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                                                                   EXHIBIT 10.12

                                   LANCE, INC.

                   2004 LONG-TERM INCENTIVE PLAN FOR OFFICERS

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Purposes and            The primary purposes of the 2004 Long-Term Incentive
Introduction            Plan for Officers are to:

                        -    Align executives' interests with those of
                             stockholders by linking a substantial portion of
                             compensation to the Company's cumulative
                             consolidated earnings per share (EPS) over three
                             fiscal years and compound annual growth in the
                             Company's consolidated net revenues (Net Revenues)
                             over three fiscal years based on the Company's
                             2004-2006 Strategic Plan.

                        -    Provide a way to attract and retain key executives
                             and managers who are critical to Lance's future
                             success.

                        -    Provide competitive total compensation for
                             executives and managers commensurate with Company
                             performance.

                        To achieve the maximum motivational impact, performance
                        measures, Plan goals and the awards that will be
                        received for meeting those goals will be communicated to
                        participants as soon as practical after the 2004 Plan is
                        approved by the Stock Award Committee of the Board of
                        Directors.

                        Each participant will be assigned a Target Incentive,
                        stated as a percent of Base Salary. The Target Incentive
                        Awards, or a greater or lesser amount, will be granted
                        after the end of the three fiscal years, 2004 through
                        2006, based on the attainment of predetermined goals.

                        Base Salary shall be the annual rate of base
                        compensation for the 2004 fiscal year which is set no
                        later than April of such fiscal year.

Plan Years              The period over which performance will be measured is
                        the Company's three fiscal years, 2004 through 2006.

Eligibility and         Eligibility in the Plan is limited to Executive Officers
Participation           and managers who are key to Lance's success. The Stock
                        Award Committee will review and approve participants
                        nominated by the President and Chief Executive Officer.
                        Participation in one year does not guarantee
                        participation in a following year but will be
                        reevaluated and determined on an annual basis.
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                        Attachment A includes the list of 2004 participants
                        approved by the Stock Award Committee on April 22, 2004.

Target Incentives and   Each participant will be assigned a Target Incentive
Performance Measures    expressed as a percentage of his or her Base Salary.
                        Participants may be assigned to a Performance Tier by
                        position by salary level or based on other factors as
                        determined by the President and Chief Executive Officer.
                        If the duties of a participant change significantly
                        during the Plan Years, the President and Chief Executive
                        Officer, with the approval of the Stock Award Committee,
                        may change the Target Incentive for such participant for
                        the remaining portion of the Plan Years.

                        Attachment A lists the Target Incentives for each
                        participant for the Plan Years as determined by the
                        Stock Award Committee. Target Incentives will be
                        communicated to each participant as close to the
                        beginning of the year as practicable, in writing. Target
                        Incentives will be calculated by multiplying each
                        participant's Base Salary by the appropriate
                        percentages, as described below.

                        Target Incentives shall be calculated as follows:

                                                 Percentage of Base Salary
                           Performance Tier   for 2004-2006 Target Incentives
                           ----------------   -------------------------------
                                   1                         *%
                                   2                         *%
                                   3                         *%

                        For 2004-2006, awards will be based 75% on three-year
                        cumulative consolidated EPS and 25% on three-year
                        compound annual growth in consolidated Net Revenues
                        since 2003, with each performance measure calculated
                        separately, as follows:

                                       Minimum   Target
                                       -------   ------
                        EPS               $*       $*
                        Net Revenues       *%       *%

                        Minimum EPS performance funds 37.5% of the award and
                        target EPS performance funds 75% of the award. Minimum
                        Net Revenues performance funds 12.5% of the award and
                        target Net Revenue funds 25% of the award. Percent of
                        payout will be determined on a straight line basis
                        between minimum and target and percent of payout above
                        target is determined on the same straight line basis. A
                        $0.01 EPS increase would increase an award

                        [* Targets not required to be disclosed.]
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                        *% and a 0.1% Net Revenues increase would increase an
                        award *%. Percent of payout will be rounded to the
                        nearest tenth of a percent. There is no maximum limit on
                        the amount of an award but there will be no payout
                        unless a minimum performance measure is reached. For
                        example, achieving EPS of $* would result in an award
                        equal to *% of Target Incentive and achieving Net
                        Revenues of *% would result in an award equal to *% of
                        Target Incentive. [*Targets not required to be
                        disclosed.]

                        Final Target Incentive Awards will be calculated and
                        granted after the Stock Award Committee has reviewed the
                        Company's audited financial statements for 2004 through
                        2006 and determined the performance levels achieved.

Awards                  Each participant shall receive cash equal to 25% in
                        value of his or her award, 50% in value will be in
                        restricted stock and 25% in value in stock options.

                        To determine the number of shares of the Company's
                        Common Stock issued pursuant to each stock option and
                        each restricted stock grant, the value of each option is
                        calculated using the Black-Scholes model of the
                        Company's compensation adviser in January 2007 after the
                        end of the Plan Years, subject to certain adjustments,
                        and each restricted stock grant using the average of the
                        high and low for the Company's Common Stock on the date
                        of grant.

                        Restricted stock will vest as to 50% on the date of
                        grant and the balance one year after the date of grant.

                        Stock options will be nonqualified, will vest on the
                        date of grant, will have an exercise price equal to the
                        price used for restricted stock grants and will be
                        exercisable for five years after the date of grant.

Form and Timing of      Awards will be made as soon as practicable after
Awards                  performance measures are calculated and approved by the
                        Stock Award Committee. All awards will be rounded to the
                        nearest multiple of $100 or 50 shares, as the case may
                        be.

Change In Status        An employee hired into an eligible position during the
                        Plan Years may participate in the plan for the balance
                        of the Plan Years on a pro rata basis.

Certain                 In the event a participant voluntarily terminates
Terminations of         employment, or is terminated involuntarily before the
Employment              end of the Plan Years, any award will be forfeited. In
                        the event of death, permanent disability,
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                        or normal or early retirement, any award will be paid on
                        a pro rata basis after the end of the Plan Years.

                        In the event a participant voluntarily terminates
                        employment, any award which has not vested will
                        terminate and be forfeited. In the event a participant
                        is terminated involuntarily, any award which has not
                        vested will terminate and be forfeited except that stock
                        options which have vested prior to involuntary
                        termination may be exercised within 30 days of
                        termination. In the event of death, stock options shall
                        become fully vested and may be exercised within one year
                        of death. In the event of permanent disability, stock
                        options shall become fully vested and remain exercisable
                        in accordance with the terms of the award. In the event
                        of normal retirement, stock options which have or will
                        vest within six months of normal retirement will vest
                        and become exercisable in accordance with the terms of
                        the award and may be exercised within three years of
                        normal retirement. In the event of death, disability or
                        normal retirement, restricted stock awards which are not
                        vested will be vested pro rata based on the number of
                        full months elapsed since the date of the award. In the
                        event of early retirement, restricted stock awards which
                        are not vested will be vested pro rata based on the
                        number of full months elapsed since the date of the
                        award. In all other cases, awards which have not vested
                        upon termination of employment will terminate and be
                        forfeited.

Change In Control       In the event of a Change in Control, pro rata payouts
                        will be made at the greater of (1) Target or (2) actual
                        results for the three fiscal years-to-date, based on the
                        number of days in the Plan Years preceding the Change in
                        Control. Payouts will be made within 30 days after the
                        relevant transaction has been completed.

                        Also, in the event of a Change in Control, the vesting
                        of restricted stock will be accelerated to fully vest
                        upon the effective date of a Change in Control.

                        "Change in Control" means, and shall be deemed to have
                        occurred upon, the first to occur of any of the
                        following events:

                        (i) Any Outside Person becomes the Beneficial Owner,
                        directly or indirectly, of securities of the Company
                        representing twenty-five percent (25%) or more of the
                        combined voting power of the Company's then outstanding
                        securities; or

                        (ii) During any period of two (2) consecutive years (not
                        including any period prior to the date hereof),
                        individuals who at
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                        the beginning of such period constitute the Board (and
                        any new Director, whose nomination for election by the
                        Company's stockholders was approved by a vote of at
                        least two-thirds (2/3) of the Directors then in office
                        who either were Directors at the beginning of the period
                        or whose nomination for election was so approved) cease
                        for any reason to constitute a majority of the members
                        of the Board; or

                        (iii) The stockholders of the Company approve: (i) a
                        plan of complete liquidation of the Company; or (ii) an
                        agreement for the sale or disposition of all or
                        substantially all of the Company's assets other than a
                        sale or disposition of all or substantially all of the
                        Company's assets to an entity at least sixty percent
                        (60%) of the combined voting power of the voting
                        securities of which are owned by the stockholders of the
                        Company in substantially the same proportions as their
                        ownership of the Company immediately prior to such sale
                        or disposition; or

                        (iv) The stockholders of the Company approve a merger,
                        consolidation, or reorganization of the Company with or
                        involving any other corporation, other than a merger,
                        consolidation, or reorganization that would result in
                        the voting securities of the Company outstanding
                        immediately prior thereto continuing to represent
                        (either by remaining outstanding or by being converted
                        into voting securities of the surviving entity or any
                        parent thereof) at least sixty percent (60%) of the
                        combined voting power of the voting securities of the
                        Company (or such surviving entity) outstanding
                        immediately after such merger, consolidation, or
                        reorganization.

                        However, in no event shall a "Change in Control" be
                        deemed to have occurred with respect to a Participant if
                        that Participant is part of a purchasing group which
                        consummates the Change in Control transaction. A
                        Participant shall be deemed "part of a purchasing group"
                        for purposes of the preceding sentence if the
                        Participant is an equity participant in the acquiring
                        company or group or surviving entity (the "Purchaser")
                        except for ownership of less than one percent (1%) of
                        the equity of the Purchaser.

                        "Beneficial Owner" has the meaning ascribed to such term
                        in Section 13(d) of the Exchange Act and Rule 13d-3 of
                        the General Rules and Regulations under the Exchange
                        Act.

                        "Board" means the Board of Directors of the Company.

                        "Director" means a member of the Board.
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                        "Member of the Van Every Family" means (i) a lineal
                        descendant of Salem A. Van Every, Sr., including adopted
                        persons as well as persons related by blood, (ii) a
                        spouse of an individual described in clause (i) of this
                        Paragraph or (iii) a trust, estate, custodian and other
                        fiduciary or similar account for an individual described
                        in clause (i) or (ii) of this Paragraph.

                        "Outside Person" means any Person other than (i) a
                        Member of the Van Every Family, (ii) a trustee or other
                        fiduciary holding securities under an employee benefit
                        plan of the Company or (iii) a corporation owned
                        directly or indirectly by the stockholders of the
                        Company in substantially the same proportions as their
                        ownership of the Company.

                        "Participant" means an employee of the Company who is
                        granted an Award under this Plan.

Withholding             The Company shall withhold from awards any Federal,
                        foreign, state or local income or other taxes required
                        to be withheld.

Communications          Progress reports should be made to participants
                        annually, showing performance results.

Executive Officers      Notwithstanding any provisions to the contrary above,
                        participation, awards and prorations for executive
                        officers, including the President and Chief Executive
                        Officer, shall be approved by the Stock Award Committee.

Governance              The Stock Award Committee of the Board of Directors of
                        Lance, Inc. is ultimately responsible for the
                        administration and governance of the Plan. Actions
                        requiring Committee approval include final determination
                        of plan eligibility and participation, identification of
                        performance measures and goals and final award
                        determination. The Committee retains the discretion to
                        adjust any award due to extraordinary events such as
                        acquisitions, dispositions, required accounting
                        adjustments or similar events, affecting the
                        calculations under a performance measure. The decisions
                        of the Committee shall be conclusive and binding on all
                        participants.
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                                  ATTACHMENT A

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                                                  Award       Target
        Name                   Title           Percentage   Incentive
        ----                   -----           ----------   ---------
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P. A. Stroup, III     President and Chief          *%           $*
                      Executive Officer

H. D. Fields          Vice President and           *%           $*
                      President, Vista
                      Bakery, Inc.

B. C. Preslar         Vice President               *%           $*
                      - Finance and Chief
                      Financial Officer

L. R. Gragnani, Jr.   Vice President               *%           $*
                      - Information
                      Technology/CIO

E. D. Leake           Vice President               *%           $*
                      - Human Resources

F. I. Lewis           Vice President - Sales       *%           $*

D. R. Perzinski       Treasurer                    *%           $*

M. E. Wicklund        Controller and               *%           $*
                      Assistant Secretary
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[* Award targets omitted for participants as targets not required to be
disclosed.]