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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000047111-02-000093.txt : 20020807
<SEC-HEADER>0000047111-02-000093.hdr.sgml : 20020807
<ACCEPTANCE-DATETIME>20020807131742
ACCESSION NUMBER:		0000047111-02-000093
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20020807
ITEM INFORMATION:		
FILED AS OF DATE:		20020807

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			HERSHEY FOODS CORP
		CENTRAL INDEX KEY:			0000047111
		STANDARD INDUSTRIAL CLASSIFICATION:	SUGAR & CONFECTIONERY PRODUCTS [2060]
		IRS NUMBER:				230691590
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-00183
		FILM NUMBER:		02721549

	BUSINESS ADDRESS:	
		STREET 1:		100 CRYSTAL A DR
		STREET 2:		P O BOX 810-EXTERNAL RPTG & COMPLIANCE
		CITY:			HERSHEY
		STATE:			PA
		ZIP:			17033-0810
		BUSINESS PHONE:		7175346799

	MAIL ADDRESS:	
		STREET 1:		P O BOX 810-EXTERNAL RPTG & COMPLIANCE
		STREET 2:		100 CRYSTAL A DIRVE
		CITY:			HERSHEY
		STATE:			PA
		ZIP:			17033-0810

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	HERSHEY CHOCOLATE CORP
		DATE OF NAME CHANGE:	19680401
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8k_872002.txt
<DESCRIPTION>FORM 8K
<TEXT>
                       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):     August 7, 2002
                                                  -----------------------------


                            HERSHEY FOODS CORPORATION
- --------------------------------------------------------------------------------
                (Exact name of registrant as specified in its charter)


        Delaware                       1-183                  23-0691590
- --------------------------------------------------------------------------------
(State or other jurisdiction         (Commission           (I.R.S. Employer
           of incorporation)           File Number)          Identification No.)


                100 Crystal A Drive, Hershey, Pennsylvania          17033
- --------------------------------------------------------------------------------
              (Address of principal executive offices)            (Zip Code)


Registrant's telephone number, including area code:          (717) 534-6799
                                                     ---------------------------








                                Page 1 of 3 Pages
                             Exhibit Index - Page 3


<PAGE>



                      INFORMATION TO BE INCLUDED IN REPORT


         The information in this Current Report on Form 8-K, including the
exhibits, is furnished pursuant to Item 9 and shall not be deemed "filed" for
the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities under that Section. Furthermore, the information in
this Current Report on Form 8-K, including the exhibits, shall not be deemed to
be incorporated by reference into the filings of Hershey Foods Corporation under
the Securities Act of 1933.


Item 9.  Regulation FD Disclosure
        --------------------------

         On August 7, 2002, Richard H. Lenny, Chief Executive Officer of Hershey
Foods Corporation (the "Corporation") and Frank Cerminara, Chief Financial
Officer of the Corporation, each furnished to the Securities and Exchange
Commission personal certifications pursuant to 18 U.S.C. Section 1350. Copies of
the certifications are included in this Form 8-K as Exhibits 99.01 and 99.02.




                                    SIGNATURE

         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.

Date:   August 7, 2002


                            HERSHEY FOODS CORPORATION



                           By    /s/ Frank Cerminara
                             --------------------------
                               Frank Cerminara
                               Senior Vice President, Chief Financial Officer





                                Page 2 of 3 Pages
                             Exhibit Index - Page 3


<PAGE>




                                  Exhibit Index


Exhibit No.      Description

     99.01       Certification of Richard H. Lenny, Chief Executive Officer of
                 Hershey Foods Corporation, dated August 7, 2002, pursuant to
                 18 U.S.C. Section 1350.

     99.02       Certification of Frank Cerminara, Chief Financial Officer of
                 Hershey Foods Corporation, dated August 7, 2002, pursuant to
                 18 U.S.C. Section 1350.



























                                Page 3 of 3 Pages
                             Exhibit Index - Page 3




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>f8k8702exh99_01.txt
<DESCRIPTION>EXH 99.02-CEO CERTIFICATION
<TEXT>


                                                                  Exhibit 99.01



                                  Certification



         Pursuant to 18 U.S.C. Section 1350, the undersigned officer of Hershey
Foods Corporation (the "Company"), hereby certifies that the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 2002 (the "Report") fully
complies with the requirements of Section 13(a) or 15(d), as applicable, of the
Securities Exchange Act of 1934 and that the information contained in the Report
fairly presents, in all material respects, the financial condition and results
of operations of the Company.





Dated:     August 7, 2002                       /s/ Richard H. Lenny
                                            ---------------------------------
                                               Richard H. Lenny
                                               Chief Executive Officer






         The foregoing certification is being furnished solely pursuant to 18
U.S.C. Section 1350 and is not being filed as part of the Report or as a
separate disclosure document.


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>f8k8702exh99_02.txt
<DESCRIPTION>EXH 99.02-CFO CERTIFICATION
<TEXT>


                                                                 Exhibit 99.02



                                  Certification



         Pursuant to 18 U.S.C. Section 1350, the undersigned officer of Hershey
Foods Corporation (the "Company"), hereby certifies that the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 2002 (the "Report") fully
complies with the requirements of Section 13(a) or 15(d), as applicable, of the
Securities Exchange Act of 1934 and that the information contained in the Report
fairly presents, in all material respects, the financial condition and results
of operations of the Company.





Dated:     August 7, 2002                      /s/ Frank Cerminara
                                            ------------------------------------
                                                 Frank Cerminara
                                                 Chief Financial Officer






         The foregoing certification is being furnished solely pursuant to 18
U.S.C. Section 1350 and is not being filed as part of the Report or as a
separate disclosure document.



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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