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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 Form 10-K
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended June 30, 2011
 or
 o
    
    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
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)37 West Broad Street
    
    43215Columbus, Ohio
    
    (Zip Code)(Address of principal executive offices)
 614-224-7141  (Registrants telephone number, including area code)
 Securities registered pursuant to Section 12(b) of the Act:
 Title of each class
    
    Name of each exchange on which registeredCommon Stock, without par value
    
    NASDAQ Global Select Market
 Securities registered pursuant to Section 12(g) of the Act:
None
 Yes þ No o
 Yes o No þ
 Yes þ No o
 Yes þ* No o
 þ
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE
  *
    
    The registrant has submitted electronically and posted on its corporate website every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Rule 405)
during the preceding 12 months. Beginning with this report, pursuant to Rule 405, every Interactive
Data File the registrant is required to submit electronically and post on its corporate website
must meet the detailed tagging requirements specified in the EDGAR Filer Manual. The registrant
expects to furnish the Interactive Data File required for this report that complies with the
detailed tagging requirements of the EDGAR Filer Manual by amending this report within 30 days
after the date this report is filed, as permitted by Rule 405.




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##### 



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 TABLE OF CONTENTS
 PART IItem 1. Business
    
    
    3Item 1A. Risk Factors
    
    
    6Item 1B. Unresolved Staff Comments
    
    
    11Item 2. Properties
    
    
    12Item 3. Legal Proceedings
    
    
    12Item 4. [Removed and Reserved]
    
    
    12PART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    13Item 6. Selected Financial Data
    
    
    15Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    28Item 8. Financial Statements and Supplementary Data
    
    
    29Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
    
    
    57Item 9A. Controls and Procedures
    
    
    57Item 9B. Other Information
    
    
    59PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    59Item 11. Executive Compensation
    
    
    59Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    59Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    59Item 14. Principal Accounting Fees and Services
    
    
    59PART IVItem 15. Exhibits, Financial Statement Schedules
    
    
    60Signatures
    
    
    61Index to Exhibits
    
    
    63EX-21EX-23EX-31.1EX-31.2EX-32
   2




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PART I
 
 Item 1.
    
    Business
 GENERAL
   Available Information
 http://www.lancastercolony.com
 DESCRIPTION OF AND FINANCIAL INFORMATION ABOUT BUSINESS SEGMENTS
  
 Specialty Foods
    3




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Glassware and Candles
     4




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NET SALES BY CLASS OF PRODUCTS
  2011
    
    
    2010
    
    
    2009Specialty Foods:Non-frozen
    
    
    53
    %
    
    
    52
    %
    
    
    54
    %Frozen
    
    
    32
    %
    
    
    33
    %
    
    
    33
    %Glassware and Candles:Consumer table and giftware
    
    
    15
    %
    
    
    15
    %
    
    
    13
    %
  RESEARCH AND DEVELOPMENT
  BACKLOG
  ENVIRONMENTAL MATTERS
  EMPLOYEES AND LABOR RELATIONS
  FOREIGN OPERATIONS AND EXPORT SALES
  RAW MATERIALS
    5




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Item 1A.
    
    Risk Factors
   Competitive conditions within our markets could impact our sales volumes and operating margins.
   Wal-Mart is our largest customer and the loss of, or a significant reduction in, its business
could cause our sales and net income to decrease.
  Increases in the costs or limitations to the availability of raw materials we use to produce our
products could adversely affect our business by increasing our costs to produce goods.
    6




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A disruption of production at certain manufacturing facilities could result in an inability to
provide adequate levels of customer service.
  Manufacturing capacity constraints may have a material adverse effect on us.
   We may be subject to product recalls or other claims for mislabeled, adulterated, contaminated,
defective or spoiled food products or consumer products.
      7




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Increases in energy-related costs could negatively affect our business by increasing our costs to
produce goods.
  The availability and cost of transportation for our products is vital to our success, and the
loss of availability or increase in the cost of transportation could have an unfavorable impact
on our business and results of operations.
  Our inability to successfully renegotiate union contracts and any prolonged work stoppages or
other business disruptions could have an adverse effect on our business and results of
operations.
   There is no certainty regarding the amount of future CDSOA distributions.
      8




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Restructuring and impairment charges could have a material adverse effect on our financial
results.
  We may not be able to successfully consummate proposed acquisitions or divestitures or integrate
acquired businesses.
  Potential indemnification costs relating to business divestitures could have a material adverse
effect on our business and results of operations.
  A future increase in our indebtedness could adversely affect our profitability and operational
flexibility.
  We are subject to Federal, state and local government regulations that could adversely affect our
business and results of operations.
   9




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We rely on the value of our brands, and the costs of maintaining and enhancing the awareness of
our brands are increasing, which could have an adverse impact on our revenues and profitability.
  We rely on the performance of major retailers, wholesalers, food brokers, distributors,
foodservice customers and mass merchants for the success of our business, and should they perform
poorly or give higher priority to other brands or products, our business could be adversely
affected.
   Inherent risks associated with our idle real property, such as our inability to sell it in a
reasonable time period, could have an adverse effect on our business and results of operations.
     10




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The loss of the services of one or more members of our senior management team could have a
material adverse effect on our business, financial condition and results of operations.
  Mr. Gerlach, our Chief Executive Officer and Chairman of our board of directors, has a
significant ownership interest in our Company.
   Anti-takeover provisions could make it more difficult for a third party to acquire us.
   
 Item 1B.
    
    Unresolved Staff Comments
   11




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##### Table of Contents



Item 2.
    
    Properties
   Approximate
    
    
    Terms ofLocation
    
    Business Segment
    
    Square Feet
    
    
    OccupancyAltoona, IA (2)
    
    Specialty Foods
    
    
    120,000
    
    
    Owned/LeasedBedford Heights, OH (1)
    
    Specialty Foods
    
    
    98,000
    
    
    Owned/LeasedColumbus, OH (2)
    
    Specialty Foods
    
    
    386,000
    
    
    Owned/LeasedGrove City, OH
    
    Specialty Foods
    
    
    195,000
    
    
    OwnedHorse Cave, KY
    
    Specialty Foods
    
    
    382,000
    
    
    OwnedLuverne, AL
    
    Specialty Foods
    
    
    91,000
    
    
    OwnedMilpitas, CA (3)
    
    Specialty Foods
    
    
    130,000
    
    
    Owned/LeasedLeesburg, OH
    
    Glassware and Candles
    
    
    860,000
    
    
    OwnedJackson, OH
    
    Glassware and Candles
    
    
    122,000
    
    
    Owned
 
 (1)
    
    Part leased for term expiring in calendar year 2012(2)
    
    Part leased for term expiring in calendar year 2014(3)
    
    Part leased for term expiring in calendar year 2015   
 Item 3.
    
    Legal Proceedings
  
 Item 4.
    
    Removed and Reserved
  12




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PART II
 
 Item 5.
    
    Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
  DividendsStock Prices
    
    
    PaidHigh
    
    
    Low
    
    
    Per Share2011First quarter
    
    $
    54.99
    
    
    $
    43.28
    
    
    $
    .300Second quarter
    
    $
    58.59
    
    
    $
    46.95
    
    
    
    .330Third quarter
    
    $
    60.80
    
    
    $
    51.96
    
    
    
    .330Fourth quarter
    
    $
    64.72
    
    
    $
    56.53
    
    
    
    .330Year
    
    
    
    
    
    
    
    
    
    $
    1.2902010First quarter
    
    $
    53.41
    
    
    $
    41.52
    
    
    $
    .285Second quarter
    
    $
    51.96
    
    
    $
    47.01
    
    
    
    .300Third quarter
    
    $
    60.07
    
    
    $
    49.30
    
    
    
    .300Fourth quarter
    
    $
    61.60
    
    
    $
    51.77
    
    
    
    .300Year
    
    
    
    
    
    
    
    
    
    $
    1.185
   Issuer Purchases of Equity Securities
  Total NumberTotal
    
    
    Average
    
    
    of Shares
    
    
    Maximum NumberNumber
    
    
    Price
    
    
    Purchased as
    
    
    of Shares That Mayof Shares
    
    
    Paid Per
    
    
    Part of Publicly
    
    
    Yet be PurchasedPeriod
    
    Purchased
    
    
    Share
    
    
    Announced Plans
    
    
    Under the PlansApril 1-30, 2011
    
    
    
    
    
    $
    
    
    
    
    
    
    
    
    1,678,544May 1-31, 2011
    
    
    
    
    
    $
    
    
    
    
    
    
    
    
    1,678,544June 1-30, 2011
    
    
    60,194
    
    
    $
    58.81
    
    
    
    60,194
    
    
    
    1,618,350Total
    
    
    60,194
    
    
    $
    58.81
    
    
    
    60,194
    
    
    
    1,618,350
   13




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PERFORMANCE GRAPH
 COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL SHAREHOLDER RETURN
OF LANCASTER COLONY CORPORATION, THE S&P MIDCAP 400 INDEX
AND THE DOW JONES U.S. FOOD PRODUCERS INDEX
  
 Cumulative Total Return (Dollars)
 6/06
    
    
    6/07
    
    
    6/08
    
    
    6/09
    
    
    6/10
    
    
    6/11Lancaster Colony Corporation
    
    
    100.00
    
    
    
    108.81
    
    
    
    81.05
    
    
    
    121.58
    
    
    
    150.55
    
    
    
    175.78S&P Midcap 400
    
    
    100.00
    
    
    
    118.51
    
    
    
    109.81
    
    
    
    79.04
    
    
    
    98.74
    
    
    
    137.63Dow Jones U.S. Food Producers
    
    
    100.00
    
    
    
    117.13
    
    
    
    106.46
    
    
    
    89.64
    
    
    
    97.21
    
    
    
    131.53
   14




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Item 6.
    
    Selected Financial Data
 LANCASTER COLONY CORPORATION AND SUBSIDIARIES
FIVE YEAR FINANCIAL SUMMARY
 (Thousands Except
    
    Years Ended June 30Per Share Figures)
    
    2011
    
    
    2010
    
    
    2009
    
    
    2008
    
    
    2007OperationsNet Sales(1)
    
    $
    1,089,946
    
    
    $
    1,056,608
    
    
    $
    1,051,491
    
    
    $
    980,915
    
    
    $
    945,810Gross Margin(1)
    
    $
    242,429
    
    
    $
    270,332
    
    
    $
    215,492
    
    
    $
    157,341
    
    
    $
    181,740Percent of Sales
    
    
    22.2
    %
    
    
    25.6
    %
    
    
    20.5
    %
    
    
    16.0
    %
    
    
    19.2
    %Interest Expense
    
    $
    
    
    
    $
    
    
    
    $
    (1,217
    )
    
    $
    (3,076
    )
    
    $
    (150
    )Percent of Sales
    
    
    0.0
    %
    
    
    0.0
    %
    
    
    0.1
    %
    
    
    0.3
    %
    
    
    0.0
    %Other Income  Continued Dumping
and Subsidy Offset Act
    
    $
    14,388
    
    
    $
    893
    
    
    $
    8,696
    
    
    $
    2,533
    
    
    $
    699Income from Continuing OperationsBefore Income Taxes(1)
    
    $
    161,506
    
    
    $
    175,138
    
    
    $
    137,006
    
    
    $
    75,668
    
    
    $
    101,260Percent of Sales
    
    
    14.8
    %
    
    
    16.6
    %
    
    
    13.0
    %
    
    
    7.7
    %
    
    
    10.7
    %Taxes Based on Income(1)
    
    $
    55,142
    
    
    $
    60,169
    
    
    $
    47,920
    
    
    $
    27,229
    
    
    $
    36,981Income from Continuing Operations(1)
    
    $
    106,364
    
    
    $
    114,969
    
    
    $
    89,086
    
    
    $
    48,439
    
    
    $
    64,279Percent of Sales
    
    
    9.8
    %
    
    
    10.9
    %
    
    
    8.5
    %
    
    
    4.9
    %
    
    
    6.8
    %Continuing Operations Diluted Income
per Common Share(1)(2)
    
    $
    3.84
    
    
    $
    4.07
    
    
    $
    3.17
    
    
    $
    1.64
    
    
    $
    2.03Cash Dividends per Common Share
    
    $
    1.29
    
    
    $
    1.185
    
    
    $
    1.135
    
    
    $
    1.11
    
    
    $
    1.07Financial PositionCash and Equivalents(1)
    
    $
    132,266
    
    
    $
    100,890
    
    
    $
    38,484
    
    
    $
    19,417
    
    
    $
    8,316Total Assets
    
    $
    622,089
    
    
    $
    586,453
    
    
    $
    498,481
    
    
    $
    520,178
    
    
    $
    598,497Working Capital
    
    $
    257,040
    
    
    $
    239,446
    
    
    $
    148,233
    
    
    $
    144,925
    
    
    $
    137,121Property, Plant and EquipmentNet(1)
    
    $
    185,282
    
    
    $
    166,097
    
    
    $
    170,900
    
    
    $
    179,573
    
    
    $
    194,589Long-Term Debt
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    55,000
    
    
    $
    Property Additions(1)
    
    $
    35,343
    
    
    $
    12,833
    
    
    $
    11,336
    
    
    $
    16,832
    
    
    $
    53,589Depreciation and Amortization(1)
    
    $
    18,940
    
    
    $
    20,533
    
    
    $
    21,870
    
    
    $
    24,138
    
    
    $
    24,081Shareholders Equity
    
    $
    517,539
    
    
    $
    484,908
    
    
    $
    402,556
    
    
    $
    359,218
    
    
    $
    444,309Per Common Share
    
    $
    18.90
    
    
    $
    17.21
    
    
    $
    14.32
    
    
    $
    12.63
    
    
    $
    14.45Weighted Average Common Shares
OutstandingDiluted(2)
    
    
    27,689
    
    
    
    28,174
    
    
    
    28,044
    
    
    
    29,496
    
    
    
    31,603
 
 (1)
    
    2008 and 2007 amounts exclude the impact of certain
discontinued automotive operations sold in those fiscal years.(2)
    
    Certain prior-year figures were restated in 2010 to reflect the
adoption of the provisions of a Financial Accounting Standards Board (FASB)
Staff Position (FSP) on the FASBs Emerging Issues Task Force (EITF) Issue
No. 03-06-1, Determining Whether Instruments Granted in Share-Based Payment
Transactions Are Participating Securities. See further discussion in Note 1 to
the consolidated financial statements.  15




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Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 OVERVIEW
 This Managements Discussion and Analysis of Financial Condition and Results of Operations
(MD&A) describes the matters that we consider to be important in understanding the results of our
operations for the three years ended June 30, 2011, 2010 and 2009 and our liquidity and capital
resources as of June 30, 2011 and 2010. 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, 2011 refers
to fiscal 2011, which is the period from July 1, 2010 to June 30, 2011. In the discussion that
follows, we analyze the results of our operations for the last three years, including the trends in
our overall business, followed by a discussion of our cash flows and liquidity and contractual
obligations. We then provide a review of the critical accounting policies and estimates that we
believe are most important to an understanding of our MD&A and our consolidated financial
statements. We conclude our MD&A with information on recently issued accounting pronouncements.
 The following discussion should be read in conjunction with the Selected Financial Data and
our consolidated financial statements and the notes thereto, all included elsewhere in this Annual
Report on Form 10-K . The forward-looking statements in this section and other parts of this report
involve risks and uncertainties 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 as a result of factors set forth under the caption
Forward-Looking Statements.
 EXECUTIVE SUMMARY
 Business Overview
     
    
    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.
  16




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
    
    leveraging the strength of our retail brands to increase current product sales and
introduce new products;
 
    
    growing our foodservice sales through the strength of our reputation in product
development and quality; and
 
    
    pursuing acquisitions that meet our strategic criteria.
     Summary of 2011 Results
      Looking Forward
   17




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REVIEW OF CONSOLIDATED OPERATIONS
 Segment Sales Mix
  2011
    
    
    2010
    
    
    2009Segment Sales Mix:Specialty Foods
    
    
    85
    %
    
    
    85
    %
    
    
    87
    %Glassware and Candles
    
    
    15
    %
    
    
    15
    %
    
    
    13
    %
 Net Sales and Gross Margin
 Year EndedJune 30
    
    
    Change(Dollars in thousands)
    
    2011
    
    
    2010
    
    
    2009
    
    
    2011 vs. 2010
    
    
    2010 vs. 2009Net SalesSpecialty Foods
    
    $
    922,856
    
    
    $
    893,256
    
    
    $
    909,897
    
    
    $
    29,600
    
    
    
    3
    %
    
    $
    (16,641
    )
    
    
    (2
    )%Glassware and Candles
    
    
    167,090
    
    
    
    163,352
    
    
    
    141,594
    
    
    
    3,738
    
    
    
    2
    %
    
    
    21,758
    
    
    
    15
    %Total
    
    $
    1,089,946
    
    
    $
    1,056,608
    
    
    $
    1,051,491
    
    
    $
    33,338
    
    
    
    3
    %
    
    $
    5,117
    
    
    
    0
    %Gross Margin
    
    $
    242,429
    
    
    $
    270,332
    
    
    $
    215,492
    
    
    $
    (27,903
    )
    
    
    (10
    )%
    
    $
    54,840
    
    
    
    25
    %Gross Margin as a
Percentage of Sales
    
    
    22.2
    %
    
    
    25.6
    %
    
    
    20.5
    %
  18




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Selling, General and Administrative Expenses
 Year EndedJune 30
    
    
    Change(Dollars in thousands)
    
    2011
    
    
    2010
    
    
    2009
    
    
    2011 vs. 2010
    
    
    2010 vs. 2009Selling, General and
Administrative Expenses
    
    $
    95,425
    
    
    $
    93,821
    
    
    $
    84,238
    
    
    $
    1,604
    
    
    
    2
    %
    
    $
    9,583
    
    
    
    11
    %SG&A Expense as a
Percentage of Sales
    
    
    8.8
    %
    
    
    8.9
    %
    
    
    8.0
    %
  Restructuring and Impairment Charges
 Specialty Foods Segment
    19




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Other
  Operating Income (Loss)
 Year EndedJune 30
    
    
    Change(Dollars in thousands)
    
    2011
    
    
    2010
    
    
    2009
    
    
    2011 vs. 2010
    
    
    2010 vs. 2009Operating Income (Loss)Specialty Foods
    
    $
    155,218
    
    
    $
    176,194
    
    
    $
    145,848
    
    
    $
    (20,976
    )
    
    
    (12
    )%
    
    $
    30,346
    
    
    
    21
    %Glassware and Candles
    
    
    3,764
    
    
    
    9,445
    
    
    
    (5,671
    )
    
    
    (5,681
    )
    
    
    (60
    )%
    
    
    15,116
    
    
    
    267
    %Corporate Expenses
    
    
    (11,978
    )
    
    
    (11,440
    )
    
    
    (10,529
    )
    
    
    (538
    )
    
    
    5
    %
    
    
    (911
    )
    
    
    9
    %Total
    
    $
    147,004
    
    
    $
    174,199
    
    
    $
    129,648
    
    
    $
    (27,195
    )
    
    
    (16
    )%
    
    $
    44,551
    
    
    
    34
    %Operating Income (Loss) as
a Percentage of SalesSpecialty Foods
    
    
    16.8
    %
    
    
    19.7
    %
    
    
    16.0
    %Glassware and Candles
    
    
    2.3
    %
    
    
    5.8
    %
    
    
    (4.0
    )%Consolidated
    
    
    13.5
    %
    
    
    16.5
    %
    
    
    12.3
    %
  Interest Expense
  Other Income  Continued Dumping and Subsidy Offset Act
     20




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Interest Income and Other  Net
  Income Before Income Taxes
  Net Income
  SEGMENT REVIEW  SPECIALTY FOODS
     21




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SEGMENT REVIEW  GLASSWARE AND CANDLES
   CORPORATE EXPENSES
  FINANCIAL CONDITION
 Liquidity and Capital Resources




22



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Cash Flows
 Year EndedJune 30
    
    
    Change(Dollars in thousands)
    
    2011
    
    
    2010
    
    
    2009
    
    
    2011 vs. 2010
    
    
    2010 vs. 2009Provided by Operating
Activities
    
    $
    147,454
    
    
    $
    107,691
    
    
    $
    133,164
    
    
    $
    39,763
    
    
    
    37
    %
    
    $
    (25,473
    )
    
    
    (19
    )%Used in Investing Activities
    
    $
    (35,758
    )
    
    $
    (14,100
    )
    
    $
    (10,974
    )
    
    $
    (21,658
    )
    
    
    (154
    )%
    
    $
    (3,126
    )
    
    
    (28
    )%Used in Financing Activities
    
    $
    (80,320
    )
    
    $
    (31,185
    )
    
    $
    (103,123
    )
    
    $
    (49,135
    )
    
    
    (158
    )%
    
    $
    71,938
    
    
    
    70
    %
       23




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##### Table of Contents



OFF-BALANCE SHEET ARRANGEMENTS, CONTRACTUAL OBLIGATIONS AND COMMITMENTS
    Payment Due by PeriodLess than
    
    
    
    
    
    
    
    
    
    
    More thanContractual Obligations
    
    Total
    
    
    1 Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    5 YearsOperating Lease Obligations (1)
    
    $
    11,211
    
    
    $
    3,680
    
    
    $
    5,482
    
    
    $
    2,049
    
    
    $
    Purchase Obligations (2)
    
    
    91,750
    
    
    
    90,451
    
    
    
    1,299
    
    
    
    
    
    
    
    Other Noncurrent Liabilities (as reflected
on Consolidated Balance Sheet) (3)
    
    
    2,227
    
    
    
    
    
    
    
    2,227
    
    
    
    
    
    
    
    Total
    
    $
    105,188
    
    
    $
    94,131
    
    
    $
    9,008
    
    
    $
    2,049
    
    
    $
    
 
 (1)
    
    Operating leases are primarily entered into for warehouse and office facilities and certain
equipment. See Note 10 to the consolidated financial statements for further information.(2)
    
    Purchase obligations represent purchase orders and longer-term purchase arrangements related
to the procurement of raw materials, supplies, and property, plant and equipment.(3)
    
    This amount does not include approximately $11.4 million of other noncurrent liabilities
recorded on the balance sheet, which consist of the underfunded pension liability, other post
employment benefit obligations, tax liabilities, noncurrent workers compensation obligations,
deferred compensation and interest on deferred compensation. These items are excluded, as it
is not certain when these liabilities will become due. See Notes 5, 7, 8 and 9 to the
consolidated financial statements for further information. IMPACT OF INFLATION
   24




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##### Table of Contents



CRITICAL ACCOUNTING POLICIES AND ESTIMATES
  Revenue Recognition
  Receivables and the Allowance for Doubtful Accounts
  Valuation of Inventory
  Long-Lived Assets
   25




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##### Table of Contents



Goodwill and Intangible Assets
  Accrued Marketing and Distribution
  Accruals for Self-Insurance
  Accounting for Pension Plans and Other Postretirement Benefit Plans
  RECENTLY ISSUED ACCOUNTING STANDARDS
 Comprehensive
Income: Presentation of Comprehensive Income
  26




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##### Table of Contents



RECENTLY ADOPTED ACCOUNTING STANDARDS
   Forward-Looking Statements
   
    
    the potential for loss of larger programs or key customer relationships;
    
    the effect of consolidation of customers within key market channels;
    
    the continued solvency of key customers;
    
    the success and cost of new product development efforts;
    
    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;
 
    
    changes in market trends;
    
    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;
  27




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##### Table of Contents




    
    efficiencies in plant operations, including the ability to optimize overhead
utilization in candle operations;
    
    the overall strength of the economy;
    
    changes in financial markets;
    
    slower than anticipated sales growth;
    
    the extent of operational efficiencies achieved;
    
    price and product competition;
    
    the uncertainty regarding the effect or outcome of any decision to explore further
strategic alternatives among our nonfood operations;
    
    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, including
import sources of production;
    
    dependence on key personnel;
    
    stability of labor relations;
    
    dependence on contract copackers and limited or exclusive sources for certain goods;
    
    effect of governmental regulations, including environmental matters;
    
    legislation and litigation affecting the future administration of the Continued
Dumping and Subsidy Offset Act of 2000;
    
    access to any required financing;
    
    changes in income tax laws;
    
    unknown costs relating to the holding or disposition of idle real estate;
    
    changes in estimates in critical accounting judgments;
    
    the outcome of any litigation or arbitration; and
    
    innumerable other factors.
 
 Item 7A.
    
    Quantitative and Qualitative Disclosures About Market Risk
  INTEREST RATE RISK
  COMMODITY PRICE RISK
   28




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Item 8.
    
    Financial Statements and Supplementary Data
  29




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
    Internal ControlIntegrated Framework
 /s/ Deloitte & Touche LLPDeloitte & Touche LLPColumbus, OhioAugust 29, 2011
  30




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 CONSOLIDATED BALANCE SHEETS
 June 30(Amounts in thousands, except share data)
    
    2011
    
    
    2010ASSETSCurrent Assets:Cash and equivalents
    
    $
    132,266
    
    
    $
    100,890Receivables (less allowance for doubtful accounts,
2011$570; 2010$516)
    
    
    63,762
    
    
    
    67,766Inventories:Raw materials
    
    
    36,785
    
    
    
    36,812Finished goods and work in process
    
    
    75,100
    
    
    
    84,697Total inventories
    
    
    111,885
    
    
    
    121,509Deferred income taxes and other current assets
    
    
    25,283
    
    
    
    27,234Total current assets
    
    
    333,196
    
    
    
    317,399Property, Plant and Equipment:Land, buildings and improvements
    
    
    141,175
    
    
    
    129,747Machinery and equipment
    
    
    263,449
    
    
    
    242,024Total cost
    
    
    404,624
    
    
    
    371,771Less accumulated depreciation
    
    
    219,342
    
    
    
    205,674Property, plant and equipmentnet
    
    
    185,282
    
    
    
    166,097Other Assets:Goodwill
    
    
    89,840
    
    
    
    89,840Other intangible assetsnet
    
    
    8,350
    
    
    
    9,514Other noncurrent assets
    
    
    5,421
    
    
    
    3,603Total
    
    $
    622,089
    
    
    $
    586,453LIABILITIES AND SHAREHOLDERS EQUITYCurrent Liabilities:Accounts payable
    
    $
    42,570
    
    
    $
    41,904Accrued liabilities
    
    
    33,586
    
    
    
    36,049Total current liabilities
    
    
    76,156
    
    
    
    77,953Other Noncurrent Liabilities
    
    
    13,646
    
    
    
    19,138Deferred Income Taxes
    
    
    14,748
    
    
    
    4,454Shareholders Equity:Preferred stockauthorized 3,050,000 shares; outstandingnoneCommon stockauthorized 75,000,000 shares;
outstanding, 201127,385,781 shares; 201028,167,549 shares
    
    
    97,197
    
    
    
    94,885Retained earnings
    
    
    1,150,683
    
    
    
    1,080,015Accumulated other comprehensive loss
    
    
    (7,043
    )
    
    
    (9,797
    )Common stock in treasury, at cost
    
    
    (723,298
    )
    
    
    (680,195
    )Total shareholders equity
    
    
    517,539
    
    
    
    484,908Total
    
    $
    622,089
    
    
    $
    586,453
   31




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF INCOME
 Years Ended June 30(Amounts in thousands, except per share data)
    
    2011
    
    
    2010
    
    
    2009Net Sales
    
    $
    1,089,946
    
    
    $
    1,056,608
    
    
    $
    1,051,491Cost of Sales
    
    
    847,517
    
    
    
    786,276
    
    
    
    835,999Gross Margin
    
    
    242,429
    
    
    
    270,332
    
    
    
    215,492Selling, General and Administrative Expenses
    
    
    95,425
    
    
    
    93,821
    
    
    
    84,238Restructuring and Impairment Charges
    
    
    
    
    
    
    2,312
    
    
    
    1,606Operating Income
    
    
    147,004
    
    
    
    174,199
    
    
    
    129,648Other (Expense) Income:Interest expense
    
    
    
    
    
    
    
    
    
    
    (1,217
    )Other incomeContinued Dumping and Subsidy
Offset Act
    
    
    14,388
    
    
    
    893
    
    
    
    8,696Interest income and othernet
    
    
    114
    
    
    
    46
    
    
    
    (121
    )Income Before Income Taxes
    
    
    161,506
    
    
    
    175,138
    
    
    
    137,006Taxes Based on Income
    
    
    55,142
    
    
    
    60,169
    
    
    
    47,920Net Income
    
    $
    106,364
    
    
    $
    114,969
    
    
    $
    89,086Net Income Per Common Share:Basic
    
    $
    3.84
    
    
    $
    4.08
    
    
    $
    3.17Diluted
    
    $
    3.84
    
    
    $
    4.07
    
    
    $
    3.17Weighted Average Common Shares Outstanding:Basic
    
    
    27,664
    
    
    
    28,144
    
    
    
    28,033Diluted
    
    
    27,689
    
    
    
    28,174
    
    
    
    28,044
   32




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Years Ended June 30(Amounts in thousands)
    
    2011
    
    
    2010
    
    
    2009Cash Flows From Operating Activities:Net income
    
    $
    106,364
    
    
    $
    114,969
    
    
    $
    89,086Adjustments to reconcile net income
to net cash provided by operating activities:Depreciation and amortization
    
    
    18,940
    
    
    
    20,533
    
    
    
    21,870Deferred income taxes and other noncash changes
    
    
    10,977
    
    
    
    3,415
    
    
    
    3,767Restructuring and impairment charges
    
    
    
    
    
    
    677
    
    
    
    (1,221
    )Loss (gain) on sale of property
    
    
    14
    
    
    
    (40
    )
    
    
    (861
    )Pension plan activity
    
    
    (1,326
    )
    
    
    (289
    )
    
    
    (2,316
    )Changes in operating assets and liabilities:Receivables
    
    
    3,615
    
    
    
    (7,421
    )
    
    
    (2,287
    )Inventories
    
    
    9,624
    
    
    
    (19,166
    )
    
    
    17,780Other current assets
    
    
    317
    
    
    
    (6,755
    )
    
    
    13,868Accounts payable and accrued liabilities
    
    
    (1,071
    )
    
    
    1,768
    
    
    
    (6,522
    )Net cash provided by operating activities
    
    
    147,454
    
    
    
    107,691
    
    
    
    133,164Cash Flows From Investing Activities:Payments on property additions
    
    
    (35,343
    )
    
    
    (12,833
    )
    
    
    (11,336
    )Proceeds from sale of property
    
    
    19
    
    
    
    69
    
    
    
    2,000Othernet
    
    
    (434
    )
    
    
    (1,336
    )
    
    
    (1,638
    )Net cash used in investing activities
    
    
    (35,758
    )
    
    
    (14,100
    )
    
    
    (10,974
    )Cash Flows From Financing Activities:Proceeds from debt
    
    
    
    
    
    
    
    
    
    
    25,000Payments on debt
    
    
    
    
    
    
    
    
    
    
    (80,000
    )Purchase of treasury stock
    
    
    (43,103
    )
    
    
    (4,398
    )
    
    
    (16,894
    )Payment of dividends
    
    
    (35,696
    )
    
    
    (33,430
    )
    
    
    (31,854
    )Proceeds from the exercise of stock awards,
including tax benefits
    
    
    479
    
    
    
    4,643
    
    
    
    5,407(Decrease) increase in cash overdraft balance
    
    
    (2,000
    )
    
    
    2,000
    
    
    
    (4,782
    )Net cash used in financing activities
    
    
    (80,320
    )
    
    
    (31,185
    )
    
    
    (103,123
    )Net change in cash and equivalents
    
    
    31,376
    
    
    
    62,406
    
    
    
    19,067Cash and equivalents at beginning of year
    
    
    100,890
    
    
    
    38,484
    
    
    
    19,417Cash and equivalents at end of year
    
    $
    132,266
    
    
    $
    100,890
    
    
    $
    38,484
   33




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY
 AccumulatedCommon Stock
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    Total(Amounts in thousands,
    
    Outstanding
    
    
    Retained
    
    
    Comprehensive
    
    
    Treasury
    
    
    Shareholdersexcept per share data)
    
    Shares
    
    
    Amount
    
    
    Earnings
    
    
    Loss
    
    
    Stock
    
    
    EquityBalance, June 30, 2008
    
    
    28,452
    
    
    $
    82,652
    
    
    $
    941,244
    
    
    $
    (5,775
    )
    
    $
    (658,903
    )
    
    $
    359,218Net income
    
    
    
    
    
    
    
    
    
    
    89,086
    
    
    
    
    
    
    
    
    
    
    
    89,086Net pension and postretirement
benefit losses, net of $1,897
tax effect
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,310
    )
    
    
    
    
    
    
    (3,310
    )Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    85,776Cash dividends  common
stock ($1.135 per share)
    
    
    
    
    
    
    
    
    
    
    (31,854
    )
    
    
    
    
    
    
    
    
    
    
    (31,854
    )Purchase of treasury stock
    
    
    (496
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,894
    )
    
    
    (16,894
    )Stock-based plans
    
    
    146
    
    
    
    5,347
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,347Stock-based compensation expense
    
    
    
    
    
    
    963
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    963Balance, June 30, 2009
    
    
    28,102
    
    
    
    88,962
    
    
    
    998,476
    
    
    
    (9,085
    )
    
    
    (675,797
    )
    
    
    402,556Net income
    
    
    
    
    
    
    
    
    
    
    114,969
    
    
    
    
    
    
    
    
    
    
    
    114,969Net pension and postretirement
benefit losses, net of $430
tax effect
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (712
    )
    
    
    
    
    
    
    (712
    )Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    114,257Cash dividends  common
stock ($1.185 per share)
    
    
    
    
    
    
    
    
    
    
    (33,430
    )
    
    
    
    
    
    
    
    
    
    
    (33,430
    )Purchase of treasury stock
    
    
    (80
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,398
    )
    
    
    (4,398
    )Stock-based plans
    
    
    146
    
    
    
    4,274
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,274Stock-based compensation expense
    
    
    
    
    
    
    1,649
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,649Balance, June 30, 2010
    
    
    28,168
    
    
    
    94,885
    
    
    
    1,080,015
    
    
    
    (9,797
    )
    
    
    (680,195
    )
    
    
    484,908Net income
    
    
    
    
    
    
    
    
    
    
    106,364
    
    
    
    
    
    
    
    
    
    
    
    106,364Net pension and postretirement
benefit gains, net of $1,776
tax effect
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,754
    
    
    
    
    
    
    
    2,754Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    109,118Cash dividends  common
stock ($1.29 per share)
    
    
    
    
    
    
    
    
    
    
    (35,696
    )
    
    
    
    
    
    
    
    
    
    
    (35,696
    )Purchase of treasury stock
    
    
    (810
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (43,103
    )
    
    
    (43,103
    )Stock-based plans
    
    
    28
    
    
    
    (4
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4
    )Stock-based compensation expense
    
    
    
    
    
    
    2,316
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,316Balance, June 30, 2011
    
    
    27,386
    
    
    $
    97,197
    
    
    $
    1,150,683
    
    
    $
    (7,043
    )
    
    $
    (723,298
    )
    
    $
    517,539
   34




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
 Note 1  Summary of Significant Accounting Policies
 Principles of Consolidation
  Subsequent Events
  Use of Estimates
  Cash and Equivalents
  2011
    
    
    2010Negative book cash balances reclassed to other accrued liabilities
    
    $
    
    
    
    $
    2,000
 Receivables and the Allowance for Doubtful Accounts
  Credit Risk
   35




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
 Inventories
  2011
    
    
    2010Work in process as a percentage of the combined total
of finished goods and work in process
    
    
    4
    %
    
    
    3
    %
 Property, Plant and Equipment
  2011
    
    
    2010
    
    
    2009Construction in progress in accounts payable
    
    $
    45
    
    
    $
    90
    
    
    $
    88
   2011
    
    
    2010
    
    
    2009Depreciation expense
    
    $
    15,961
    
    
    $
    17,049
    
    
    $
    18,141
 Held for Sale
  Long-Lived Assets
  Goodwill and Intangible Assets
   36




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  Accrued Marketing and Distribution
  Accruals for Self-Insurance
  Shareholders Equity
  Revenue Recognition
  Advertising Expense
  2011
    
    
    2010
    
    
    2009Advertising expense as a percentage of sales
    
    
    2
    %
    
    
    2
    %
    
    
    1
    %
 Shipping and Handling
  Stock-Based Employee Compensation Plans
   37




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
 Other Income
  Income Taxes
     Earnings Per Share
    38




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010
    
    
    2009Net income
    
    $
    106,364
    
    
    $
    114,969
    
    
    $
    89,086Net income available to participating securities
    
    
    (146
    )
    
    
    (198
    )
    
    
    (87
    )Net income available to common shareholders
    
    $
    106,218
    
    
    $
    114,771
    
    
    $
    88,999Weighted average common shares outstanding:Basic
    
    
    27,664
    
    
    
    28,144
    
    
    
    28,033Incremental share effect from:Stock options
    
    
    
    
    
    
    3
    
    
    
    3Restricted stock
    
    
    5
    
    
    
    6
    
    
    
    6Stock-settled stock appreciation rights
    
    
    20
    
    
    
    21
    
    
    
    2Diluted
    
    
    27,689
    
    
    
    28,174
    
    
    
    28,044Net income per common share:Basic
    
    $
    3.84
    
    
    $
    4.08
    
    
    $
    3.17Diluted
    
    $
    3.84
    
    
    $
    4.07
    
    
    $
    3.17
 Comprehensive Income and Accumulated Other Comprehensive Loss
  Recently Issued Accounting Standards
 Comprehensive
Income: Presentation of Comprehensive Income
  39




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
 Note 2  Goodwill and Other Intangible Assets
   2011
    
    
    2010Trademarks (40-year life)Gross carrying value
    
    $
    370
    
    
    $
    370Accumulated amortization
    
    
    (186
    )
    
    
    (177
    )Net Carrying Value
    
    $
    184
    
    
    $
    193Customer Relationships (12 to 15-year life)Gross carrying value
    
    $
    13,020
    
    
    $
    13,020Accumulated amortization
    
    
    (4,991
    )
    
    
    (4,054
    )Net Carrying Value
    
    $
    8,029
    
    
    $
    8,966Non-compete Agreements (5 to 8-year life)Gross carrying value
    
    $
    1,540
    
    
    $
    1,540Accumulated amortization
    
    
    (1,403
    )
    
    
    (1,185
    )Net Carrying Value
    
    $
    137
    
    
    $
    355Total Net Carrying Value
    
    $
    8,350
    
    
    $
    9,514
  2011
    
    
    2010
    
    
    2009Amortization expense
    
    $
    1,164
    
    
    $
    1,164
    
    
    $
    1,164
  2012
    
    $
    1,0832013
    
    $
    9462014
    
    $
    9462015
    
    $
    9462016
    
    $
    775
 Note 3  Accrued Liabilities
  2011
    
    
    2010Accrued compensation and employee benefits
    
    $
    23,623
    
    
    $
    24,671Accrued marketing and distribution
    
    
    5,547
    
    
    
    6,471Income and other taxes
    
    
    1,490
    
    
    
    1,269Book cash overdrafts
    
    
    
    
    
    
    2,000Other
    
    
    2,926
    
    
    
    1,638Total accrued liabilities
    
    $
    33,586
    
    
    $
    36,049
 Note 4  Long-Term Debt
   40




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
     Note 5  Income Taxes
  2011
    
    
    2010
    
    
    2009Currently payable:Federal
    
    $
    43,140
    
    
    $
    55,422
    
    
    $
    40,019State and local
    
    
    4,542
    
    
    
    3,933
    
    
    
    3,858Total current provision
    
    
    47,682
    
    
    
    59,355
    
    
    
    43,877Deferred Federal, state and local provision
    
    
    7,460
    
    
    
    814
    
    
    
    4,043Total taxes based on income
    
    $
    55,142
    
    
    $
    60,169
    
    
    $
    47,920
  2011
    
    
    2010
    
    
    2009Tax benefits recorded directly to common stock
    
    $
    479
    
    
    $
    674
    
    
    $
    213
  2011
    
    
    2010
    
    
    2009Statutory rate
    
    
    35.0
    %
    
    
    35.0
    %
    
    
    35.0
    %State and local income taxes
    
    
    1.9
    %
    
    
    1.5
    %
    
    
    2.1
    %ESOP dividend deduction
    
    
    (0.2
    )%
    
    
    (0.1
    )%
    
    
    (0.2
    )%Domestic manufacturing deduction
    
    
    (2.5
    )%
    
    
    (1.9
    )%
    
    
    (1.8
    )%Other
    
    
    (0.1
    )%
    
    
    (0.1
    )%
    
    
    (0.1
    )%Effective rate
    
    
    34.1
    %
    
    
    34.4
    %
    
    
    35.0
    %
  41




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010Deferred tax assets:Inventories
    
    $
    4,101
    
    
    $
    3,499Employee medical and other benefits
    
    
    9,459
    
    
    
    10,892Receivable and other allowances
    
    
    4,423
    
    
    
    4,625Other accrued liabilities
    
    
    3,437
    
    
    
    3,591Total deferred tax assets
    
    
    21,420
    
    
    
    22,607Total deferred tax liabilitiesproperty and other
    
    
    (20,429
    )
    
    
    (12,380
    )Net deferred tax asset
    
    $
    991
    
    
    $
    10,227
  2011
    
    
    2010Net current deferred tax assets
    
    $
    15,739
    
    
    $
    14,681Prepaid Federal, state and local income taxes
    
    $
    8,140
    
    
    $
    7,863
  2011
    
    
    2010
    
    
    2009Cash payments for income taxes
    
    $
    47,598
    
    
    $
    66,236
    
    
    $
    30,415
   2011
    
    
    2010Balance, beginning of year
    
    $
    1,921
    
    
    $
    2,932Tax positions related to current year:Additions
    
    
    18
    
    
    
    15Reductions
    
    
    
    
    
    
    Tax positions related to prior years:Additions
    
    
    455
    
    
    
    640Reductions
    
    
    (599
    )
    
    
    (32
    )Decreases due to settlements with taxing authorities
    
    
    
    
    
    
    (1,634
    )Balance, end of year
    
    $
    1,795
    
    
    $
    1,921
    42




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010Expense (benefit) recognized for the net tax-related interest and penalties
    
    $
    96
    
    
    $
    (445
    )
  2011
    
    
    2010Accrued interest and penalties included in the gross
tax contingency reserve
    
    $
    802
    
    
    $
    706
   Note 6  Stock-Based Compensation
   Stock Options
   Stock-Settled Stock Appreciation Rights
   43




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010
    
    
    2009SSSARs granted
    
    
    94
    
    
    
    168
    
    
    
    78Weighted average fair value per right
    
    $
    10.12
    
    
    $
    11.81
    
    
    $
    6.89Assumptions used in fair value calculations:Risk-free interest rate
    
    
    1.27
    %
    
    
    1.67
    %
    
    
    1.63
    %Dividend yield
    
    
    2.28
    %
    
    
    2.04
    %
    
    
    2.86
    %Volatility factor of the expected market price of our
common stock
    
    
    28.78
    %
    
    
    29.97
    %
    
    
    28.13
    %Weighted average expected life in years
    
    
    3.11
    
    
    
    3.50
    
    
    
    3.50
   2011
    
    
    2010
    
    
    2009Compensation expense
    
    $
    1,120
    
    
    $
    684
    
    
    $
    353Tax benefits
    
    $
    392
    
    
    $
    240
    
    
    $
    124Intrinsic value of exercises
    
    $
    922
    
    
    $
    926
    
    
    $
    19Gross windfall tax benefits
    
    $
    334
    
    
    $
    324
    
    
    $
    7
  2011
    
    
    2010
    
    
    2009Fair value of vested rights
    
    $
    1,095
    
    
    $
    479
    
    
    $
    306
  WeightedWeighted
    
    
    AverageNumber
    
    
    Average
    
    
    Remaining
    
    
    Aggregateof
    
    
    Exercise
    
    
    Contractual
    
    
    IntrinsicRights
    
    
    Price
    
    
    Life in Years
    
    
    ValueOutstanding at June 30, 2010
    
    
    309
    
    
    $
    49.55Exercised
    
    
    (70
    )
    
    $
    39.75Granted
    
    
    94
    
    
    $
    57.78Forfeited
    
    
    (9
    )
    
    $
    52.33Outstanding at June 30, 2011
    
    
    324
    
    
    $
    53.98
    
    
    
    3.62
    
    
    $
    2,214Exercisable and vested at June 30, 2011
    
    
    100
    
    
    $
    48.88
    
    
    
    2.85
    
    
    $
    1,186Vested and expected to vest at June
30, 2011
    
    
    318
    
    
    $
    54.01
    
    
    
    3.61
    
    
    $
    2,165
  44




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  Outstanding
    
    
    ExercisableWeighted AverageRemainingGrant
    
    Exercise
    
    
    Number
    
    
    Contractual
    
    
    Exercise
    
    
    Number
    
    
    Weighted AverageYears
    
    Price
    
    
    Outstanding
    
    
    Life in Years
    
    
    Price
    
    
    Exercisable
    
    
    Exercise Price2011
    
    $
    57.78
    
    
    
    94
    
    
    
    4.65
    
    
    $
    57.78
    
    
    
    
    
    
    
    2010
    
    $
    58.79
    
    
    
    155
    
    
    
    3.66
    
    
    $
    58.79
    
    
    
    50
    
    
    $
    58.792009
    
    $
    39.86
    
    
    
    43
    
    
    
    2.66
    
    
    $
    39.86
    
    
    
    18
    
    
    $
    39.862008
    
    $
    38.31
    
    
    
    32
    
    
    
    1.67
    
    
    $
    38.31
    
    
    
    32
    
    
    $
    38.31
  Restricted Stock
   2011
    
    
    2010
    
    
    2009Restricted stock granted
    
    
    7
    
    
    
    25
    
    
    
    6Grant date fair value
    
    $
    390
    
    
    $
    1,470
    
    
    $
    231Closing stock price on grant date
    
    $
    57.78
    
    
    $
    58.79
    
    
    $
    39.86
    2011
    
    
    2010
    
    
    2009Compensation expense
    
    $
    1,177
    
    
    $
    948
    
    
    $
    612Tax benefits
    
    $
    412
    
    
    $
    332
    
    
    $
    214Gross windfall tax benefits
    
    $
    145
    
    
    $
    43
    
    
    $
    
  45




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010
    
    
    2009Fair value of vested shares
    
    $
    1,258
    
    
    $
    423
    
    
    $
    114
  WeightedNumber
    
    
    Averageof
    
    
    Grant DateShares
    
    
    Fair ValueUnvested restricted stock at beginning of period
    
    
    61
    
    
    $
    48.43Granted
    
    
    15
    
    
    $
    54.35Vested
    
    
    (30
    )
    
    $
    41.83Forfeited
    
    
    (2
    )
    
    $
    50.75Unvested restricted stock at end of period
    
    
    44
    
    
    $
    54.86
  Note 7  Pension Benefits
 Defined Benefit Pension Plans
    2011
    
    
    2010Weighted-average assumption as of June 30Discount rate
    
    
    5.29
    %
    
    
    5.21
    %
  2011
    
    
    2010
    
    
    2009Discount rate
    
    
    5.21
    %
    
    
    6.34
    %
    
    
    6.65
    %Expected long-term return on plan assets
    
    
    7.00
    %
    
    
    8.00
    %
    
    
    8.00
    %
   46




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  TargetPercentageof Plan
    
    
    ActualAssets
    
    
    Percentageat June 30
    
    
    of Plan Assets2011
    
    
    2011
    
    
    2010Cash and equivalents
    
    
    0-10
    %
    
    
    1
    %
    
    
    2
    %Equity securities
    
    
    30-70
    %
    
    
    50
    %
    
    
    54
    %Fixed income
    
    
    30-70
    %
    
    
    49
    %
    
    
    44
    %Total
    
    
    
    
    
    
    100
    %
    
    
    100
    %
    
  June
30, 2011Asset Category
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalCash and equivalents
    
    $
    264
    
    
    $
    
    
    
    $
    
    
    
    $
    264Money market funds
    
    
    97
    
    
    
    
    
    
    
    
    
    
    
    97U.S. government obligations
    
    
    
    
    
    
    3,825
    
    
    
    
    
    
    
    3,825Corporate obligations
    
    
    
    
    
    
    1,918
    
    
    
    
    
    
    
    1,918Mortgage obligations
    
    
    
    
    
    
    2,562
    
    
    
    
    
    
    
    2,562Mutual funds fixed income
    
    
    9,088
    
    
    
    
    
    
    
    
    
    
    
    9,088Mutual funds equity
    
    
    17,592
    
    
    
    
    
    
    
    
    
    
    
    17,592Total
    
    $
    27,041
    
    
    $
    8,305
    
    
    $
    
    
    
    $
    35,346
 June
30, 2010Asset Category
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalCash and equivalents
    
    $
    523
    
    
    $
    
    
    
    $
    
    
    
    $
    523Money market funds
    
    
    174
    
    
    
    
    
    
    
    
    
    
    
    174U.S. government obligations
    
    
    
    
    
    
    3,836
    
    
    
    
    
    
    
    3,836Corporate obligations
    
    
    
    
    
    
    1,812
    
    
    
    
    
    
    
    1,812Mortgage obligations
    
    
    
    
    
    
    2,262
    
    
    
    
    
    
    
    2,262Mutual funds fixed income
    
    
    5,048
    
    
    
    
    
    
    
    
    
    
    
    5,048Mutual funds equity
    
    
    16,388
    
    
    
    
    
    
    
    
    
    
    
    16,388Total
    
    $
    22,133
    
    
    $
    7,910
    
    
    $
    
    
    
    $
    30,043
   47




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
   2011
    
    
    2010Change in benefit obligationBenefit obligation at beginning of year
    
    $
    38,464
    
    
    $
    34,484Service cost
    
    
    
    
    
    
    45Interest cost
    
    
    1,947
    
    
    
    2,118Actuarial (gain) loss
    
    
    (481
    )
    
    
    4,192Benefits paid
    
    
    (2,291
    )
    
    
    (2,375
    )Benefit obligation at end of year
    
    $
    37,639
    
    
    $
    38,464Change in plan assetsFair value of plan assets at beginning of year
    
    $
    30,043
    
    
    $
    27,738Actual return on plan assets
    
    
    5,802
    
    
    
    3,878Employer contributions
    
    
    1,792
    
    
    
    802Benefits paid
    
    
    (2,291
    )
    
    
    (2,375
    )Fair value of plan assets at end of year
    
    $
    35,346
    
    
    $
    30,043Reconciliation of funded statusNet accrued benefit cost
    
    $
    (2,293
    )
    
    $
    (8,421
    )Amounts recognized in the consolidated balance sheets consist ofPrepaid benefit cost (noncurrent assets)
    
    $
    117
    
    
    $
    Accrued benefit liability (noncurrent liabilities)
    
    
    (2,410
    )
    
    
    (8,421
    )Net amount recognized
    
    $
    (2,293
    )
    
    $
    (8,421
    )Accumulated benefit obligation
    
    $
    37,639
    
    
    $
    38,464
  2011
    
    
    2010Benefit obligations
    
    $
    33,990
    
    
    $
    38,464Fair value of plan assets at end of year
    
    $
    31,580
    
    
    $
    30,043
  2011
    
    
    2010Net actuarial loss
    
    $
    11,945
    
    
    $
    16,747Net transition asset
    
    
    (2
    )
    
    
    (3
    )Income taxes
    
    
    (4,413
    )
    
    
    (6,296
    )Total
    
    $
    7,530
    
    
    $
    10,448
  48




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2012Net actuarial loss
    
    $
    355Net transition asset
    
    
    (1
    )Total
    
    $
    354
  2011
    
    
    2010
    
    
    2009Components of net periodic benefit costService cost
    
    $
    
    
    
    $
    45
    
    
    $
    117Interest cost
    
    
    1,947
    
    
    
    2,118
    
    
    
    2,170Expected return on plan assets
    
    
    (2,027
    )
    
    
    (2,150
    )
    
    
    (2,263
    )Curtailment charges
    
    
    
    
    
    
    349
    
    
    
    331Amortization of unrecognized net loss
    
    
    546
    
    
    
    496
    
    
    
    327Amortization of prior service cost
    
    
    
    
    
    
    5
    
    
    
    75Amortization of unrecognized net (asset)
obligation existing at transition
    
    
    (1
    )
    
    
    (1
    )
    
    
    2Net periodic benefit cost
    
    $
    465
    
    
    $
    862
    
    
    $
    759
     2012
    
    $
    2,1932013
    
    $
    2,1962014
    
    $
    2,1802015
    
    $
    2,1662016
    
    $
    2,1992017  2021
    
    $
    12,337
 Note 8  Postretirement Benefits
 Postretirement Medical and Life Insurance Benefit Plans
   49




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010Weighted-average assumption as of June 30Discount rate
    
    
    5.29
    %
    
    
    5.21
    %
  2011
    
    
    2010
    
    
    2009Discount rate
    
    
    5.21
    %
    
    
    6.34
    %
    
    
    6.65
    %Health care cost trend rate
    
    
    10.00
    %
    
    
    10.00
    %
    
    
    10.00
    %
  2011
    
    
    2010Change in benefit obligationBenefit obligation at beginning of year
    
    $
    2,707
    
    
    $
    3,153Service cost
    
    
    24
    
    
    
    17Interest cost
    
    
    137
    
    
    
    193Actuarial loss (gain)
    
    
    220
    
    
    
    (491
    )Benefits paid
    
    
    (207
    )
    
    
    (165
    )Benefit obligation at end of year
    
    $
    2,881
    
    
    $
    2,707Change in plan assetsEmployer contributions
    
    $
    207
    
    
    $
    165Benefits paid
    
    
    (207
    )
    
    
    (165
    )Fair value of plan assets at end of year
    
    $
    
    
    
    $
    Reconciliation of funded statusAccrued benefit cost
    
    $
    (2,881
    )
    
    $
    (2,707
    )Amounts recognized in the consolidated
balance sheets consist ofCurrent accrued benefit liability
    
    $
    (203
    )
    
    $
    (169
    )Noncurrent accrued benefit liability
    
    $
    (2,678
    )
    
    $
    (2,538
    )Accumulated benefit obligation
    
    $
    (2,881
    )
    
    $
    (2,707
    )
  2011
    
    
    2010Net actuarial gain
    
    $
    (745
    )
    
    $
    (1,011
    )Prior service benefit
    
    
    (28
    )
    
    
    (33
    )Income taxes
    
    
    286
    
    
    
    393Total
    
    $
    (487
    )
    
    $
    (651
    )
  50




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2012Prior service asset amortization
    
    $
    (5
    )Unrecognized gain amortization
    
    
    (31
    )Total
    
    $
    (36
    )
  2011
    
    
    2010
    
    
    2009Components of net periodic benefit costService cost
    
    $
    24
    
    
    $
    17
    
    
    $
    17Interest cost
    
    
    137
    
    
    
    193
    
    
    
    198Amortization of unrecognized net gain
    
    
    (46
    )
    
    
    (14
    )
    
    
    (17
    )Amortization of prior service asset
    
    
    (5
    )
    
    
    (5
    )
    
    
    (5
    )Net periodic benefit cost
    
    $
    110
    
    
    $
    191
    
    
    $
    193
   2012
    
    $
    2032013
    
    $
    2072014
    
    $
    2052015
    
    $
    2052016
    
    $
    2122017  2021
    
    $
    1,018
   1-Percentage-Point
    
    
    1-Percentage-PointIncrease
    
    
    DecreaseEffect on total of service and interest cost components
    
    $
    9
    
    
    $
    (8
    )Effect on
postretirement benefit obligation as of June 30, 2011
    
    $
    171
    
    
    $
    (149
    )
 Note 9  Defined Contribution and Other Employee Plans
  2011
    
    
    2010
    
    
    2009Costs related to defined contribution plans
    
    $
    820
    
    
    $
    782
    
    
    $
    753
  51




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010
    
    
    2009Multiemployer plan contributions
    
    $
    5,075
    
    
    $
    4,815
    
    
    $
    4,465
  2011
    
    
    2010Liability for deferred compensation and accrued interest
    
    $
    2,950
    
    
    $
    2,595
  2011
    
    
    2010
    
    
    2009Deferred compensation expense
    
    $
    88
    
    
    $
    80
    
    
    $
    94
 Note 10  Commitments
  2012
    
    $
    3,6802013
    
    $
    2,8992014
    
    $
    2,5832015
    
    $
    1,4732016
    
    $
    576Thereafter
    
    $
    
  2011
    
    
    2010
    
    
    2009Operating leases:Minimum rentals
    
    $
    4,491
    
    
    $
    4,336
    
    
    $
    4,388Contingent rentals
    
    
    217
    
    
    
    456
    
    
    
    355Short-term cancelable leases
    
    
    1,621
    
    
    
    1,253
    
    
    
    1,458Total
    
    $
    6,329
    
    
    $
    6,045
    
    
    $
    6,201
 Note 11 Contingencies
    52




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
     Note 12  Restructuring and Impairment Charges
 Specialty Foods Segment
   Other
  Note 13  Business Segments Information
  Specialty Foods
  53




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  Glassware and Candles
  2011
    
    
    2010
    
    
    2009Specialty FoodsNon-frozen
    
    $
    570,547
    
    
    $
    547,704
    
    
    $
    569,053Frozen
    
    
    352,309
    
    
    
    345,552
    
    
    
    340,844Total Specialty Foods
    
    $
    922,856
    
    
    $
    893,256
    
    
    $
    909,897Glassware and CandlesConsumer table and giftware
    
    $
    161,635
    
    
    $
    158,327
    
    
    $
    134,991Nonconsumer ware and other
    
    
    5,455
    
    
    
    5,025
    
    
    
    6,603Total Glassware and Candles
    
    $
    167,090
    
    
    $
    163,352
    
    
    $
    141,594Total
    
    $
    1,089,946
    
    
    $
    1,056,608
    
    
    $
    1,051,491
 Corporate Expenses
  54




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
  2011
    
    
    2010
    
    
    2009Net Sales(1)Specialty Foods
    
    $
    922,856
    
    
    $
    893,256
    
    
    $
    909,897Glassware and Candles
    
    
    167,090
    
    
    
    163,352
    
    
    
    141,594Total
    
    $
    1,089,946
    
    
    $
    1,056,608
    
    
    $
    1,051,491Operating Income (Loss)(2)Specialty Foods
    
    $
    155,218
    
    
    $
    176,194
    
    
    $
    145,848Glassware and Candles
    
    
    3,764
    
    
    
    9,445
    
    
    
    (5,671
    )Corporate Expenses
    
    
    (11,978
    )
    
    
    (11,440
    )
    
    
    (10,529
    )Total
    
    $
    147,004
    
    
    $
    174,199
    
    
    $
    129,648Identifiable Assets(1)(3)Specialty Foods
    
    $
    385,470
    
    
    $
    362,844
    
    
    $
    349,401Glassware and Candles
    
    
    87,452
    
    
    
    105,537
    
    
    
    93,813Corporate
    
    
    149,167
    
    
    
    118,072
    
    
    
    55,267Total
    
    $
    622,089
    
    
    $
    586,453
    
    
    $
    498,481Capital ExpendituresSpecialty Foods
    
    $
    34,292
    
    
    $
    11,321
    
    
    $
    10,680Glassware and Candles
    
    
    948
    
    
    
    1,340
    
    
    
    492Corporate
    
    
    103
    
    
    
    172
    
    
    
    164Total
    
    $
    35,343
    
    
    $
    12,833
    
    
    $
    11,336Depreciation and AmortizationSpecialty Foods
    
    $
    15,435
    
    
    $
    15,832
    
    
    $
    15,409Glassware and Candles
    
    
    3,427
    
    
    
    4,601
    
    
    
    6,303Corporate
    
    
    78
    
    
    
    100
    
    
    
    158Total
    
    $
    18,940
    
    
    $
    20,533
    
    
    $
    21,870
 
 (1)
    
    Net sales and long-lived assets are predominantly domestic.(2)
    
    Operating income represents net sales less operating expenses related to the business
segments. All intercompany transactions have been eliminated, and intersegment revenues are
not significant.(3)
    
    Identifiable assets for each segment include those assets used in its operations and
intangible assets allocated to purchased businesses. Corporate assets consist principally of
cash and equivalents, deferred income taxes and certain real property that is held for sale.  2011
    
    
    2010
    
    
    2009Net sales to Wal-Mart
    
    $
    243,064
    
    
    $
    246,759
    
    
    $
    205,882As a percentage of consolidated net sales
    
    
    22
    %
    
    
    23
    %
    
    
    20
    %
  2011
    
    
    2010Accounts receivable due from Wal-Mart as a
percentage of consolidated accounts
receivable
    
    
    35
    %
    
    
    41
    %
  55




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share data)
 Note 14  Selected Quarterly Financial Data (Unaudited)
 First
    
    
    Second
    
    
    Third
    
    
    Fourth
    
    
    FiscalQuarter
    
    
    Quarter(1)
    
    
    Quarter
    
    
    Quarter(2)
    
    
    Year(3)2011Net Sales
    
    $
    265,051
    
    
    $
    316,238
    
    
    $
    252,623
    
    
    $
    256,034
    
    
    $
    1,089,946Gross Margin
    
    $
    58,071
    
    
    $
    78,244
    
    
    $
    52,534
    
    
    $
    53,580
    
    
    $
    242,429Net Income
    
    $
    22,767
    
    
    $
    34,863
    
    
    $
    19,441
    
    
    $
    29,293
    
    
    $
    106,364Diluted Net Income per Share
    
    $
    .81
    
    
    $
    1.25
    
    
    $
    .71
    
    
    $
    1.07
    
    
    $
    3.84
 First
    
    
    Second
    
    
    Third
    
    
    Fourth
    
    
    FiscalQuarter(4)
    
    
    Quarter(5)
    
    
    Quarter
    
    
    Quarter
    
    
    Year(3)2010Net Sales
    
    $
    254,160
    
    
    $
    304,115
    
    
    $
    250,328
    
    
    $
    248,005
    
    
    $
    1,056,608Gross Margin
    
    $
    63,707
    
    
    $
    84,777
    
    
    $
    61,923
    
    
    $
    59,925
    
    
    $
    270,332Net Income
    
    $
    28,405
    
    
    $
    39,527
    
    
    $
    24,222
    
    
    $
    22,815
    
    
    $
    114,969Diluted Net Income per Share
    
    $
    1.01
    
    
    $
    1.40
    
    
    $
    .86
    
    
    $
    .81
    
    
    $
    4.07
 
 (1)
    
    Included in the second quarter earnings is income of approximately $0.6 million, net of
taxes, or approximately $.02 per share, related to funds received under CDSOA.(2)
    
    Included in the fourth quarter earnings is income of approximately $8.9 million, net of
taxes, or approximately $.33 per share, related to additional funds received under CDSOA.(3)
    
    Diluted earnings per share are calculated independently for each of the quarters presented.
Accordingly, the sum of the quarterly earnings per share amounts may not agree with the fiscal
year.(4)
    
    Included in the first quarter earnings is expense of approximately $0.6 million, net of
taxes, or approximately $.02 per share, related to the closing of our dressings and sauces
manufacturing operation located in Wilson, New York.(5)
    
    Included in the second quarter earnings are (A) expense of approximately $0.8 million, net of
taxes, or approximately $.03 per share, related to the closing of our dressings and sauces
manufacturing operation located in Wilson, New York and (B) income of approximately $0.6
million, net of taxes, or approximately $.02 per share, related to funds received under CDSOA.  56




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##### Table of Contents



Item 9.
    
    Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
  
 Item 9A.
    
    Controls and Procedures
   REPORT OF MANAGEMENT
  1.
    
    Pertain to the maintenance of records that in reasonable detail accurately and fairly
reflect the transactions and dispositions of our assets;
 2.
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that our receipts and expenditures are being made only in accordance with
authorizations of management and our directors; and
 3.
    
    Provide reasonable assurance regarding prevention or timely detection of an
unauthorized acquisition, use or disposition of our assets that could have a material
effect on the financial statements.
  Internal
Control  Integrated Framework
   57




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 Internal
Control  Integrated Framework
    Internal Control
 Integrated Framework
  /s/ Deloitte & Touche LLPDeloitte & Touche LLPColumbus, OhioAugust 29, 2011
  58




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##### Table of Contents



Item 9B.
    
    Other Information
  
 PART III
 
 Item 10.
    
    Directors, Executive Officers and Corporate Governance
     
 Item 11.
    
    Executive Compensation
   
 Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
  
 Item 13.
    
    Certain Relationships and Related Transactions, and Director Independence
  
 Item 14.
    
    Principal Accounting Fees and Services
   59




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##### Table of Contents



PART IV
 
 Item 15.
    
    Exhibits, Financial Statement Schedules
 Financial Statements
       Financial Statement Schedules.
   Exhibits Required by Item 601 of Regulation S-K and Item 15(b
  60




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##### Table of Contents



SIGNATURES
  Lancaster Colony Corporation
(Registrant)By:
    /s/ John B. Gerlach, Jr.John B. Gerlach, Jr.Chairman, Chief Executive Officer, 
President and DirectorDate:  August 29, 2011  Signatures
    
    Title
    
    Date/s/ John B. Gerlach, Jr.

John B. Gerlach, Jr.
    
    Chairman, Chief
Executive Officer,
President and Director
(Principal Executive Officer)
    
    August 29, 2011/s/ John L. Boylan

John L. Boylan
    
    Treasurer, Vice President, Assistant
Secretary,
Chief Financial Officer
and Director
(Principal Financial and
Accounting Officer)
    
    August 29, 2011/s/ James B. Bachmann

James B. Bachmann
    
    Director
    
    August 15, 2011/s/ Neeli Bendapudi

Neeli Bendapudi
    
    Director
    
    August 17, 2011/s/ Kenneth L. Cooke

Kenneth L. Cooke
    
    Director
    
    August 15, 2011/s/ Robert L. Fox

Robert L. Fox
    
    Director
    
    August 16, 2011/s/ Alan F. Harris

Alan F. Harris
    
    Director
    
    August 17, 2011/s/ Edward H. Jennings

Edward H. Jennings
    
    Director
    
    August 15, 2011/s/ Zuheir Sofia

Zuheir Sofia
    
    Director
    
    August 17, 2011
  61




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##### Table of Contents



LANCASTER COLONY CORPORATION AND SUBSIDIARIES
 SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
For each of the three years in the period ended June 30, 2011
 Column A
    
    Column B
    
    
    Column C
    
    
    Column D
    
    
    Column EAdditionsBalance at
    
    
    Charged to
    
    
    
    
    
    
    Balance atBeginning
    
    
    Costs and
    
    
    
    
    
    
    EndDescription
    
    of Year
    
    
    Expenses(B)
    
    
    Deductions(A)(B)
    
    
    of YearReserves deducted from asset to which they
apply  Allowance for doubtful accounts
(amounts in thousands):Year ended June 30, 2009
    
    $
    1,069
    
    
    $
    (218
    )
    
    $
    (91
    )
    
    $
    942Year ended June 30, 2010
    
    $
    942
    
    
    $
    (51
    )
    
    $
    375
    
    
    $
    516Year ended June 30, 2011
    
    $
    516
    
    
    $
    65
    
    
    $
    11
    
    
    $
    570
 Notes:
 (A)
    
    Represents uncollectible accounts written-off net of recoveries.(B)
    
    For 2009, includes recovery of previously written-off bad debt of approximately $0.7 million
related to a customer within the Glassware and Candles segment.  62




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LANCASTER COLONY CORPORATION AND SUBSIDIARIES
FORM 10-K
JUNE 30, 2011
 
 INDEX TO EXHIBITS
 ExhibitNumber
    
    Description3.1
    
    
    Amended and Restated Articles of Incorporation of Lancaster Colony Corporation
(incorporated by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q (000-04065),
filed February 9, 2009).3.2
    
    
    Amended and Restated Regulations of Lancaster Colony Corporation (incorporated by
reference to Exhibit 3.2 to the Quarterly Report on Form 10-Q (000-04065), filed February 9,
2009).4.1
    
    
    Specimen Certificate of Common Stock (incorporated by reference to Exhibit 4.1 to the
Annual Report on Form 10-K (000-04065), filed August 25, 2010).4.2
    
    
    Credit Agreement, dated as of October 5, 2007, by and among Lancaster Colony Corporation,
the Lenders (as defined therein) and JPMorgan Chase Bank, NA (incorporated by reference to
Exhibit 4.1 to the Current Report on Form 8-K (000-04065), filed October 11, 2007).10.1
    (a)
    
    Lancaster Colony Corporation Executive Employee Deferred Compensation Plan
(incorporated by reference to Exhibit 10.9 to the Annual Report on Form 10-K (000-04065),
filed September 26, 2000).10.2
    (a)
    
    2004 Amendment to Lancaster Colony Corporation Executive Employee Deferred
Compensation Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form
8-K (000-04065), filed January 3, 2005).10.3
    (a)
    
    Lancaster Colony Corporation 2005 Executive Employee Deferred Compensation Plan
(incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K (000-04065),
filed February 25, 2005).10.4
    (a)
    
    Lancaster Colony Corporation Amended and Restated 2005 Stock Plan (incorporated
by reference to Exhibit 10.1 to the Current Report on Form 8-K (000-04065), filed November
19, 2010).10.5
    (a)
    
    Form of Restricted Stock Award Agreement for Directors under the Lancaster
Colony Corporation 2005 Stock Plan (incorporated by reference to Exhibit 10.1 to the
Quarterly Report on Form 10-Q (000-04065), filed February 9, 2011).10.6
    (a)
    
    Form of Stock Appreciation Rights Award Agreement for employees and consultants
under the Lancaster Colony Corporation 2005 Stock Plan (incorporated by reference to Exhibit
10.2 to the Quarterly Report on Form 10-Q (000-04065), filed May 10, 2011).10.7
    (a)
    
    Form of Restricted Stock Award Agreement for employees and consultants under
the Lancaster Colony Corporation 2005 Stock Plan (incorporated by reference to Exhibit 10.1
to the Quarterly Report on Form 10-Q (000-04065), filed May 10, 2011).10.8
    (a)
    
    Amended and Restated Key Employee Severance Agreement, dated December 3, 2008,
between Lancaster Colony Corporation and John L. Boylan (incorporated by reference to Exhibit
10.1 to the Quarterly Report on Form 10-Q (000-04065), filed February 9, 2009).10.9
    (a)
    
    Amended and Restated Key Employee Severance Agreement, dated December 3, 2008,
between Lancaster Colony Corporation and Bruce L. Rosa (incorporated by reference to Exhibit
10.2 to the Quarterly Report on Form 10-Q (000-04065), filed February 9, 2009).10.10
    (a)
    
    Description of Executive Bonus Arrangements (incorporated by reference to
Exhibit 10.9 to the Annual Report on Form 10-K (000-04065), filed September 10, 2004).10.11
    
    
    Construction Contract Between Sister Schuberts Homemade Rolls, Inc. and Gray Construction,
Inc. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (000-04065),
filed August 27, 2010).21
    
    
    Subsidiaries of Registrant.23
    
    
    Consent of Independent Registered Public Accounting Firm
  63




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##### Table of Contents



ExhibitNumber
    
    Description31.1
    
    
    Certification of CEO pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.31.2
    
    
    Certification of CFO pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.32
    
    
    Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.101.INS
    (b)
    
    XBRL Instance Document101.SCH
    (b)
    
    XBRL Taxonomy Extension Schema Document101.CAL
    (b)
    
    XBRL Taxonomy Extension Calculation Linkbase Document101.DEF
    (b)
    
    XBRL Taxonomy Definition Linkbase Document101.LAB
    (b)
    
    XBRL Taxonomy Extension Label Linkbase Document101.PRE
    (b)
    
    XBRL Taxonomy Extension Presentation Linkbase Document
 
 (a)
    
    Indicates a management contract or compensatory plan, contract or arrangement in
which any Director or any Executive Officer participates.(b)
    
    To be furnished by amendment
pursuant to Rule 405 of Regulation S-T within 30 days
of the filing of this report.  64