1 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) December 18, 1997 Penford Corporation __________________________________________________ (Exact Name of Registrant as Specified in Charter) Washington ___________________________________________________ (State or Other Jurisdiction of Incorporation) 0-11488 91-1221360 ________________________ ____________________ (Commission File Number) (IRS Employer Identification No.) 777-108th Avenue N.E., Suite 2390 Bellevue, Washington 98004-5193 _________________________________________ ____________________ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (425) 462-6000 _______________ PENWEST, LTD. _________________________________ (Former Name or Former Address, if Changed Since Last Report) 2 ITEM 5. OTHER EVENTS On December 18, 1997, the Registrant issued a press release announcing that the initial public offering of its subsidiary, Penwest Pharmaceuticals Co., has been postponed due to market conditions for new issues in general as well as for health care and technology stocks in particular. The postponement is related solely to market conditions and the Registrant intends to go forward with the offering as soon as practicable after market conditions improve. The postponement may cause the planned spin-off of Penwest Pharmaceuticals Co. to be delayed beyond the second quarter of calendar 1998. Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (C) EXHIBITS 99.1 Press release dated December 18, 1997 3 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. PENFORD CORPORATION December 18, 1997 By /s/ Jeffrey T. Cook ----------------- ---------------------- Date Jeffrey T. Cook Vice President, Finance and Chief Financial Officer