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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 27, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________ to _____________
Commission file number 0-398
LANCE, INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
NORTH CAROLINA 56-0292920
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(State of Incorporation) (I.R.S. Employer Identification Number)
8600 SOUTH BOULEVARD, CHARLOTTE, NORTH CAROLINA
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(Address of principal executive offices)
POST OFFICE BOX 32368, CHARLOTTE, NORTH CAROLINA 28232
- --------------------------------------------------------------------------------
(Mailing address of principal executive offices)
Registrant's telephone number, including area code: (704) 554-1421
Securities Registered Pursuant to Section 12(b) of the Act: NONE
Securities Registered Pursuant to Section 12(g) of the Act: $.83-1/3
PAR VALUE COMMON STOCK
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
The aggregate market value of shares of the Registrant's $.83-1/3 par value
Common Stock, its only outstanding class of voting stock, held by non-affiliates
as of February 20, 1998 was approximately $600,100,000.
The number of shares outstanding of the Registrant's $.83-1/3 par value Common
Stock, its only outstanding class of Common Stock, as of February 20, 1998, was
29,929,773 shares.
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DOCUMENTS INCORPORATED BY REFERENCE
Portions of the following annual report to security holders and proxy statement
are incorporated by reference into the indicated parts of this Annual Report on
Form 10-K:
Incorporated Documents Parts into which Incorporated
---------------------- -----------------------------
Proxy Statement for Annual Meeting of Parts I and III
Stockholders to be held April 17, 1998
Annual Report to Stockholders for the Part II
fiscal year ended December 27, 1997
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PART I
ITEM 1. BUSINESS
The Registrant manufactures, markets and distributes branded and
private label snack foods and bakery products.
The Registrant manufactures, markets and distributes packaged snack and
bread basket items primarily under the LANCE label. The principal snack items
are filled sandwich crackers, filled sandwich cookies, peanuts, potato chips,
corn chips, popcorn, cakes, cookies, candies, chewing gum and meat snacks. The
principal bread basket items are wafers, crackers, melba toast and bread sticks,
individually packaged for restaurants and similar institutions. Various items
purchased from others and resold account for approximately 24% of net sales and
other operating revenue.
The Registrant's products are sold under various trade names and
registered trademarks that it owns, including TOASTCHEE, LANCHEE, RYE CHEE,
CHOC-O-LUNCH, VAN-O-LUNCH, NEKOT, GOLD-N-CHEES, BIG TOWN, CAPTAIN'S WAFERS and
VISTA.
The Registrant sells and distributes its products through convenience
stores, independent and chain supermarkets, discount stores, mass merchandisers,
club stores, drug stores, military and governmental establishments, schools,
hospitals, other institutional food service providers, restaurants, wholesale
grocers and through company-owned vending machines. The Registrant sells and
distributes most of its products through its own direct-store-delivery ("DSD")
organization in 32 states and the District of Columbia. In addition, sales of
both branded and private label products are made throughout the United States
and portions of Canada by the Registrant's sales representatives, brokers and
distributors and delivered by others. Several of the most popular snack and
bread basket items are packaged in multi-pack configurations or larger size bags
and boxes for distribution to grocers, supermarkets and discount and club
stores.
The Registrant's DSD organization is administered through 22 sales
districts that are divided into 272 sales branches, each under the direction of
a branch manager. Within each branch are sales territories, each serviced by one
representative. At December 27, 1997, there were 1,962 sales territories. The
Registrant uses its own fleet of tractors and trailers to make weekly deliveries
of its products to the sales territories. The Registrant provides its
representatives with stockroom space for their inventory requirements. The
representatives load their own trucks from these stockrooms for delivery to
customers and to service vending machines owned by the Registrant. The
Registrant owns and operates vending machines in approximately 60,000 locations.
These vending machines are made available to customers primarily on a commission
or rental basis. The machines are not designed or manufactured specifically for
the Registrant, and their use is not limited to any particular sales area or
class of customer.
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In late 1996, the Registrant completed the restructuring of its
operations designed to significantly reduce costs. Throughout 1997, the
Registrant focused on profitable sales growth and profit margin enhancement.
This included continued reductions in stock keeping units and elimination of
certain products. The principal snack items discontinued in 1997 were Wheat
Wafers, Gum Ball Pops, Nacho Mini Rounds, Reduced Fat GOLD-N-CHEES and Fat Free
Fig Bars. Profitable sales growth efforts also included new product
introductions to complement existing product lines. The principal new snack
items introduced in 1997 included Snack Mix, Crispy Marshmallow Treats, Buffalo
Wings Flavored Potato Chips and Honey Mustard Flavored Potato Chips. The
Registrant also introduced its Kids Pack line of filled sandwich crackers in
1997. This product offers four sandwich crackers per pack rather than the
traditional six sandwich crackers to provide smaller-portion packages preferred
by children.
In 1997, there were significant increases in product promotions,
including the Kids Pack introduction. The Registrant also increased its
television, radio and print advertising and added sales and marketing personnel
to focus on specific sales and marketing channels.
During 1997, the Registrant continued efforts to improve efficiency of
its sales and delivery processes. Within its DSD organization, five sales
territories were closed and 62 sales territories were consolidated. The
Registrant also continued to add distributors and brokers to cover certain
markets and categories of customers. Also, the Registrant increased its capital
expenditures for vending machines and added vending service personnel.
The principal raw materials used in the manufacture of snack foods and
bakery products are flour, peanuts, peanut butter, oils, shortenings, potatoes,
shelled corn, popcorn, cornmeal, pork skins, tree nuts, starch, sugar, cheese,
corn syrup, cocoa, fig paste and seasonings. The principal supplies used are
flexible film, cartons, trays, boxes and bags. These raw materials and supplies
are generally available in adequate quantities in the open market either from
sources in the United States or from other countries and are generally
contracted for a season in advance. The principal supplies of energy used in the
manufacture of these products are electricity, natural and propane gas, fuel oil
and diesel fuel, all of which are currently available in adequate quantities.
All of the Registrant's products are sold in highly competitive markets
in which there are many competitors. In the case of many of its products, the
Registrant competes with manufacturers with greater total revenues and greater
resources than the Registrant does. The principal methods of competition are
price, delivery, service and product quality. Generally, the Registrant believes
that it is competitive in these methods as a whole. The methods of competition
and the Registrant's competitive position vary according to the locality, the
particular products and the policies of its competitors. Although reliable
statistics are unavailable as to production and sales by others in the industry,
the Registrant believes that in its areas of distribution it is one of the
largest producers of filled sandwich crackers.
On December 27, 1997, the Registrant and its subsidiaries had 4,573
employees, none of whom were covered by a collective bargaining agreement.
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ITEM 2. PROPERTIES
The Registrant's principal plant and general offices are located in
Charlotte, North Carolina on a 288 acre tract owned by the Registrant. The main
facility at this location is an air-conditioned and sprinklered plant, office
building and cafeteria of brick and steel containing approximately 670,000
square feet. The manufacturing portion of this facility houses seven oven lines
and is equipped with storage facilities to handle many of the Registrant's raw
materials in bulk and is operated on a continuous three-shift basis. Adjacent to
the main facility is an air-conditioned and sprinklered plant of brick and steel
used for processing potato chips, corn chips and similar products containing
approximately 140,000 square feet and is operated on a continuous two-shift
basis. Also adjacent to the main facility are a 70,400 square foot precast
concrete building, which houses a vending machine repair and maintenance
facility, an 11,000 square foot brick and steel building, which houses vehicle
maintenance operations, 40,000 square foot and 14,000 square foot metal
warehouse buildings and a 5,500 square foot brick veneer office building. During
1998, the Registrant intends to add a 50,000 square foot metal building for
finished goods storage and shipping.
The Registrant also owns a plant located on an 18.5 acre tract in
Burlington, Iowa. The plant is of masonry and steel and contains approximately
313,000 square feet. This plant houses seven oven lines and certain of which are
operated on a continuous three-shift basis. One line operates on a continuous
basis seven days a week. The Registrant intends to add an additional oven line
to this facility during 1998. Adjacent to the plant is a steel storage building
of approximately 5,800 square feet.
The Registrant leases office space and most of its stockroom space in
various towns and cities, mainly on month-to-month tenancies, and a building in
Greenville, Texas containing approximately 6,150 square feet which serves as a
distribution and vending maintenance center.
During 1997, the Registrant sold plants located in Greenville, Texas
and Columbia, South Carolina. These facilities were closed during 1996 as part
of the restructuring of operations announced in December 1995.
The Registrant believes that it has sufficient production capacity to
meet foreseeable demand in 1998.
SEPARATE ITEM. EXECUTIVE OFFICERS OF THE REGISTRANT
Information as to executive officers of the Registrant who are
directors or nominees of the Registrant is incorporated herein by reference to
the section captioned Election of Directors in the Registrant's Proxy Statement
for the Annual Meeting of Stockholders to be held April 17, 1998. Information as
to each executive officer of the Registrant who is not a director or a nominee
is as follows:
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Name Age Information About Officer
---- --- -------------------------
Peter M. Duggan 57 Senior Vice President of the Company since 1995, Vice
President 1994-1995 and a Group Vice President for
the Snacks and International Consumer Products
Division of Borden, Inc. (consumer products company)
1985-1993
G. R. Melvin 61 Senior Vice President of the Company 1996-1998
(retired from the Company in January 1998) and Vice
President 1978-1996
L. Rudy Gragnani 44 Vice President of the Company since 1997; Vice
President of Coca-Cola Bottling Company of New York
1996-1997 and Director of Information Services of
Coca-Cola Bottling Co. Consolidated 1988-1996
Earl D. Leake 46 Vice President of the Company since 1995 and
Treasurer and Assistant Secretary 1988-1995
B. Clyde Preslar 43 Vice President and Chief Financial Officer of the
Company since 1996; Director, Financial Services of
Worldwide Power Tools Group (a consumer products
division of The Black and Decker Corporation)
1993-1996 and Director, Corporate Business Planning
and Analysis of The Black and Decker Corporation
1991-1993
R. Gerald Swain 61 Vice President of the Company 1991-1998 (retired from
the Company in February 1998)
Richard G. Tucker 43 Vice President of the Company since 1996; Plant
Manager (bakery division) of RJR Nabisco Holdings
Corporation (consumer products company) 1989-1996
Gregory M. Venner 40 Vice President of the Company since 1997; Marketing
Director and Business Director, Tropicana Products
(food products company) 1993-1996 and Marketing Director,
Conagra Frozen Foods 1990-1993
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H. Dean Fields 56 President of Vista Bakery, Inc. (subsidiary of the
Company) since 1996 and Manager, Columbia, South
Carolina Plant of Vista Bakery, Inc. 1993-1996
James C. Melton 38 Corporate Controller and Principal Accounting Officer
since 1997; independent financial consultant 1995-1996;
Corporate Controller and Assistant Treasurer, Kayser-Roth
Corporation (consumer products company) 1990-1994
Robert S. Carles 57 Secretary of the Company since 1997, Assistant
Secretary 1981-1997 and Corporate Attorney since 1976
All the Company's executive officers were appointed to their current
positions at the Annual Meeting of the Board of Directors effective April 18,
1997, except that Mr. Gragnani was appointed effective May 1, 1997. All of the
Registrant's executive officers' terms of office extend until the next Annual
Meeting of the Board of Directors and until their successors shall have been
duly elected and qualified.
Items 3 and 4 are inapplicable and have been omitted.
PART II
Items 5 through 8 are incorporated herein by reference to pages 13
through 34 of the Registrant's 1997 Annual Report to Stockholders.
Item 9 is inapplicable and has been omitted.
PART III
Items 10 through 13 are incorporated herein by reference to the
sections captioned Principal Stockholders and Holdings of Management, Election
of Directors, Compensation/Stock Option Committee Interlocks and Insider
Participation, Director Compensation, Executive Officer Compensation and
Compliance with Section 16(a) of the Securities Exchange Act of 1934 in the
Registrant's Proxy Statement for the Annual Meeting of Stockholders to be held
April 17, 1998 and to the Separate Item in Part I of this Annual Report
captioned Executive Officers of the Registrant.
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PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a)1. Financial Statements.
See Table of Contents to Financial Statements filed herewith
as a separate part of this Annual Report.
2. Financial Schedules.
Schedules have been omitted because of the absence of
conditions under which they are required or because information required is
included in financial statements or the notes thereto.
3. Exhibits.
3.1 Restated Charter of Lance, Inc. incorporated herein by
reference to Exhibit 3(a) to the Registrant's Annual Report on Form 10-K for the
fiscal year ended December 26, 1992.
3.2 Bylaws of Lance, Inc., as amended through April 21,
1995, incorporated herein by reference to Exhibit 3.2 to the Registrant's
Quarterly Report on Form 10-Q for the twelve weeks ended June 17, 1995.
4 See 3.1 and 3.2 above.
10.1 Lance, Inc. 1991 Stock Option Plan incorporated herein
by reference to Exhibit 4.1 to the Registrant's Registration Statement on Form
S-8, Registration No. 33-41866.
10.2* The Lance, Inc. Key Executive Employee Benefit Plan
incorporated herein by reference to Exhibit 10 to the Registrant's Annual Report
on Form 10-K for the fiscal year ended December 31, 1983.
10.3* Form of Executive Employment Agreement between Lance,
Inc. and the Key Executives incorporated herein by reference to Exhibit 10(c) to
the Registrant's Annual Report on Form 10-K for the fiscal year ended December
26, 1992.
10.4 Lance, Inc. 1983 Incentive Stock Option Plan
incorporated herein by reference to Exhibit 10.1 to Registrant's Annual Report
on Form 10-K for the fiscal year ended December 26, 1987.
- --------------------------
* Management contract.
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10.5* Lance, Inc. Key Executive Employee Benefit Plan Trust,
dated December 3, 1993, between Lance, Inc. and First Union National Bank of
North Carolina incorporated herein by reference to Exhibit 10(v) to the
Registrant's Annual Report on Form 10-K for the fiscal year ended December 25,
1993.
10.6 Lance, Inc. 1995 Nonqualified Stock Option Plan for
Non-Employee Directors as amended on April 18, 1997 incorporated herein by
reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for
the twelve weeks ended June 14, 1997.
10.7 Lance, Inc. 1997 Incentive Equity Plan incorporated
herein by reference to Exhibit 4 to the Registrant's Registration Statement on
Form S-8, File No. 333-25539.
10.8* Lance, Inc. Benefit Restoration Plan incorporated
herein by reference to Exhibit 10(vi) to the Registrant's Quarterly Report on
Form 10-Q for the twelve weeks ended June 11, 1994.
10.9* Lance, Inc. Annual Corporate Performance Incentive Plan
- - Officers - 1997 incorporated herein by reference to Exhibit 10.3 to the
Registrant's Quarterly Report on Form 10-Q for the twelve weeks ended June 14,
1997.
10.10* Lance, Inc. Long-Term Incentive Plan - Officers - 1997
incorporated herein by reference to Exhibit 10.4 to the Registrant's Quarterly
Report on Form 10-Q for the twelve weeks ended June 14, 1997.
10.11* Chairman of the Board Compensation Letter dated April
19, 1996 incorporated herein by reference to Exhibit 10.9 to the Registrant's
Quarterly Report on Form 10-Q for the twelve weeks ended June 15, 1996.
10.12* Salary Continuation Agreement dated as of April 29,
1996 between the Registrant and B. Clyde Preslar incorporated herein by
reference to Exhibit 10.10 to Registrant's Annual Report on Form 10-K for the
fiscal year ended December 28, 1996.
10.13* Termination Agreement dated as of November 7, 1997
between the Registrant and B. Clyde Preslar terminating the Salary Continuation
Agreement between the Registrant and B. Clyde Preslar dated April 29, 1996.
10.14* Form of Compensation and Benefits Assurance Agreement
dated November __, 1997 between the Registrant and each of Paul A. Stroup, III,
Earl D. Leake, Peter M. Duggan, B. Clyde Preslar, Richard G. Tucker, Gregory M.
Venner and L. R. Gragnani.
10.15* Executive Severance Agreement dated November 7, 1997
between the Registrant and Paul A. Stroup, III.
- -------------------------
* Management contract.
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10.16* Executive Severance Agreement dated November 7, 1997
between the Registrant and Earl D. Leake.
10.17* Form of Executive Severance Agreement dated November
__, 1997 between the Registrant and each of Peter M. Duggan, B. Clyde Preslar,
Richard G. Tucker, Gregory M. Venner and L. R. Gragnani.
13 The Registrant's 1997 Annual Report to Stockholders.
This Annual Report to Stockholders is furnished for the information of the
Commission only and, except for the parts thereof incorporated by reference in
this Report on Form 10-K, is not to be deemed "filed" as a part of this filing.
21 List of the Subsidiaries of the Registrant.
23 Consent of KPMG Peat Marwick LLP.
27.1 Financial Data Schedule. (Filed in electronic format
only. Pursuant to Rule 402 of Regulation S-T, this schedule shall not be deemed
filed for purposes of Section 11 of the Securities Act of 1933 or Section 18 of
the Securities Exchange Act of 1934.)
27.2 Restated Financial Data Schedule for the twelve weeks
ended March 22, 1997. (Filed in electronic format only. Pursuant to Rule 402 of
Regulation S-T, this schedule shall not be deemed filed for purposes of Section
11 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of
1934.)
27.3 Restated Financial Data Schedule for the twelve weeks
ended June 14, 1997. (Filed in electronic format only. Pursuant to Rule 402 of
Regulation S-T, this schedule shall not be deemed filed for purposes of Section
11 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of
1934.)
99 Cautionary Statement under the Safe Harbor
Provisions of the Private Securities Litigation Reform Act of 1995.
(b) Reports on Form 8-K
There were no reports on Form 8-K required to be filed
by the Registrant during the 16 weeks ended December 27, 1997.
- -------------------------
* Management contract.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Annual Report to be
signed on its behalf by the undersigned, thereunto duly authorized.
LANCE, INC.
Dated: March 25, 1998 By: /s/ B. Clyde Preslar
-------------------------------
B. Clyde Preslar
Vice President
Pursuant to the requirements of the Securities Exchange Act of 1934,
this Annual Report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated.
Signature Capacity Date
- --------- -------- ----
/s/ Scott C. Lea Chairman of the Board March 25, 1998
- ---------------------------------------- and Director
Scott C. Lea
/s/ P. A. Stroup, III President, Chief Executive March 25, 1998
- ---------------------------------------- Officer and Director
P. A. Stroup, III (Principal Executive Officer)
/s/ B. Clyde Preslar Vice President (Principal March 25, 1998
- ---------------------------------------- Financial Officer)
B. Clyde Preslar
/s/ James C. Melton Controller (Principal March 25, 1998
- ---------------------------------------- Accounting Officer)
James C. Melton
/s/ Alan T. Dickson Director March 25, 1998
- ----------------------------------------
Alan T. Dickson
/s/ J. W. Disher Director March 25, 1998
- ----------------------------------------
J. W. Disher
/s/ James H. Hance, Jr. Director March 25, 1998
- ----------------------------------------
James H. Hance, Jr.
Director March __, 1998
- ----------------------------------------
William R. Holland
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/s/ Weldon H. Johnson Director March 25, 1998
- ----------------------------------------
Weldon Johnson
Director March __, 1998
- ----------------------------------------
Nancy Van Every McLaurin
/s/ Robert V. Sisk Director March 25, 1998
- ----------------------------------------
Robert V. Sisk
/s/ Isaiah Tidwell Director March 25, 1998
- ----------------------------------------
Isaiah Tidwell
/s/ S. Lance Van Every Director March 25, 1998
- ----------------------------------------
S. Lance Van Every
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C.
FORM 10-K
FOR CORPORATIONS
ITEM 14(a) - FINANCIAL STATEMENTS
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TABLE OF CONTENTS
Annual Report to Stockholders
Page
----
Data incorporated by reference from the 1997
Annual Report to Stockholders of Lance, Inc.
and Subsidiaries:
Independent Auditors' Report..................................................................................13
Consolidated Balance Sheets, December 27, 1997 and December 28, 1996..........................................14
For the Fiscal Years Ended December 27, 1997, December 28, 1996
and December 30, 1995:
Consolidated Statements of Income .........................................................................15
Consolidated Statements of Changes in Stockholders' Equity.................................................16
Statements of Consolidated Cash Flows......................................................................17
Notes to Consolidated Financial
Statements...................................................................................................18
FINANCIAL STATEMENTS AND SCHEDULES OMITTED
The above listed financial statements are presented on only a consolidated basis
since the Company is primarily an operating company and its subsidiaries
included for the periods presented in the consolidated financial statements are
totally-held subsidiaries. Schedules have been omitted because of the absence of
conditions under which they are required or because information required is
included in financial statements or the notes thereto.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
EXHIBITS
Item 14(a)(3)
FORM 10-K
ANNUAL REPORT
For the fiscal year ended Commission File Number
December 27, 1997 0-398
LANCE, INC.
EXHIBIT INDEX
Exhibit
No. Exhibit Description
---- -------------------
3.1 Restated Charter of Lance, Inc. incorporated herein by reference to Exhibit 3(a) to the
Registrant's Annual Report on Form 10-K for the fiscal year ended December 26, 1992.
3.2 Bylaws of Lance, Inc., as amended through April 21, 1995, incorporated herein by reference
to Exhibit 3.2 to the Registrant's Quarterly Report on Form 10-Q for the twelve weeks ended
June 17, 1995.
4 See 3.1 and 3.2 above.
10.1 Lance, Inc. 1991 Stock Option Plan incorporated herein by reference to Exhibit 4.1 to the
Registrant's Registration Statement on Form S-8, Registration No. 33-41866.
10.2* The Lance, Inc. Key Executive Employee Benefit Plan incorporated herein by reference to
Exhibit 10 to the Registrant's Annual Report on Form 10-K for the fiscal year ended
December 31, 1983.
10.3* Form of Executive Employment Agreement between Lance, Inc. and the Key Executives
incorporated herein by reference to Exhibit 10(c) to the Registrant's Annual Report
on Form 10-K for the fiscal year ended December 26, 1992.
- -------------------------
* Management contract.
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10.4 Lance, Inc. 1983 Incentive Stock Option Plan incorporated herein by reference to Exhibit
10.1 to Registrant's Annual Report on Form 10-K for the fiscal year ended December 26, 1987.
10.5* Lance, Inc. Key Executive Employee Benefit Plan Trust, dated December 3, 1993, between Lance,
Inc. and First Union National Bank of North Carolina incorporated herein by reference to
Exhibit 10(v) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December
25, 1993.
10.6 Lance, Inc. 1995 Nonqualified Stock Option Plan for Non-Employee Directors incorporated
herein by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for
the twelve weeks ended June 14, 1997.
10.7 Lance, Inc. 1997 Incentive Equity Plan incorporated herein by reference to Exhibit 4 to the
Registrant's Registration Statement on Form S-8, File No. 333-25539.
10.8* Lance, Inc. Benefit Restoration Plan incorporated herein by reference to Exhibit 10(vi) to
the Registrant's Quarterly Report on Form 10-Q for the twelve weeks ended June 11, 1994.
10.9* Lance, Inc. Annual Corporate Performance Incentive Plan - Officers - 1997 incorporated
herein by reference to Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q
for the twelve weeks ended June 14, 1997.
10.10* Lance, Inc. Long-Term Incentive Plan - Officers - 1997 incorporated herein by reference to
Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q for the twelve weeks ended
June 14, 1997.
10.11* Chairman of the Board Compensation Letter dated April 19, 1996 incorporated herein by
reference to Exhibit 10.9 to the Registrant's Quarterly Report on Form 10-Q for the twelve
weeks ended June 15, 1996.
10.12* Salary Continuation Agreement dated as of April 29, 1996 between the Registrant and
B.Clyde Preslar incorporated herein by reference to Exhibit 10.10 to Registrant's Annual
Report on Form 10-K for the fiscal year ended December 28, 1996.
10.13* Termination Agreement dated as of November 7, 1997 between the Registrant and B. Clyde
Preslar terminating the Salary Continuation Agreement between the Registrant and B. Clyde
Preslar dated April 29, 1996.
- -----------------------
* Management contract.
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10.14* Form of Compensation and Benefits Assurance Agreement dated November __, 1997 between the
Registrant and each of Paul A. Stroup, III, Earl D. Leake, Peter M. Duggan, B. Clyde
Preslar, Richard G. Tucker, Gregory M. Venner and L. R. Gragnani.
10.15* Executive Severance Agreement dated November 7, 1997 between the Registrant and
Paul A. Stroup, III.
10.16* Executive Severance Agreement dated November 7, 1997 between the Registrant and
Earl D. Leake.
10.17* Form of Executive Severance Agreement dated November __, 1997 between the Registrant and
each of Peter M. Duggan, B. Clyde Preslar, Richard G. Tucker, Gregory M. Venner and
L. R. Gragnani.
13 The Registrant's 1997 Annual Report to Stockholders. This Annual Report to Stockholders
is furnished for the information of the Commission only and, except for the parts thereof
incorporated by reference in this Report on Form 10-K, is not to be deemed "filed" as a
part of this filing.
21 List of the Subsidiaries of the Registrant.
23 Consent of KPMG Peat Marwick LLP.
27.1 Financial Data Schedule. (Filed in electronic format only. Pursuant to Rule 402 of
Regulation S-T, this schedule shall not be deemed filed for purposes of Section 11 of the
Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934.)
27.2 Restated Financial Data Schedule for the twelve weeks ended March 22, 1997. (Filed in
electronic format only. Pursuant to Rule 402 of Regulation S-T, this schedule shall not
be deemed filed for purposes of Section 11 of the Securities Act of 1933 or Section 18
of the Securities Exchange Act of 1934.)
27.3 Restated Financial Data Schedule for the twelve weeks ended June 14, 1997. (Filed in
electronic format only. Pursuant to Rule 402 of Regulation S-T, this schedule shall not
be deemed filed for purposes of Section 11 of the Securities Act of 1933 or Section 18
of the Securities Exchange Act of 1934.)
99 Cautionary Statement under the Safe Harbor Provisions of the Private Securities Litigation
Reform Act of 1995.
- ---------------------------
* Management contract.
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