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)
Guiton Hill Bonnie
888 Vineyard Hills Drive
Newcastle, CA 95658
2. Issuer Name and Ticker or Trading Symbol
Hershey Foods Corporation (HSY)
3. IRS or Social Security Number of Reporting Person (Voluntary)
###-##-####
4. Statement for Month/Year
December 31, 1997
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
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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
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Common Stock 12/31/97 R 12.3002 A $0.0000 (1) 1,032.2603 D
Common Stock 150.0000 I by Trust
Table II (PART 1) Derivative Securitites Acquired, Disposed of, or Beneficially Owned (Columns 1 through 6)
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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
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Common Stock Equivalents 12/15/97 (2) J 285.5620
Table II (PART 2) Derivative Securitites Acquired, Disposed of, or Beneficially Owned (Columns 1,3 and 7 through 11)
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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
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Common Stock Equivalents 12/15/97 Common Stock 285.5620 (3) 1,331.5620 D
(2)
Explanation of Responses:
(1)
These shares were acquired from January 1, 1997 through December 31, 1997 pursuant to a Hershey Foods Dividend Reinvestment plan.
Shares were purchased quarterly at prices ranging from $50.00 to $63.313.
(2)
Reinvested dividends were acquired on 3/14/97, 6/13/97, 9/15/97 and 12/15/97; 1997 deferred director's fees were credited on 5/1/97
and 12/15/97.
(3)
Units were acquired at various times throughout the year as noted in Footnote 3. These prices range from $50.00 to $63.313.
SIGNATURE OF REPORTING PERSON
/S/ Guiton Hill Bonnie
DATE 02/03/98
