August 22, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
Dear Sirs:
Pursuant to the requirements of the Securities Exchange Act of 1934,
Hershey Foods Corporation is filing the enclosed Form 8-K.
Should you have any questions, please give me a call at (717)534-7911.
Sincerely
HERSHEY FOODS CORPORATION
/s/ Mark E. Kimmel
Senior Counsel
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 21, 1997
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HERSHEY FOODS CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-183 23-0691590
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
100 Crystal A Drive, Hershey, Pennsylvania 17033
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (717) 534-6799
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Page 1 of 30 Pages
Exhibit Index - Page 3
INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events
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The Corporation entered into an Underwriting Agreement dated August 21,
1997 with Goldman, Sachs & Co., with respect to the issuance by the Corporation
of certain debt securities. The Corporation has entered into a Pricing Agreement
dated August 21, 1997 concerning the issuance and sale of $150 million aggregate
principal amount of 6.95% Notes due August 15, 2012 ("Notes") and $250 million
aggregate principal amount of 7.20% Debentures due August 15, 2027 (the
"Debentures"). Information concerning the Notes and Debentures and related
matters is set forth in the Corporation's Prospectus dated August 18, 1997, and
in a Prospectus Supplement dated August 21, 1997, which was filed with the
Securities and Exchange Commission on August 22, 1997.
Item 7. Financial Statements and Exhibits
---------------------------------
Exhibits filed herewith:
1--Underwriting Agreement, dated August 21, 1997, by and between the
Corporation and Goldman, Sachs & Co.
99--Pricing Agreement, dated August 21, 1997, by and between the
Corporation and Goldman, Sachs & Co.
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.
Dated: August 22, 1997
HERSHEY FOODS CORPORATION
By /s/ Mark E. Kimmel
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Mark E. Kimmel
Assistant Secretary
2
Exhibit Index
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Exhibit No. Description Page No.
- ----------- ----------- --------
1 Underwriting Agreement, dated 4
August 21, 1997, by and between
the Corporation and Goldman
Sachs & Co.
99 Pricing Agreement, dated August 21, 24
1997, by and between the Corporation
and Goldman Sachs & Co.
3