1
                                                                      EXHIBIT 99



              CAUTIONARY STATEMENT UNDER SAFE HARBOR PROVISIONS OF
              THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

         Lance, Inc. (the "Company"), from time to time, makes "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements, which may be written or oral, reflect expectations of
management of the Company at the time such statements are made. The Company is
filing this cautionary statement to identify certain important factors that
could cause the Company's actual results to differ materially from those in any
forward-looking statements made by or on behalf of the Company.

PRICE COMPETITION AND CONSOLIDATION

         The sales of most of the Company's products are subject to intense
competition primarily through discounting and other price cutting techniques by
competitors, many of which are significantly larger and have greater resources
than the Company. In addition, there is a continuing consolidation by the major
companies in the snack food industry which could increase competition.

RAW MATERIALS

         The Company's cost of sales can be adversely impacted by changes in the
cost of raw materials, principally flour, peanuts and peanut butter. While the
Company obtains substantial commitments for future delivery of certain of its
raw materials and engages in limited hedging to reduce the price risk of these
raw materials, increases in the cost of raw materials could adversely impact the
Company's cost of sales.

SALES GROWTH

         The Company's plans for profitable sales growth depend upon the ability
of the Company to develop and execute effective marketing and sales strategies
for its products.

        There are other important factors not described above which could also
cause actual results to differ materially from those in any forward-looking
statement made by or on behalf of the Company.