Exhibit 32

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)

            In connection with the Quarterly Report of Penford Corporation (the
"Company") on Form 10-Q for the period ended May 31, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), Thomas D.
Malkoski, Chief Executive Officer of the Company, and Steven O. Cordier, Chief
Financial Officer of the Company, respectively, do each hereby certify, pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that
to his knowledge:

            (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.





/s/ Thomas D. Malkoski
---------------------------------------------
Thomas D. Malkoski
Chief Executive Officer

Dated:  July 14, 2004





/s/ Steven O. Cordier
---------------------------------------------
Steven O. Cordier
Chief Financial Officer

Dated:  July 14, 2004