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                       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 24, 2007


                               H. J. HEINZ COMPANY
             (Exact name of registrant as specified in its charter)


      Pennsylvania                     1-3385                 25-0542520
(State of Incorporation)     (Commission File Number)      (I.R.S. Employer
                                                          Identification No.)

     600 Grant Street, Pittsburgh,                            15219
              Pennsylvania                                  (Zip Code)
(Address of principal executive offices)


                                  412-456-5700
              (Registrant's telephone number, including area code)


                                 Not Applicable
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))

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                                    GENERAL


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Attached is H.J. Heinz Company's press release dated August 24, 2007 furnished
herewith as Exhibit 99.1.

This press release presents the financial results of the Registrant and its
business segments.

This press release presents the business measure of operating free cash flow as
defined below. This measure is utilized by senior management and the board of
directors to gauge our business operating performance, including the progress of
management to profitably monetize low return assets. The sale of low return
assets will include, as previously discussed, the reduction of production
facilities throughout the world.

The limitation of operating free cash flow is that it adjusts for cash used for
capital expenditures and cash received from disposals of property, plant and
equipment, the net of which is no longer available to the Company for other
purposes.

Management compensates for this limitation by using the GAAP operating
cash flow number as well. Operating free cash flow does not represent residual
cash flow available for discretionary expenditures and does not provide insight
to the entire scope of the historical cash inflows or outflows of our operations
that are captured in the other cash flow measures reported in the statement of
cash flows.

Disclosed on Exhibit 99.1 is supplemental information regarding the calculation
of the non-GAAP measure of operating free cash flow discussed above in
connection with the financial results for the first quarters ended August 1,
2007 and August 2, 2006.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits


Exhibit Number
(Referenced to
Item 601 of
Regulation S-K)                     Description of Exhibit
- ---------------                     ----------------------
99.1                                H.J. Heinz Company Press Release dated
                                    August 24, 2007




                                   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.


                                        H.J. HEINZ COMPANY


                                        By /s/ Arthur B. Winkleblack
                                           ----------------------------------
                                           Arthur B. Winkleblack
                                           Executive Vice President and
                                           Chief Financial Officer


Dated: August 24, 2007



                                  EXHIBIT INDEX

Exhibit NO.                         Description
- -----------                         -----------
99.1                                H. J. Heinz Company Press Release dated
                                    August 24, 2007