UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 5
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
[X] Check box if no longer subject to Section 16. Form 4 or Form 5 obligations
may continue.
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported
1. Name and Address of Reporting Person(s)
Alexander, William H.
16 Wagner Street
Hummelstown, PA 17036
2. Issuer Name and Ticker or Trading Symbol
Hershey Foods Corporation (HSY)
3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)
4. Statement for Month/Year
12/01
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
[X] Director [ ] 10% Owner
[ ] Officer (give title below) [ ] Other (specify below)
7. Individual or Joint/Group Filing (Check Applicable Line)
[X] Form filed by One Reporting Person
[ ] Form filed by More than One Reporting Person
Table I Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1)Title of Security 2)Trans- 3.Trans- 4.Securities Acquired(A) 5)Amount of 6) 7)Nature of
action action or Disposed of (D) Securities Indirect
Date Code A Beneficially D Beneficial
(Month/ or Owned at or Ownership
Day/Year) Code Amount D Price End of Year I
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Common Stock 1,500.0000 D Direct
Common Stock 10.0000 I by Daughter
Common Stock 36.0000 I by Spouse
Common Stock 1,200.0000 I by Trust
Table II (PART 1) Derivative Securitites Acquired, Disposed of, or Beneficially
Owned (Columns 1 through 6)
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1)Title of Derivative 2)Conversion 3)Trans- 4)Trans- 5)Number of Derivative 6)Date Exercisable and
Security or Exercise action action Securities Acquired (A) Expiration Date
Price of Date Code or Disposed of (D)
Derivative
Security Code A D Exercisable Expiration
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Common Stock Equivalents (1) 05/01/01 (2) J 244.3630
Table II (PART 2) Derivative Securitites Acquired, Disposed of, or Beneficially
Owned (Columns 1,3 and 7 through 11)
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1)Title of Derivative 3)Trans- 7)Title and Amount 8)Price 9)Number of 10) 11)Nature of
Security action of Underlying of Deri- Derivative Indirect
Date Securities vative Securities D Beneficial
Amount or Security Beneficially or Ownership
Number of Owned at I
- Title Shares End of Year
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Common Stock Equivalents (1) 05/01/01 Common Stock 244.3630 (3) 3,589.2030 D Direct
(2)
Explanation of Responses:
(1)
These units were acquired as dividends reinvested on units deferred previously
under the Director's Compensation Plan and new deferrals of 2001 director's fees
under the Plan; 63.484 units were reinvested dividends and 180.879 were
deferrals of 2001 director's fees.
(2)
Reinvested dividends were acquired on 3/15/01, 6/15/01, 9/14/01 and 12/17/01;
and 2001 deferred director's fees were credited on 5/1/01.
(3)
Units were acquired at various times throughout the year as noted in Footnote 2.
These prices range from $59.77 to $66.16.
SIGNATURE OF REPORTING PERSON
/S/ Alexander, William H.
DATE February 8, 2002