimated Annual Amortization Expense) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
2015	$ 946
2016	775
2017	604
2018	604
2019	$ 604

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Commitments And Contingencies (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Commitments and Contingencies Disclosure [Abstract]
CDSOA receipts	$ 0.1	$ 0.3

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Goodwill And Other Intangible Assets (Tables)

9 Months Ended

Mar. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Summary Of Intangible Assets

The following table summarizes our identifiable other intangible assets, all included in the Specialty Foods segment:

	March 31,   2014			June 30,   2013
Trademarks (40-year life)
Gross carrying value	$	370		$	370
Accumulated amortization	(211		)	(205		)
Net carrying value	$	159		$	165
Customer Relationships (12 to 15-year life)
Gross carrying value	$	13,020		$	13,020
Accumulated amortization	(7,566		)	(6,863		)
Net carrying value	$	5,454		$	6,157
Total net carrying value	$	5,613		$	6,322

Schedule Of Amortization Expense

Amortization expense for our intangible assets was as follows:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Amortization expense	$	236	$	236	$	709	$	708

Estimated Annual Amortization Expense

Total annual amortization expense for each of the next five years is estimated to be as follows:

2015	$	946
2016	$	775
2017	$	604
2018	$	604
2019	$	604

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Summary Of Significant Accounting Policies (Schedule Of Construction In Progress In Accounts Payable) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Accounting Policies [Abstract]
Construction in progress in accounts payable	$ 1,465	$ 2,682

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Postretirement Benefits (Narrative) (Details) (Postretirement Benefits [Member], USD $)	3 Months Ended	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2014
Postretirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Employer contributions	$ 28,000	$ 93,000
Estimated future employer contributions in current fiscal year		$ 100,000

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Stock-Based Compensation (Stock-Settled Stock Appreciation Rights Activity) (Details) (Stock Settled Stock Appreciation Rights SARS [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Stock Settled Stock Appreciation Rights SARS [Member]
Number of Rights
Number of Rights, Outstanding at beginning of period	374
Number of Rights, Exercised	(136)
Number of Rights, Granted	146	108
Number of Rights, Forfeited	(11)
Number of Rights, Outstanding at end of period	373
Number of Rights, Exercisable and vested at end of period	98
Number of Rights, Vested and expected to vest at end of period	366
Weighted Average Exercise Price
Weighted Average Exercise Price, Outstanding at beginning of period	$ 66.42
Weighted Average Exercise Price, Exercised	$ 63.59
Weighted Average Exercise Price, Granted	$ 89.16
Weighted Average Exercise Price, Forfeited	$ 68.32
Weighted Average Exercise Price, Outstanding at end of period	$ 76.27
Weighted Average Exercise Price, Exercisable and vested at end of period	$ 64.62
Weighted Average Exercise Price, Vested and expected to vest at end of period	$ 76.23
Weighted Average Remaining Contractual Life in Years, Outstanding at end of period	3 years 9 months 7 days
Weighted Average Remaining Contractual Life in Years, Exercisable and vested at end of period	2 years 5 months 19 days
Weighted Average Remaining Contractual Life in Years, Vested and expected to vest at end of period	3 years 9 months 4 days
Aggregate Intrinsic Value, Outstanding at end of period	$ 8,635
Aggregate Intrinsic Value, Exercisable and vested at end of period	3,410
Aggregate Intrinsic Value, Vested and expected to vest at end of period	$ 8,485

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Condensed Consolidated Statements Of Comprehensive Income (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Statement of Comprehensive Income [Abstract]
Net (Loss) Income	$ (10,376)	$ 21,833	$ 53,659	$ 83,772
Defined Benefit Pension and Postretirement Benefit Plans:
Amortization of loss, before tax	109	166	325	500
Amortization of prior service asset, before tax	(1)	(1)	(3)	(3)
Total Other Comprehensive Income, Before Tax	108	165	322	497
Tax Attributes of Items in Other Comprehensive Income:
Amortization of loss, tax	(41)	(62)	(120)	(186)
Amortization of prior service asset, tax	1	1	1	1
Total Tax Expense	(40)	(61)	(119)	(185)
Other comprehensive income, net of tax	68	104	203	312
Comprehensive (Loss) Income	$ (10,308)	$ 21,937	$ 53,862	$ 84,084

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Goodwill And Other Intangible Assets

9 Months Ended

Mar. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill And Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill attributable to the Specialty Foods segment was approximately $89.8 million at March 31, 2014 and June 30, 2013.

The following table summarizes our identifiable other intangible assets, all included in the Specialty Foods segment:

	March 31,   2014			June 30,   2013
Trademarks (40-year life)
Gross carrying value	$	370		$	370
Accumulated amortization	(211		)	(205		)
Net carrying value	$	159		$	165
Customer Relationships (12 to 15-year life)
Gross carrying value	$	13,020		$	13,020
Accumulated amortization	(7,566		)	(6,863		)
Net carrying value	$	5,454		$	6,157
Total net carrying value	$	5,613		$	6,322

Amortization expense for our intangible assets was as follows:

	Three Months Ended   March 31,				Nine Months Ended   March 31,
	2014		2013		2014		2013
Amortization expense	$	236	$	236	$	709	$	708

Total annual amortization expense for each of the next five years is estimated to be as follows:

2015	$	946
2016	$	775
2017	$	604
2018	$	604
2019	$	604

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Summary Of Significant Accounting Policies (Schedule Of Basic And Diluted Income Per Common Share From Continuing Operations Calculations) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
Accounting Policies [Abstract]
Income from continuing operations	$ 18,900	$ 20,733	$ 80,085	$ 78,459
Income from continuing operations available to participating securities	(21)	(28)	(139)	(312)
Income from continuing operations available to common shareholders	$ 18,879	$ 20,705	$ 79,946	$ 78,147
Weighted average common shares outstanding - basic (in shares)	27,261	27,259	27,258	27,244
Incremental share effect from:
Nonparticipating restricted stock (in shares)	2	2	3	3
Stock-settled stock appreciation rights (in shares)	34	26	42	28
Weighted average common shares outstanding - diluted (in shares)	27,297	27,287	27,303	27,275
Income per common share from continuing operations - basic and diluted (in dollars per share)	$ 0.69	$ 0.76	$ 2.93	$ 2.87

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Stock-Based Compensation (Stock-Settled Stock Appreciation Rights Grant Details) (Details) (Stock Settled Stock Appreciation Rights SARS [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Stock Settled Stock Appreciation Rights SARS [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
SSSARs granted (in rights)	146	108
Weighted average grant date fair value per award	$ 11.84	$ 9.04
Risk-free interest rate	0.75%	0.33%
Dividend yield	1.97%	2.09%
Volatility factor of the expected market price of our common stock	22.35%	23.23%
Weighted average expected life in years	3 years 1 month 13 days	2 years 8 months 1 day
Weighted average estimated forfeiture rate	3.00%	2.00%

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Discontinued Operations (Tables)

9 Months Ended

Mar. 31, 2014

Discontinued Operations and Disposal Groups [Abstract]

Schedule Of Assets And Liabilities Of Sold Operations

At June 30, 2013, the assets and liabilities of our sold operations were as follows:

	June 30,   2013
Cash	$	1
Receivables	14,061
Inventory	41,342
Other current assets	573
Current assets of discontinued operations	55,977
Property, plant and equipment	21,621
Other noncurrent assets	980
Noncurrent assets of discontinued operations	22,601
Total assets of discontinued operations	$	78,578
Accounts payable	$	5,431
Accrued liabilities	2,685
Current liabilities of discontinued operations	$	8,116