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) Christ William F 100 Crystal A Drive Hershey, Pennsylvania l7033 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) [ ] Director [ ] 10% Owner [X] Officer (give title below) [ ] Other (specify below) Executive Vice President and Chief Operations Officer 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 ------------------------------------------------------------------------------------------------------------------------------------ 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 ------------------------------------------------------------------------------------------------------------------------------------ Common Stock 02/08/01 A 754.0000 A $62.00000 D Direct Common Stock 12/31/01 (1)J 485.6489 A $0.00000 (1) 27,140.4495 D Direct Common Stock 12/31/01 (2)A 266.9900 A $0.00000 (2) 8,010.1100 I 401(k) Plan Table II (PART 1) Derivative Securitites Acquired, Disposed of, or Beneficially Owned (Columns 1 through 6) ------------------------------------------------------------------------------------------------------------------------------------ 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 ------------------------------------------------------------------------------------------------------------------------------------ Table II (PART 2) Derivative Securitites Acquired, Disposed of, or Beneficially Owned (Columns 1,3 and 7 through 11) ------------------------------------------------------------------------------------------------------------------------------------ 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 ------------------------------------------------------------------------------------------------------------------------------------Explanation of Responses: (1) These shares have been acquired from January 1, 2001 through December 31, 2001 pursuant to a Hershey Foods Dividend Reinvestment Plan. Shares were purchased quarterly at prices ranging from $61.71 to $69.32. (2) These shares were acquired from January 1, 2001 through December 31, 2001 pursuant to the Hershey Foods Corporation Employee Savings, Stock Investment and Ownership Plan (ESSIOP). These shares were purchased at various intervals, and the closing price on December 31, 2001 was $67.70. The exact price of each share at the date of acquisition is not readily determinable. SIGNATURE OF REPORTING PERSON /S/ Christ, William F DATE February 7, 2002