SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* WAREHIME MICHAEL A (Last) (First) (Middle) 13024 BALLANTYNE CORPORATE PLACE SUITE 900 (Street) CHARLOTTE NC 28277 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SNYDER'S-LANCE, INC. [ LNCE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) X Other (specify below) Chairman of the Board
	3. Date of Earliest Transaction (Month/Day/Year) 05/18/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
$.83-1/3 par value Common Stock(1)	05/18/2011		M		30,310	A	$3.929	9,876,026(2)	D
$.83-1/3 par value Common Stock(1)	05/18/2011		M		30,310	A	$4.599	9,906,336(2)	D
$.83-1/3 par value Common Stock(1)	05/18/2011		M		34,856.5	A	$8.961	9,941,192.5(2)	D
$.83-1/3 par value Common Stock(1)								830,076(3)	D
$.83-1/3 par value Common Stock(1)								1,004,492(4)	I	By Warehime Enterprises, Inc.
$.83-1/3 par value Common Stock(1)								349,361(5)	I	By MAW Associates, LP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (right to buy)(6)	$2.878							12/06/2010	03/31/2018	Common Stock	29,877(7)		29,877(7)	D
Option (right to buy)(6)	$3.929	05/18/2011		M			30,310	12/06/2010	03/31/2020	Common Stock	30,310(7)	$0	0(7)	D
Option (right to buy)(6)	$4.599	05/18/2011		M			30,310	12/06/2010	03/31/2021	Common Stock	30,310(7)	$0	0(7)	D
Option (right to buy)(6)	$6.259							12/06/2010	03/31/2022	Common Stock	30,310(7)		30,310(7)	D
Option (right to buy)(6)	$6.679							12/06/2010	03/31/2023	Common Stock	20,567.5(7)		20,567.5(7)	D
Option (right to buy)(6)	$6.474							12/06/2010	03/31/2024	Common Stock	12,990(7)		12,990(7)	D
Option (right to buy)(6)	$8.961	05/18/2011		M			34,856.5	12/06/2010	04/01/2025	Common Stock	34,856.5(7)	$0	0(7)	D

1. Name and Address of Reporting Person* WAREHIME MICHAEL A (Last) (First) (Middle) 13024 BALLANTYNE CORPORATE PLACE SUITE 900 (Street) CHARLOTTE NC 28277 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) X Other (specify below) Chairman of the Board

1. Name and Address of Reporting Person* WAREHIME PATRICIA A (Last) (First) (Middle) 13024 BALLANTYNE CORPORATE PLACE SUITE 900 (Street) CHARLOTTE NC 28277 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Received in exchange for shares of Snyder's of Hanover, Inc. ("SOH") common stock pursuant to the Agreement and Plan of Merger among SOH, Lance, Inc. and Lima Merger Corp. ("Merger Agreement").

2. These securities are owned by Michael A. Warehime ("MAW"), who is member of a "group" with his spouse, Patricia A. Warehime ("PAW"), for purposes of Section 13(d) of the Exchange Act. PAW's beneficial ownership of such securities is indirect.

3. These securities are owned by PAW. MAW's beneficial ownership of such securities is indirect.

4. These securities are owned by Warehime Enterprises, Inc. ("WEI"). MAW is the majority owner, chairman and an executive officer of WEI. MAW's and PAW's beneficial ownership of such securities is indirect.

5. These securities are owned by MAW Associates, LP ("LP"). PAW is the sole member of the general partner of LP, and MAW is an executive officer of LP. MAW's and PAW's beneficial ownership of such securities is indirect.

6. Received pursuant to the Merger Agreement in exchange for outstanding SOH options.

7. These securities are owned by MAW. PAW's beneficial ownership of such securities is indirect.

Remarks:

	/Michael A. Warehime/ By Edward H. Schuth, his Attorney-In-Fact	05/24/2011
	/Patricia A. Warehime/ By Edward H. Schuth, her Attorney-In-Fact	05/24/2011
	** Signature of Reporting Person	Date
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