8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

Form 8-K

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

DATE OF REPORT: May 1, 2007
(Date of earliest event reported)

Commission file number 0-4065-1

Lancaster Colony Corporation

(Exact name of registrant as specified in its charter)

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

37 West Broad Street
Columbus, Ohio
(Address of principal executive offices) 43215
(Zip Code)

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

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

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

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

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

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

Item 2.02  Results of Operations and Financial Condition

     On May 1, 2007, Lancaster Colony Corporation issued a press release announcing its results for the three and nine months ended March 31, 2007. The press release is attached as Exhibit 99.1.

Item 9.01  Financial Statements and Exhibits

(c)	Exhibits:
	99.1	Press Release dated May 1, 2007, filed herewith.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Lancaster Colony Corporation

(Registrant)

Date: May 1, 2007

By:	/s/ John L. Boylan
	John L. Boylan Treasurer, Vice President, Assistant Secretary and Chief Financial Officer (Principal Financial and Accounting Officer)

INDEX TO EXHIBITS

Exhibit Number	Description	Located at
99.1	Press Release dated May 1, 2007	Filed herewith

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	SYMBOL: LANC
Tuesday, May 1, 2007	TRADED: Nasdaq

LANCASTER COLONY REPORTS THIRD QUARTER SALES AND EARNINGS

     COLUMBUS, Ohio, May 1 — Lancaster Colony Corporation (Nasdaq: LANC) today reported higher sales, net income, income from continuing operations and net income per share for the company’s third fiscal quarter ended March 31, 2007, compared with the corresponding quarter a year ago. Highlights include the following:

• Third quarter net sales increased four percent to $287 million versus $276 million in the third quarter last year.

• Net income amounted to $13,499,000, including $1,096,000 of income from discontinued operations, which includes the gain on the sale of an automotive operation in March 2007. Third quarter net income in fiscal 2006 was $11,774,000, including income from discontinued operations of $398,000.

• Income from continuing operations totaled $12,403,000 compared with $11,376,000 for the corresponding quarter a year ago. Current year third quarter results from continuing operations included pretax restructuring and impairment charges of approximately $2.4 million (five cents per share after taxes), including $1.4 million recorded in cost of sales for the write down of inventories. These charges relate to the previously announced closing of the company’s industrial glass operations. Prior year third quarter results included a noncash asset impairment charge related to the company’s automotive segment totaling approximately $0.6 million before taxes (one cent per share after taxes).

• Net income reached 43 cents per diluted share, including three cents of income from discontinued operations, which includes the gain on the sale of an automotive operation, versus 35 cents in the year-ago quarter, including one cent of income from discontinued operations. Income from continuing operations was 39 cents per diluted share versus 34 cents a year ago.

• The company’s balance sheet remains strong and debt-free.

     Nine-month net sales in the current year were $880 million compared to $863 million last year. Net income was $45,109,000, or $1.42 per diluted share, including $1,558,000, or five cents per diluted share of income from discontinued operations, which includes the gain on the sale of an automotive operation in March 2007. Net income totaled $60,050,000, or $1.78 per diluted share in the prior year including income from discontinued operations of $1,132,000, or three cents per diluted share. Income from continuing operations for the nine months was $43,551,000, or $1.37 per diluted share compared to $58,918,000, or $1.74 per diluted share earned in the first nine months a year ago.

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PAGE 2/LANCASTER COLONY REPORTS THIRD QUARTER SALES AND EARNINGS

     Current year-to-date results included pretax income of $0.7 million (one cent per share after taxes) associated with a second quarter distribution under the Continued Dumping and Subsidy Offset Act (CDSOA). In the prior year, the pretax CDSOA distribution was $11.4 million (22 cents per share after taxes).

     John B. Gerlach, Jr., chairman and CEO, said, “We were generally pleased with our top line performance during the quarter, particularly in the Specialty Foods segment. Operating income benefited from a fundamental improvement in Glassware and Candles earnings. During the quarter we continued to utilize our cash flow, investing $14.9 million in Specialty Foods capital projects, paying $8.5 million in cash dividends and spending $13.5 million on repurchases of Lancaster Colony common shares.”

     Third quarter Specialty Foods sales increased six percent to $178 million, reflecting stronger retail and foodservice sales, with a mild boost from Easter falling earlier in the fourth quarter this year. Operating income totaled $22.0 million, essentially level with the year ago amount. The quarter’s higher sales volume was offset by a trend toward markedly higher commodity costs, as well as costs associated with launching additional customer programs at a new salad dressing facility.

   Third quarter Glassware and Candles sales increased four percent to $50.2 million, largely driven by higher candle sales. Segment operating income totaled $1.0 million compared to an operating loss of $2.6 million in the year-ago quarter. Prior year results were adversely affected by over $3 million in unabsorbed pretax costs relating to an extended idling of the company’s Oklahoma glassware facility. The current year’s higher sales volume and solid operating performance also contributed to the improved results, with the quarter’s plant closing charges offsetting some of those benefits.

     Automotive sales declined one percent to $58.4 million in the third quarter. Improved sales of floor mats were offset by comparatively weaker sales of original equipment aluminum accessories. The segment’s operating loss was $1.4 million in the current year third quarter as compared to an operating loss of $0.7 million a year ago. In addition to the lower sales, operating results were adversely affected by higher aluminum costs and approximately $1 million in costs related to a labor stoppage that was settled in mid-February. Prior year third quarter Automotive results included a noncash impairment charge of approximately $0.6 million related to idle floor mat manufacturing equipment.

     Looking ahead, Mr. Gerlach said, “We are still assessing consumer acceptance of several recent Specialty Foods product introductions, including T. Marzetti hummus in grocery produce departments, New York brand croutons for the center-of-store shelves and Sister Schubert’s wheat rolls in the frozen aisle. However, we expect operating results of the segment to be challenged in the foreseeable future by significantly higher food commodity costs. The fourth quarter is a seasonally slow quarter for our Glassware and Candles segment, and we anticipate incurring additional charges associated with our industrial glass plant closure, which could be in excess of $1 million.”

     Mr. Gerlach added, “The divestiture and plant closing that we announced in March are consistent with our intent to focus on our food businesses. While we continue the process of exploring strategic alternatives for nonfood operations, we also continue to look for good-fitting food acquisitions. We believe these pursuits offer our shareholders the greatest potential for long-term value.”

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PAGE 3/LANCASTER COLONY REPORTS THIRD QUARTER SALES AND EARNINGS

     The company’s third quarter conference call is scheduled for this morning, May 1, at 10:00 a.m. ET. You may access the call through a live webcast by using the link provided on the company’s Internet home page at www.lancastercolony.com. Replays of the webcast will be made available on the company website.

     We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). This news release contains various “forward—looking statements” within the meaning of the PSLRA and other applicable securities laws. Such statements can be identified by the use of the forward-looking words “anticipate,” “estimate,” “project,” “believe,” “intend,” “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 the strength of the economy, slower than anticipated sales growth, the extent of operational efficiencies achieved, the success of new product introductions, price and product competition, and increases in energy and raw-material costs. Management believes these forward-looking statements to be reasonable; however, undue reliance should not be placed on such statements that are based on current expectations. We undertake no obligation to update such forward-looking statements. Specific influences relating to forward-looking statements are numerous, including the uncertainty regarding the effect or outcome of our decision to explore strategic alternatives among our nonfood operations. More detailed statements regarding significant events that could affect our financial results are included in our annual report on Form 10-K as filed with the Securities and Exchange Commission.

#####

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

PAGE 4/LANCASTER COLONY REPORTS THIRD QUARTER SALES AND EARNINGS

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

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2007		2006		2007		2006
Net sales	$	286,896	$	275,880	$	880,196	$	862,511
Cost of sales		241,176		235,211		736,518		711,288
Gross margin		45,720		40,669		143,678		151,223
Selling, general & administrative expenses		25,322		23,192		75,230		73,611
Restructuring and impairment charge		1,005		575		1,050		618
Operating income		19,393		16,902		67,398		76,994
Interest income and other — net		269		779		1,519		14,811
Income before income taxes		19,662		17,681		68,917		91,805
Taxes based on income		7,259		6,305		25,366		32,887
Income from continuing operations		12,403		11,376		43,551		58,918
Income from discontinued operations		357		398		819		1,132
Gain on sale of discontinued operations		739		—		739		—
Total discontinued operations, net of tax		1,096		398		1,558		1,132
Net income	$	13,499	$	11,774	$	45,109	$	60,050
Net income per common share:(a)
Continuing operations — basic	$	.39	$	.34	$	1.37	$	1.75
Discontinued operations — basic		.03		.01		.05		.03
Total — basic	$	.43	$	.35	$	1.42	$	1.78
Continuing operations — diluted	$	.39	$	.34	$	1.37	$	1.74
Discontinued operations — diluted		.03		.01		.05		.03
Total — diluted	$	.43	$	.35	$	1.42	$	1.78
Cash dividends per common share	$	.27	$	.26	$	.80	$	2.77
Weighted average common shares outstanding:
Basic		31,531		33,214		31,728		33,757
Diluted		31,560		33,236		31,755		33,795

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

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PAGE 5/LANCASTER COLONY REPORTS THIRD QUARTER SALES AND EARNINGS

LANCASTER COLONY CORPORATION
BUSINESS SEGMENT INFORMATION (Unaudited)
(In thousands)

	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2007			2006			2007			2006
NET SALES
Specialty Foods	$	178,212		$	168,233		$	543,093		$	527,272
Glassware and Candles		50,238			48,457			175,325			174,001
Automotive		58,446			59,190			161,778			161,238
	$	286,896		$	275,880		$	880,196		$	862,511
OPERATING INCOME
Specialty Foods	$	22,046		$	22,102		$	76,997		$	79,520
Glassware and Candles		987			(2,586	)		4,109			3,034
Automotive		(1,400	)		(727	)		(7,976	)		(78	)
Corporate expenses		(2,240	)		(1,887	)		(5,732	)		(5,482	)
	$	19,393		$	16,902		$	67,398		$	76,994

LANCASTER COLONY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands)

	March 31,		June 30,
	2007		2006
ASSETS
Current assets:
Cash, cash equivalents and short-term investments	$	7,966	$	41,815
Receivables — net of allowance for doubtful accounts		109,326		105,177
Total inventories		151,482		157,703
Deferred income taxes and other current assets		30,290		26,032
Total current assets		299,064		330,727
Net property, plant and equipment		201,518		185,012
Other assets		102,627		101,965
Assets of discontinued operations		—		10,317
Total assets	$	603,209	$	628,021
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	48,798	$	46,426
Accrued liabilities		51,230		55,465
Total current liabilities		100,028		101,891
Other noncurrent liabilities and deferred income taxes		28,191		30,100
Liabilities of discontinued operations		—		1,609
Shareholders’ equity		474,990		494,421
Total liabilities and shareholders’ equity	$	603,209	$	628,021

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