UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 9, 2007
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AMERICAN ITALIAN PASTA COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 001-13403 84-1032638
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
4100 N. Mulberry Drive, Suite 200, Kansas City, Missouri 64116
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (816) 584-5000
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Not Applicable
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 9, 2007, the Compensation Committee of American Italian Pasta Company
(the "Company") approved a cash incentive plan for all salaried employees of the
Company for fiscal 2007. The cash incentive plan provides for certain incentive
amounts to be paid based on a percentage of the employee's base salary and the
achievement of certain threshold, target and maximum EBITDA and cash flow
benchmarks. For executive officers of the Company in fiscal 2007, the cash
incentive plan provides for payments to Walt George, Robert Schuller and Paul
Geist in the amounts of $97,510, 82,508 and $52,505, respectively, at threshold,
with additional payments of $36,065, $30,517, and $19,420, respectively, at
target, and $40,073, $33,908, $21,578, respectively, at maximum.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: January 16, 2007 AMERICAN ITALIAN PASTA COMPANY
By: /s/ James P. Fogarty
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James P. Fogarty
President and Chief Executive
Officer