HERSHEY CO — Regulatory Filings 2004

Jul 28, 2004

8-K 1 form8k_july282004.htm JULY 282004 FORM 8K Current Report on Form 8-K

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

July 28, 2004 Date of Report (Date of earliest event reported)

Hershey Foods Corporation (Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)

1-183 (Commission File Number) 23-0691590 (IRS Employer 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

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Workstation"

INFORMATION TO BE INCLUDED IN REPORT

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Workstation"

Item 7. Financial Statements and Exhibits

MARKER FORMAT-SHEET="Head Sub 2 Left-TNR" FSL="Workstation"

(c) Exhibits

MARKER FORMAT-SHEET="Head Sub 2 Left-TNR" FSL="Workstation"

99.1 Press Release dated July 28, 2004

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Workstation"

Item 9. Regulation FD Disclosure

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Workstation"

On July 28, 2004, Hershey Foods Corporation (the “Corporation”) announced that it has purchased 11,281,589 shares of its Common Stock from Hershey Trust Company, as Trustee of the Milton Hershey School Trust, in a privately negotiated transaction. The Corporation paid $44.32 per share, or approximately $500 million, for the shares.

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Workstation"

The Corporation also announced that its Board of Directors declared a quarterly dividend of $.22 on the Common Stock, an increase of 11.4%, or $.0225 per share, and a quarterly dividend of $.20 on the Class B Common Stock, an increase of 11.9%, or $.02125 per share. The dividends are payable September 15, 2004, to stockholders of record August 25, 2004.

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Workstation"

A copy of the Corporation’s press release dated July 28, 2004 announcing these items is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Workstation"

The information in this Current Report, including the exhibit, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Workstation"

SIGNATURE

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Workstation"

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: July 28, 2004

HERSHEY FOODS CORPORATION

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

Page 2 of 3 Pages Exhibit Index - Page 3

EXHIBIT INDEX

Exhibit No. Description

99.1 Hershey Foods Corporation Press Release dated July 28, 2004.

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Workstation"

Page 3 of 3 Pages Exhibit Index – Page 3