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 JUNE 21, 2004 ------------- Date of Report (Date of earliest event reported) PENFORD CORPORATION (Exact name of registrant as specified in its charter) Washington ---------------------------------------------- (State or other jurisdiction of incorporation) 0-11488 91-1221360 ---------------------- ------------------- Commission File Number (I.R.S. Employer Identification No.) 7094 South Revere Parkway, Englewood, Colorado 80112-3932 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (303) 649-1900 -------------------------------------------------- Registrant's telephone number, including area code Not Applicable ----------------------------------------------------------- Former name or former address, if changed since last report ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The following exhibits are furnished in accordance with Item 601 of Regulation S-K: Exhibit No. Description ----------- --------------------------------- 99.1 Press release dated June 21, 2004 ITEM 12: RESULTS OF OPERATIONS AND FINANCIAL CONDITION On June 21, 2004, Penford Corporation issued a press release (the "Press Release") announcing the financial results for its third quarter ending May 31, 2004. A copy of the Press Release is furnished as Exhibit 99.1 to this report. In accordance with General Instruction B.6. of Form 8-K, the information contained in the Press Release shall not be deemed "Filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. 2 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 thereunto duly authorized. Penford Corporation ------------------------------------------- (Registrant) June 25, 2004 /s/ Steven O. Cordier ------------------------------------------- Steven O. Cordier Vice President, Chief Financial Officer and Corporate Secretary 3 EXHIBIT INDEX Pursuant to Item 601(a)(2) of Regulation S-K, this exhibit index immediately precedes the exhibits. Exhibit No. Description ----------- --------------------------------- 99.1 Press release dated June 21, 2004