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

FORM 5
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

[   ] 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)
   Campbell, Robert H.
   Sunoco, Inc.
   Ten Penn Center
   1801 Market Street
   Philadelphia, PA  19103-1699
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
   12/00
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
   [X] Director                   [ ] 10% Owner
   [ ] Officer (give title below) [ ] Other (specify below)

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 12/31/00 J 23.5699 A $0.00000 (1) 1,098.8605 D Direct 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 - ------------------------------------------------------------------------------------------------------------------------------------ Common Stock Equivalents (2) 12/15/00 (3) J 1,420.6890 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 - ------------------------------------------------------------------------------------------------------------------------------------ Common Stock Equivalents (2) 12/15/00 Common Stock 1,420.6890 (4) 6,134.6270 D Direct (3) Explanation of Responses: (1) These shares were acquired from January 1, 2000 through December 31, 2000 pursuant to a Hershey Foods Dividend Reinvestment Plan. Shares were purchased quarterly at prices ranging from $47.00 to $64.375. (2) These units were acquired as dividends reinvested on units deferred previously under the Director's Compensation Plan and new deferrals of 2000 director's fees under the Plan; 109.808 units were reinvested dividends and 1,310.881 were deferrals of 2000 director's fees. (3) Reinvested dividends were acquired on 3/15/00, 6/15/00, 9/15/00 and 12/15/00; 2000 deferred director's fees were credited on 5/1/00 and 12/15/00. (4) Units were acquired at various times throughout the year as noted in Footnote 3. These prices range from $43.75 to $58.6875.
SIGNATURE OF REPORTING PERSON /S/ Campbell, Robert H. DATE 02/08/2001