UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

[   ] Check  this box if no  longer  subject  to  Section  16.  Form 4 or Form 5
    obligations may continue.
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
   11/00
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)
   Sr. V.P., CFO and Treasurer
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 V Amount D Price End of Month I - ------------------------------------------------------------------------------------------------------------------------------------ Common Stock 10/31/00 A 434.4943 A (1) D Direct Common Stock (2) 11/30/00 M 15,000.0000 A $24.50000 D Direct Common Stock 11/30/00 S 15,000.0000 D $64.01670 25,779.7385 D Direct Common Stock 10/31/00 A 220.9367 A (3) 7,796.7700 I 401(k) Plan Table II (PART 1) Derivative Securities 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 V A D Exercisable Expiration - ------------------------------------------------------------------------------------------------------------------------------------ Non-Qualified Stock Option $24.50000 11/30/00 M 15,000.0000 01/03/04 (right to buy) (2) Table II (PART 2) Derivative Securities 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 Month - ------------------------------------------------------------------------------------------------------------------------------------ Non-Qualified Stock Option 11/30/00 Common Stock 15,000.0000 $64.01670 3,100.0000 D Direct (right to buy) (2) Explanation of Responses: (1) These shares were acquired from January 1, 2000 through October 31, 2000 pursuant to a Hershey Foods Dividend Reinvestment Plan. These shares were purchased at various intervals throughout the year, and the closing price on October 31, 2000 was $54.3125. The exact price of each share at date of acquisition is not readily determinable. (2) These options were granted under the Hershey Foods Corporation Key Employee Incentive Plan, and they have a stock withholding feature which permits the withholding of shares of stock at the time of exercise to satisfy the grantee's income tax withholding rights. (3) These shares were acquired from January 1, 2000 through October 31, 2000 pursuant to the Hershey Foods Corporation Employee Savings, Stock Investment and Ownership Plan (ESSIOP). These shares were purchased at various intervals throughout the year, and the closing price on October 31, 2000 was $54.3125. The exact price of each share at date of acquisition is not readily determinable.
SIGNATURE OF REPORTING PERSON /S/ Christ, William F DATE 12/06/00