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CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	12 Months Ended
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Statement [Line Items]
Net Sales	$ 6,080,788	$ 5,671,009	$ 5,298,668
Costs and Expenses
Cost of sales	3,548,896	3,255,801	3,245,531
Selling, marketing and administrative	1,477,750	1,426,477	1,208,672
Business realignment and impairment (credits) charges, net	(886)	83,433	82,875
Total costs and expenses	5,025,760	4,765,711	4,537,078
Income before Interest and Income Taxes	1,055,028	905,298	761,590
Interest expense, net	92,183	96,434	90,459
Income before Income Taxes	962,845	808,864	671,131
Provision for income taxes	333,883	299,065	235,137
Net income	$ 628,962	$ 509,799	$ 435,994
Common Class B [Member]
Costs and Expenses
Net Income Per Share - Basic - Common Stock (in dollars per share)	$ 2.58	$ 2.08	$ 1.77
Net Income Per Share - Diluted - Common Stock (in dollars per share)	2.56	2.07	1.77
Cash Dividends Paid Per Share
Common Stock (in dollars per share)	1.2500	1.1600	1.0712
Common Stock [Member]
Costs and Expenses
Net Income Per Share - Basic - Common Stock (in dollars per share)	2.85	2.29	1.97
Net Income Per Share - Diluted - Common Stock (in dollars per share)	2.74	2.21	1.90
Cash Dividends Paid Per Share
Common Stock (in dollars per share)	$ 1.3800	$ 1.2800	$ 1.1900

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	12 Months Ended
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010
Current Assets:
Cash and cash equivalents	$ 693,686	$ 884,642
Accounts receivable - trade	399,499	390,061
Inventories	648,953	533,622
Deferred income taxes	136,861	55,760
Prepaid expenses and other	167,559	141,132
Total current assets	2,046,558	2,005,217
Property, Plant and Equipment, Net	1,559,717	1,437,702
Goodwill	516,745	524,134
Other intangibles	111,913	123,080
Non-current deferred tax assets, net	38,544	21,387
Other Assets	138,722	161,212
Total assets	4,412,199	4,272,732
Current Liabilities:
Accounts Payable	420,017	410,655
Accrued liabilities	612,186	593,308
Accrued income taxes	1,899	9,402
Short-term debt	42,080	24,088
Current portion of long-term debt	97,593	261,392
Total current liabilities	1,173,775	1,298,845
Long-term Debt	1,748,500	1,541,825
Other Long-term Liabilities	617,276	494,461
Total liabilities	$ 3,539,551	$ 3,335,131
Commitments and Contingencies	0	0
Stockholders' Equity
Preferred Stock, shares issued: none in 2011 and 2010	$ 0	$ 0
Common Stock, shares issued: 299,269,702 in 2011 and 299,195,325 in 2010	299,269	299,195
Class B Common Stock, shares issued: 60,632,042 in 2011 and 60,706,419 in 2010	60,632	60,706
Additional paid-in capital	490,817	434,865
Retained earnings	4,699,597	4,374,718
Treasury-Common Stock shares, at cost: 134,695,826 in 2011 and 132,871,512 in 2010	(4,258,962)	(4,052,101)
Accumulated other comprehensive loss	(442,331)	(215,067)
The Hershey Company stockholders' equity	849,022	902,316
Noncontrolling interests in subsidiaries	23,626	35,285
Total stockholders' equity	872,648	937,601
Total liabilities and stockholders' equity	$ 4,412,199	$ 4,272,732

CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Dec. 31, 2011	Dec. 31, 2010
STOCKHOLDERS' EQUITY
Preferred Stock, shares issued (in shares)	0	0
Common Stock, shares issued (in shares)	299,269,702	299,195,325
Treasury-Common Stock shares held at cost	134,695,826	132,871,512
Class B Common Stock, shares issued (in shares)	60,632,042	60,706,419

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Cash Flows Provided from (Used by) Operating Activities
Net income	$ 628,962	$ 509,799	$ 435,994
Adjustments to Reconcile Net Income to Net Cash Provided from Operations
Depreciation and amortization	215,763	197,116	182,411
Stock-based compensation expense, net of tax of $15,127, $17,413 and $19,223, respectively	28,341	32,055	34,927
Excess tax benefits from stock-based compensation	(13,997)	(1,385)	(4,455)
Deferred income taxes	33,611	(18,654)	(40,578)
Gain on sale of trademark licensing rights, net of tax of $5,962	(11,072)	0	0
Business realignment and impairment charges, net of tax of $18,333, $20,635 and $38,308, respectively	30,838	77,935	60,823
Contributions to pension plans	(8,861)	(6,073)	(54,457)
Changes in assets and liabilities, net of effects from business acquisitions and divestitures:
Accounts receivable - trade	(9,438)	20,329	46,584
Inventories	(115,331)	(13,910)	74,000
Accounts payable	7,860	90,434	37,228
Other assets and liabilities	(205,809)	13,777	293,272
Net Cash Provided from Operating Activities	580,867	901,423	1,065,749
Cash Flows Provided from (Used by) Investing Activities
Capital Additions	(323,961)	(179,538)	(126,324)
Capitalized software additions	(23,606)	(21,949)	(19,146)
Proceeds from sales of property, plant and equipment	312	2,201	10,364
Proceeds from sale of trademark licensing rights	20,000	0	0
Business acquisitions	(5,750)	0	(15,220)
Net Cash (Used by) Investing Activities	(333,005)	(199,286)	(150,326)
Cash Flows Provided from (Used by) Financing Activities
Net change in short-term borrowings	10,834	1,156	(458,047)
Long-term borrowings	249,126	348,208	0
Repayment of long-term debt	(256,189)	(71,548)	(8,252)
Proceeds from lease financing agreement	47,601	0	0
Cash dividends paid	(304,083)	(283,434)	(263,403)
Exercise of stock options	184,411	92,033	28,318
Excess tax benefits from stock-based compensation	13,997	1,385	4,455
Contributions from noncontrolling interests in subsidiaries	0	10,199	7,322
Repurchase of Common Stock	(384,515)	(169,099)	(9,314)
Net Cash (Used by) Financing Activities	(438,818)	(71,100)	(698,921)
(Decrease) Increase in Cash and Cash Equivalents	(190,956)	631,037	216,502
Cash and Cash Equivalents as of January 1	884,642	253,605	37,103
Cash and Cash Equivalents as of December 31	693,686	884,642	253,605
Interest Paid	97,892	97,932	91,623
Income Taxes Paid	$ 292,315	$ 350,948	$ 252,230

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Cash Flows Provided from (Used by) Operating Activities
Taxes on Gain on sale of trademark licensing rights	$ 5,962
Taxes on Business realignment and impairment charges	$ 18,333	$ 20,635	$ 38,308

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	3 Months Ended				12 Months Ended
	Dec. 31, 2011	Apr. 03, 2011	Dec. 31, 2010	Apr. 04, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Statement [Line Items]
Beginning Balance		$ 937,601		$ 760,339	$ 937,601	$ 760,339	$ 349,944
Net income	$ 142,133	160,115	$ 135,513	147,394	628,962	509,799	435,994
Other comprehensive income					(227,264)	(12,223)	157,064
Comprehensive income					401,698	497,576	593,058
Dividends:
Common Stock					(228,269)	(213,013)	(198,371)
Class B Common Stock					(75,814)	(70,421)	(65,032)
Conversion of Class B Common Stock into Common Stock					0	0	0
Incentive plan transactions					(1,538)	2,786	4,407
Stock-based compensation					40,439	40,630	44,704
Exercise of stock options					194,705	93,398	32,808
Repurchase of Common Stock					(384,515)	(169,099)	(9,314)
Noncontrolling interests in subsidiaries					(11,659)	(4,595)	8,135
Ending Balance	872,648		937,601		872,648	937,601	760,339
Preferred Stock
Statement [Line Items]
Beginning Balance		0		0	0	0	0
Dividends:
Ending Balance	0		0		0	0	0
Common Stock
Statement [Line Items]
Beginning Balance		299,195		299,192	299,195	299,192	299,190
Dividends:
Conversion of Class B Common Stock into Common Stock					74	3	2
Ending Balance	299,269		299,195		299,269	299,195	299,192
Class B Common Stock
Statement [Line Items]
Beginning Balance		60,706		60,709	60,706	60,709	60,711
Dividends:
Conversion of Class B Common Stock into Common Stock					(74)	(3)	(2)
Ending Balance	60,632		60,706		60,632	60,706	60,709
Additional Paid-In Capital
Statement [Line Items]
Beginning Balance		434,865		394,678	434,865	394,678	352,375
Dividends:
Incentive plan transactions					(15,844)	(7,453)	(355)
Stock-based compensation					40,439	40,630	44,704
Exercise of stock options					31,357	7,010	(2,046)
Ending Balance	490,817		434,865		490,817	434,865	394,678
Retained Earnings
Statement [Line Items]
Beginning Balance		4,374,718		4,148,353	4,374,718	4,148,353	3,975,762
Net income					628,962	509,799	435,994
Dividends:
Common Stock					(228,269)	(213,013)	(198,371)
Class B Common Stock					(75,814)	(70,421)	(65,032)
Ending Balance	4,699,597		4,374,718		4,699,597	4,374,718	4,148,353
Treasury Common Stock
Statement [Line Items]
Beginning Balance		(4,052,101)		(3,979,629)	(4,052,101)	(3,979,629)	(4,009,931)
Dividends:
Incentive plan transactions					14,306	10,239	4,762
Exercise of stock options					163,348	86,388	34,854
Repurchase of Common Stock					(384,515)	(169,099)	(9,314)
Ending Balance	(4,258,962)		(4,052,101)		(4,258,962)	(4,052,101)	(3,979,629)
Accumulated Other Comprehensive Income (Loss)
Statement [Line Items]
Beginning Balance		(215,067)		(202,844)	(215,067)	(202,844)	(359,908)
Other comprehensive income					(227,264)	(12,223)	157,064
Dividends:
Ending Balance	(442,331)		(215,067)		(442,331)	(215,067)	(202,844)
Noncontrolling Interests in Subsidiaries
Statement [Line Items]
Beginning Balance		$ 35,285		$ 39,880	35,285	39,880	31,745
Dividends:
Noncontrolling interests in subsidiaries					(11,659)	(4,595)	8,135
Ending Balance	$ 23,626		$ 35,285		$ 23,626	$ 35,285	$ 39,880

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Common Stock [Member]
Dividends:
Cash Dividends Paid Per Share (in dollars per share)	$ 1.38	$ 1.28	$ 1.19
Class B Common Stock [Member]
Dividends:
Cash Dividends Paid Per Share (in dollars per share)	$ 1.25	$ 1.16	$ 1.0712

SUMMARY SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Summary of significant accounting policies

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our significant accounting policies are discussed below and in other notes to the consolidated financial statements. We have made certain reclassifications to prior year amounts to conform to the 2011 presentation.

Principles of Consolidation

Our consolidated financial statements include the accounts of the Company and our majority-owned subsidiaries and entities in which we have a controlling financial interest after the elimination of intercompany accounts and transactions. We have a controlling financial interest if we own a majority of the outstanding voting common stock and minority shareholders do not have substantive participating rights or we have significant control over an entity through contractual or economic interests in which we are the primary beneficiary.

In May 2007, we entered into an agreement with Godrej Beverages and Foods, Ltd., to manufacture and distribute confectionery products, snacks and beverages across India. Under the agreement, we own a 51% controlling interest in Godrej Hershey Ltd. This business acquisition is included in our consolidated financial results, including the related noncontrolling interest.

In January 2008, our Brazilian subsidiary, Hershey do Brasil, entered into a cooperative agreement with Pandurata Netherlands B.V. (“Bauducco”), a leading manufacturer of baked goods in Brazil whose primary brand is Bauducco. Under this agreement we manufacture and market, and they sell and distribute our products. The agreement conveyed a 49% interest in Hershey do Brasil to Bauducco. We maintain a 51% controlling interest in Hershey do Brasil.

Equity Investments

We use the equity method of accounting when we have a 20% to 50% interest in other companies and exercise significant influence. Under the equity method, original investments are recorded at cost and adjusted by our share of undistributed earnings or losses of these companies. Total equity investments were $40.7 million as of December 31, 2011, and $36.5 million as of December 31, 2010. Equity investments are included in other assets in the Consolidated Balance Sheets. Equity investments are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the investments may not be recoverable. In May 2007, we entered into a manufacturing agreement in China with Lotte Confectionery Company, LTD. to produce Hershey products and certain Lotte products for the markets in Asia, particularly China. We own a 44% interest in this entity.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, and revenues and expenses during the reporting period. Critical accounting estimates involved in applying our accounting policies are those that require management to make assumptions about matters that are highly uncertain at the time the accounting estimate was made and those for which different estimates reasonably could have been used for the current period. Critical accounting estimates are also those which are reasonably likely to change from period to period and would have a material impact on the presentation of our financial condition, changes in financial condition or results of operations. Our most critical accounting estimates pertain to accounting policies for accounts receivable—trade; accrued liabilities; pension and other post-retirement benefit plans; and goodwill and other intangible assets.

These estimates and assumptions are based on management’s best judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. Volatile credit, equity, foreign currency, commodity and energy markets, and changing macroeconomic conditions have combined to increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods.

Revenue Recognition

We record sales when all of the following criteria have been met:

●

A valid customer order with a fixed price has been received;

●

The product has been delivered to the customer;

●

There is no further significant obligation to assist in the resale of the product; and

●

Collectability is reasonably assured.

Net sales include revenue from the sale of finished goods and royalty income, net of allowances for trade promotions, consumer coupon programs and other sales incentives, and allowances and discounts associated with aged or potentially unsaleable products. Trade promotions and sales incentives primarily include reduced price features, merchandising displays, sales growth incentives, new item allowances and cooperative advertising.

Cost of Sales

Cost of sales represents costs directly related to the manufacture and distribution of our products. Primary costs include raw materials, packaging, direct labor, overhead, shipping and handling, warehousing and the depreciation of manufacturing, warehousing and distribution facilities. Manufacturing overhead and related expenses include salaries, wages, employee benefits, utilities, maintenance and property taxes.

Selling, Marketing and Administrative

Selling, marketing and administrative expenses represent costs incurred in generating revenues and in managing our business. Such costs include advertising and other marketing expenses, salaries, employee benefits, incentive compensation, research and development, travel, office expenses, amortization of capitalized software and depreciation of administrative facilities.

Cash Equivalents

Cash equivalents consist of highly liquid debt instruments, time deposits and money market funds with original maturities of 3 months or less. The fair value of cash and cash equivalents approximates the carrying amount.

Commodities Futures and Options Contracts

We enter into commodities futures and options contracts and other commodity derivative instruments to reduce the effect of price fluctuations associated with the purchase of raw materials, energy requirements and transportation services. We report the effective portion of the gain or loss on a derivative instrument designated and qualifying as a cash flow hedging instrument as a component of other comprehensive income and reclassify such gains or losses into earnings in the same period or periods during which the hedged transactions affect earnings. The remaining gain or loss on the derivative instrument, if any, must be recognized currently in earnings.

For a derivative designated as hedging the exposure to changes in the fair value of a recognized asset or liability or a firm commitment (referred to as a fair value hedge), the gain or loss must be recognized in earnings in the period of change together with the offsetting loss or gain on the hedged item attributable to the risk being hedged. The effect of that accounting is to reflect in earnings the extent to which the hedge is not effective in achieving offsetting changes in fair value.

All derivative instruments which we are currently utilizing, including commodities futures and options contracts and other commodity derivative instruments, are designated and accounted for as cash flow hedges. Additional information with regard to accounting policies associated with derivative instruments is contained in Note 6, Derivative Instruments and Hedging Activities.

Property, Plant and Equipment

Property, plant and equipment are stated at cost and depreciated on a straight-line basis over the estimated useful lives of the assets, as follows: 3 to 15 years for machinery and equipment; and 25 to 40 years for buildings and related improvements. Maintenance and repairs are expensed as incurred. We capitalize applicable interest charges incurred during the construction of new facilities and production lines and amortize these costs over the assets’ estimated useful lives.

We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We measure the recoverability of assets to be held and used by a comparison of the carrying amount of long-lived assets to future undiscounted net cash flows expected to be generated. If these assets are considered to be impaired, we measure impairment as the amount by which the carrying amount of the assets exceeds the fair value of the assets. We report assets held for sale or disposal at the lower of the carrying amount or fair value less cost to sell.

Asset Retirement Obligations

Asset retirement obligations generally apply to legal obligations associated with the retirement of a tangible long-lived asset that result from the acquisition, construction or development and normal operation of a long-lived asset. We assess asset retirement obligations on a periodic basis. We recognize the fair value of a liability for an asset retirement obligation in the period in which it is incurred if a reasonable estimate of fair value can be made. We capitalize associated asset retirement costs as part of the carrying amount of the long-lived asset.

Goodwill and Other Intangible Assets

We classify intangible assets into 3 categories: (1) intangible assets with finite lives subject to amortization; (2) intangible assets with indefinite lives not subject to amortization; and (3) goodwill.

Our intangible assets with finite lives consist primarily of customer-related intangible assets and patents. We are amortizing customer-related intangible assets over their estimated useful lives of approximately 12 years. We are amortizing patents over their remaining legal lives of approximately 7 years. We conduct impairment tests when events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Undiscounted cash flow analyses are used to determine if an impairment exists. If an impairment is determined to exist, the loss is calculated based on the estimated fair value of the assets.

Our intangible assets with indefinite lives consist of trademarks obtained through business acquisitions. We do not amortize existing trademarks whose useful lives were determined to be indefinite. We conduct impairment tests for other intangible assets with indefinite lives and goodwill at the beginning of the fourth quarter of each year, or when circumstances arise that indicate a possible impairment might exist.

We evaluate our trademarks for impairment by comparing their carrying amount to their estimated fair value. The fair value of trademarks is calculated using a “relief from royalty payments” methodology. This approach involves a two-step process. In the first step, we estimate reasonable royalty rates for each trademark. In the second step, we apply these royalty rates to a net sales stream and discount the resulting cash flows to determine fair value. This fair value is then compared with the carrying value of each trademark. If the estimated fair value is less than the carrying amount, we record an impairment charge to reduce the asset to its estimated fair value. The estimates of future cash flows are generally based on past performance of the brands and reflect net sales projections and assumptions for the brands that we use in current operating plans. We also consider assumptions that market participants may use. Such assumptions are subject to change due to changing economic and competitive conditions.

We use a two-step process to evaluate goodwill for impairment. In the first step, we compare the fair value of each reporting unit with the carrying amount of the reporting unit, including goodwill. We estimate the fair value of the reporting unit based on discounted future cash flows. If the estimated fair value of the reporting unit is less than the carrying amount of the reporting unit, we complete a second step to determine the amount of the goodwill impairment that we should record. In the second step, we determine an implied fair value of the reporting unit’s goodwill by allocating the reporting unit’s fair value to all of its assets and liabilities other than goodwill (including any unrecognized intangible assets). We compare the resulting implied fair value of the goodwill to the carrying amount and record an impairment charge for the difference.

The assumptions we use to estimate fair value are based on the past performance of each reporting unit and reflect the projections and assumptions that we use in current operating plans. We also adjust the assumptions, if necessary, to estimates that we believe market participants would use. Such assumptions are subject to change due to changing economic and competitive conditions.

Based on our annual impairment evaluations, we determined that no goodwill or other intangible assets were impaired as of December 31, 2011 and December 31, 2010. As a result of operating performance that was below expectations, we completed an impairment evaluation of goodwill and other intangible assets of Godrej Hershey Ltd. during the second quarter of 2010. As a result of reduced expectations for future cash flows from lower than expected profitability, we determined that the carrying amount of Godrej Hershey Ltd. exceeded its fair value. We recorded a non-cash goodwill impairment charge of $44.7 million in the second quarter of 2010 to reduce the carrying value of Godrej Hershey Ltd. to its fair value, including a reduction to reflect the share of the charge associated with the noncontrolling interests. There was no tax benefit associated with this charge.

We provide more information on intangible assets and the impairment testing results in Note 18, Supplemental Balance Sheet Information.

Comprehensive Income

We report comprehensive income (loss) on the Consolidated Statements of Stockholders’ Equity and accumulated other comprehensive income (loss) on the Consolidated Balance Sheets. Additional information regarding comprehensive income is contained in Note 9, Comprehensive Income.

We translate results of operations for foreign entities using the average exchange rates during the period. For foreign entities, assets and liabilities are translated to U.S. dollars using the exchange rates in effect at the balance sheet date. Resulting translation adjustments are recorded as a component of other comprehensive income (loss), “Foreign Currency Translation Adjustments.”

Changes to the balances of the unrecognized prior service cost and the unrecognized net actuarial loss, net of income taxes, associated with our pension and post-retirement benefit plans are recorded as a component of other comprehensive income (loss), “Pension and Post-retirement Benefit Plans.” Additional information regarding accounting policies associated with benefit plans is contained in Note 14, Pension and Other Post-Retirement Benefit Plans.

Gains and losses on cash flow hedging derivatives, to the extent effective, are included in other comprehensive income (loss), net of related tax effects. Reclassification adjustments reflecting such gains and losses are ratably recorded in income in the same period during which the hedged transactions affect earnings. Additional information with regard to accounting policies associated with derivative instruments is contained in Note 6, Derivative Instruments and Hedging Activities.

Foreign Exchange Forward Contracts and Options

We enter into foreign exchange forward contracts and options to hedge transactions denominated in foreign currencies. These transactions are primarily related to firm commitments or forecasted purchases of equipment, certain raw materials and finished goods. We also hedge payment of forecasted intercompany transactions with our subsidiaries outside of the United States. These contracts reduce currency risk from exchange rate movements.

Foreign exchange forward contracts and options are intended to be and are effective as hedges of identifiable foreign currency commitments and forecasted transactions. Foreign exchange forward contracts and options are designated as cash flow hedging derivatives and the fair value of such contracts is recorded on the Consolidated Balance Sheets as either an asset or liability. Gains and losses on these contracts are recorded as a component of other comprehensive income and are reclassified into earnings in the same period during which the hedged transactions affect earnings. Additional information with regard to accounting policies for derivative instruments, including foreign exchange forward contracts and options is contained in Note 6, Derivative Instruments and Hedging Activities.

License Agreements

We own various registered and unregistered trademarks and service marks, and have rights under licenses to use various trademarks that are of material importance to our business. We also grant trademark licenses to third parties to produce and sell pantry items, flavored milks and various other products primarily under the HERSHEY’S and REESE’S brand names.

Research and Development

We expense research and development costs as incurred. Research and development expense was $32.2 million in 2011, $30.5 million in 2010 and $28.1 million in 2009. Research and development expense is included in selling, marketing and administrative expenses.

Advertising

We expense advertising costs as incurred. Advertising expense, which is included in selling, marketing and administrative expenses, was $414.2 million in 2011, $391.1 million in 2010 and $241.2 million in 2009. We had no prepaid advertising expense as of December 31, 2011 and as of December 31, 2010.

Computer Software

We capitalize costs associated with software developed or obtained for internal use when both the preliminary project stage is completed and it is probable that computer software being developed will be completed and placed in service. Capitalized costs include only (i) external direct costs of materials and services consumed in developing or obtaining internal-use software, (ii) payroll and other related costs for employees who are directly associated with and who devote time to the internal-use software project and (iii) interest costs incurred, when material, while developing internal-use software. We cease capitalization of such costs no later than the point at which the project is substantially complete and ready for its intended purpose.

The unamortized amount of capitalized software was $49.4 million as of December 31, 2011 and was $45.5 million as of December 31, 2010. We amortize software costs using the straight-line method over the expected life of the software, generally 3 to 5 years. Accumulated amortization of capitalized software was $232.8 million as of December 31, 2011 and $211.6 million as of December 31, 2010.

We review the carrying value of software and development costs for impairment in accordance with our policy pertaining to the impairment of long-lived assets. Generally, we measure impairment under the following circumstances:

●

When internal-use computer software is not expected to provide substantive service potential;

●

A significant change occurs in the extent or manner in which the software is used or is expected to be used;

●

A significant change is made or will be made to the software program; and

●

Costs of developing or modifying internal-use computer software significantly exceed the amount originally expected to develop or modify the software.

BUSINESS ACQUISITIONS AND DIVESTITURES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Acquisitions and divestitures

2. ACQUISITIONS AND DIVESTITURES

In February 2011, we acquired a 49% interest in Tri-Us, Inc. of Boulder, Colorado, a company that manufactures, markets and sells nutritional beverages under the "mix1" brand name. We invested $5.8 million and accounted for this investment using the equity method.

In March 2009, we completed the acquisition of the Van Houten Singapore consumer business. The acquisition from Barry Callebaut, AG provides us with an exclusive license of the Van Houten brand name and related trademarks in Asia and the Middle East for the retail and duty free distribution channels. The purchase price for the acquisition of Van Houten Singapore and the licensing agreement was approximately $15.2 million. Total liabilities assumed were $3.6 million.

We included results subsequent to the dates of acquisition in the consolidated financial statements. Had the results of the acquisitions been included in the consolidated financial statements for each of the periods presented, the effect would not have been material.

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Business Realignment Initiatives

3. BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES

In June 2010, we announced Project Next Century (the "Next Century program") as part of our ongoing efforts to create an advantaged supply chain and competitive cost structure. As part of the program, production will transition from the Company's century-old facility at 19 East Chocolate Avenue in Hershey, Pennsylvania, to an expanded West Hershey facility, which was built in 1992. Production from the 19 East Chocolate Avenue plant, as well as a portion of the workforce, will be fully transitioned to the West Hershey facility primarily during the second quarter of 2012.

We now estimate that the Next Century program will incur pre-tax charges and non-recurring project implementation costs of $150 million to $160 million. This estimate includes $130 million to $140 million in pre-tax business realignment and impairment charges and approximately $20 million in project implementation and start-up costs. Total costs of $43.4 million were recorded during 2011 and total costs of $53.9 million were recorded in 2010.

In September 2011, we entered into a sale and leasing agreement for the 19 East Chocolate Avenue manufacturing facility with Chocolate Realty DST, a Delaware Statutory Trust. Chocolate Realty DST is not affiliated with the Milton Hershey School Trust. After manufacturing has fully transitioned to our West Hershey facility we intend to continue leasing a portion of the building for administrative office space. As a result of our continuing involvement and use of the property, we are deemed to be the "owner" of the property for accounting purposes. We received net proceeds of $47.6 million and recorded a lease financing obligation of $50.0 million under the leasing agreement. The initial term of the agreement expires in 2041.

During the second quarter of 2010 we completed an impairment evaluation of goodwill and other intangible assets associated with Godrej Hershey Ltd. Based on this evaluation, we recorded a non-cash goodwill impairment charge of $44.7 million, including a reduction to reflect the share of the charge associated with the noncontrolling interests.

During 2009, we completed our comprehensive, three-year supply chain transformation program (the "global supply chain transformation program"). Manufacturing facilities in Naugatuck, Connecticut and Smiths Falls, Ontario have been closed and are being held for sale. The carrying value of these properties was $6.9 million as of December 31, 2011. The fair value of these properties was estimated based on the expected sales proceeds. Actual proceeds from the sale of these properties could differ from expected proceeds which could cause additional charges or credits in 2012 or subsequent years.

Charges (credits) associated with business realignment initiatives and impairment recorded during 2011, 2010 and 2009 were as follows:

For the years ended December 31,	2011			2010		2009
In thousands of dollars

Cost of sales
Next Century program	$	39,280		$	13,644	$	-
Global supply chain transformation program		5,816			-		10,136

Total cost of sales		45,096			13,644		10,136

Selling, marketing and administrative
Next Century program		4,961			1,493		-
Global supply chain transformation program		-			-		6,120

Total selling, marketing and administrative		4,961			1,493		6,120

Business realignment and impairment charges, net
Next Century program:
Plant closure expenses and fixed asset impairment		8,620			5,516		-
Employee separation (credits) costs		(9,506	)		33,225		-
Global supply chain transformation program:
Net gain on sale of fixed assets.		-			-		(3,418	)
Plant closure expense		-			-		22,157
Employee separation costs		-			-		2,474
Pension settlement loss		-			-		60,431
Contract termination costs		-			-		1,231
Godrej Hershey Ltd. goodwill impairment		-			44,692		-

Total business realignment and impairment (credits) charges, net		(886	)		83,433		82,875

Total net charges associated with business realignment initiatives and impairment	$	49,171		$	98,570	$	99,131

Next Century Program

The charge of $39.3 million recorded in cost of sales during 2011 related primarily to accelerated depreciation of fixed assets over a reduced estimated remaining useful life associated with the Next Century program. A charge of $5.0 million was recorded in selling, marketing and administrative expenses during 2011 for project administration related to the Next Century program. Plant closure expenses of $8.6 million were recorded in 2011 primarily related to costs associated with the relocation of production lines. Employee separation costs were reduced by $9.5 million during 2011, which consisted of an $11.2 million credit reflecting lower expected costs related to voluntary and involuntary terminations at the two manufacturing facilities and a net benefits curtailment loss of $1.7 million also related to the employee terminations.

The charge of $13.6 million recorded in cost of sales during 2010 related primarily to accelerated depreciation of fixed assets over a reduced estimated remaining useful life associated with the Next Century program. A charge of $1.5 million was recorded in selling, marketing and administrative expenses during 2010 for project administration. Fixed asset impairment charges of $5.5 million were recorded during 2010. In determining the costs related to fixed asset impairments, fair value was estimated based on the expected sales proceeds. Employee separation costs of $33.2 million during 2010 were related to expected voluntary and involuntary terminations at the two manufacturing facilities.

Godrej Hershey Ltd. Goodwill Impairment

As a result of operating performance that was below expectations, we completed an impairment evaluation of goodwill and other intangible assets of Godrej Hershey Ltd. during the second quarter of 2010. As a result of reduced expectations for future cash flows from lower than expected profitability, we determined that the carrying amount of Godrej Hershey Ltd. exceeded its fair value. As a result, we recorded a non-cash goodwill impairment charge of $44.7 million to reduce the carrying value of Godrej Hershey Ltd. to its fair value, including a reduction to reflect the share of the charge associated with the noncontrolling interests. There was no tax benefit associated with this charge. For more information on our accounting policies for goodwill and other intangible assets see pages 47 and x48.

Global Supply Chain Transformation Program

The charge of $5.8 million recorded in 2011 ws due to a decline in the estimated net realizable value of two propertiesw being held for sale.

The charge of $10.1 million recorded in cost of sales during 2009 related to start-up costs and the accelerated depreciation of fixed assets over the estimated remaining useful life. The $6.1 million recorded in selling, marketing and administrative expenses was associated with project administration. The $3.4 million net gain on sale of fixed assets resulted from higher proceeds received from the sale of equipment. The $22.2 million of plant closure expenses for 2009 pertained to the preparation of plants for sale and equipment removal costs. The global supply chain transformation program employee separation costs were primarily related to involuntary terminations at manufacturing facilities of Artisan Confections Company which have been closed.

Liabilities Associated with Business Realignment Initiatives

As of December 31, 2011, the liability balance relating to the Next Century program was $19.5 million primarily for estimated employee separation costs which were recorded in 2011 and 2010 and will be paid principally in 2012 and 2013 as production transitions to the expanded West Hershey facility. We made payments against the liabilities recorded for the Next Century program of $2.2 million in 2011 and $0.3 million in 2010 related to project administration and employee separation costs. We made payments of $7.8 million in 2010 and $28.5 million in 2009 against the liabilities recorded for the global supply chain transformation program, principally related to employee separation and project administration costs. As of December 31, 2011, liabilities associated with the global supply chain transformation program were essentially settled.

NONCONTROLLING INTERESTS IN SUBSIDIARIES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Noncontrolling interests in subsidiaries

4.	NONCONTROLLING INTERESTS IN SUBSIDIARIES

In May 2007, we entered into an agreement with Godrej Beverages and Foods, Ltd., one of India's largest consumer goods, confectionery and food companies, to manufacture and distribute confectionery products, snacks and beverages across India. Under the agreement, we own a 51% controlling interest in Godrej Hershey Ltd. In January 2009, the Company contributed cash of approximately $8.7 million to Godrej Hershey Ltd. and owners of the noncontrolling interests in Godrej Hershey Ltd. contributed approximately $7.3 million. In June 2010, the Company and the noncontrolling interests executed a rights agreement with Godrej Hershey Ltd. in the form of unsecured compulsorily and fully convertible debentures. The Company contributed cash of approximately $11.1 million and the noncontrolling interests contributed $9.3 million associated with the rights agreement. The ownership interest percentages in Godrej Hershey Ltd. did not change significantly as a result of these contributions. The noncontrolling interests in Godrej Hershey Ltd. are included in the equity section of the Consolidated Balance Sheets.

We own a 51% controlling interest in Hershey do Brasil under a cooperative agreement with Pandurata Netherlands B.V. ("Bauducco"), a leading manufacturer of baked goods in Brazil whose primary brand is Bauducco. In September 2010, the Company contributed cash of approximately $1.0 million to Hershey do Brasil and Bauducco contributed approximately $0.9 million. The noncontrolling interest in Hershey do Brasil is included in the equity section of the Consolidated Balance Sheets.

The decrease in noncontrolling interests in subsidiaries from $35.3 million as of December 31, 2010 to $23.6 million as of December 31, 2011 reflected the noncontrolling interests' share of losses of these entities as well as the impact of currency translation adjustments. The share of losses pertaining to the noncontrolling interests in subsidiaries was $7.4 million for the year ended December 31, 2011, $8.2 million for the year ended December 31, 2010 and $4.1 million for the year ended December 31, 2009. This was reflected in selling, marketing and administrative expenses.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Commitments and contingencies

5. COMMITMENTS AND CONTINGENCIES

We enter into certain obligations for the purchase of raw materials. These obligations are primarily in the form of forward contracts for the purchase of raw materials from third-party brokers and dealers. These contracts minimize the effect of future price fluctuations by fixing the price of part or all of these purchase obligations. Total obligations for each year consisted of fixed price contracts for the purchase of commodities and unpriced contracts that were valued using market prices as of December 31, 2011.

The cost of commodities associated with the unpriced contracts is variable as market prices change over future periods. We mitigate the variability of these costs to the extent that we have entered into commodities futures and options contracts or other commodity derivative instruments to hedge our costs for those periods. Increases or decreases in market prices are offset by gains or losses on commodities futures contracts or other commodity derivative instruments. Taking delivery of and making payments for the specific commodities for use in the manufacture of finished goods satisfies our obligations under the forward purchase contracts. For each of the three years in the period ended December 31, 2011, we satisfied these obligations by taking delivery of and making payment for the specific commodities.

As of December 31, 2011, we had entered into purchase agreements with various suppliers. Subject to meeting our quality standards, the purchase obligations covered by these agreements were as follows as of December 31, 2011:


Obligations	2012		2013		2014		2015
In millions of dollars

Purchase obligations	$	1,315.1	$	488.2	$	26.3	$	7.6

We have commitments under various lease obligations. Future minimum payments under lease obligations with a remaining term in excess of one year were as follows as of December 31, 2011:


Lease Commitments	2012		2013		2014		2015		2016		Thereafter
In millions of dollars

Future minimum rental payments	$	16.9	$	11.1	$	8.8	$	7.7	$	6.7	$	7.4

Future minimum rental payments reflect commitments under non-cancelable operating leases primarily for retail stores, warehouse and distribution facilities, offices and certain equipment.

We have a number of facilities that contain varying amounts of asbestos in certain locations within the facilities. Our asbestos management program is compliant with current applicable regulations. Current regulations require that we handle or dispose of asbestos in a special manner if such facilities undergo major renovations or are demolished. Plans associated with the closure of a manufacturing facility under the Next Century program may require the removal of asbestos. The estimated liability associated with the possible removal of asbestos from the facility is not material and is included in our estimates. With regard to other facilities, we believe we do not have sufficient information to estimate the fair value of any asset retirement obligations related to those facilities. We cannot specify the settlement date or range of potential settlement dates and, therefore, sufficient information is not available to apply an expected present value technique. We expect to maintain the facilities with repairs and maintenance activities that would not involve or require the removal of asbestos.

As of December 31, 2011, certain real estate associated with the closure of facilities under the global supply chain transformation program was being held for sale. We are not aware of any significant obligations related to the environmental remediation of these facilities which have not been reflected in our current estimates.

In 2007, the Canadian Competition Bureau began an investigation of pricing practices by Hershey Canada, Inc. and other chocolate companies. In addition, the U.S. Department of Justice notified the Company in 2007 that it had opened an inquiry but has not requested any information or documents. The European Commission had requested information, but subsequently informed the Company that it had closed its file. We also are party to approximately 90 related civil antitrust suits in the United States and 13 in Canada. Certain of these claims contain class action allegations, instituted on behalf of direct purchasers of our products as well as indirect purchasers that purchase our products for use or for resale. These suits allege conspiracies in restraint of trade in connection with the pricing practices of the Company. Several other chocolate and confectionery companies are the subject of investigations and/or inquiries by the government entities referenced above and have also been named as defendants in the same litigation. One Canadian wholesaler is also a subject of the Canadian investigation. In our opinion, these proceedings should not have a material adverse effect on the financial position, liquidity or results of operations of the Company. The Company is cooperating with the government investigations and inquiries and intends to defend the U.S. lawsuits vigorously. With regard to the U.S. lawsuits, we are not able to determine a range for the amount of any potential liability that is reasonably possible. On December 31, 2011, Hershey Canada, Inc. entered into an agreement to settle the Canadian civil actions on a national class-wide basis for the total sum of $5.3 million Canadian dollars. This agreement is subject to court approval.

We have no other material pending legal proceedings, other than ordinary routine litigation incidental to our business.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Derivative Instruments and Hedging Activities Disclosure

6. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We classify derivatives as assets or liabilities on the balance sheet. Accounting for the change in fair value of the derivative depends on:

●

Whether the instrument qualifies for, and has been designated as, a hedging relationship; and

●

The type of hedging relationship.

There are three types of hedging relationships:

●

Cash flow hedge;

●

Fair value hedge; and

●

Hedge of foreign currency exposure of a net investment in a foreign operation.

As of December 31, 2011 and 2010, all of our derivative instruments were classified as cash flow hedges.

The amount of net losses on cash flow hedging derivatives, including foreign exchange forward contracts and options, interest rate swap agreements, commodities futures contracts and options, and other commodity derivative instruments expected to be reclassified into earnings in the next 12 months was approximately $71.3 million after tax as of December 31, 2011. This amount was primarily associated with commodities futures contracts.

Objectives, Strategies and Accounting Policies Associated with Derivative Instruments

We use certain derivative instruments, from time to time, to manage risks. These include interest rate swaps to manage interest rate risk; foreign currency forward exchange contracts and options to manage foreign currency exchange rate risk, and commodities futures and options contracts to manage commodity market price risk exposures.

We enter into interest rate swap agreements and foreign exchange forward contracts and options for periods consistent with related underlying exposures. These derivative instruments do not constitute positions independent of those exposures.

We enter into commodities futures and options contracts and other derivative instruments for varying periods. These commodity derivative instruments are intended to be, and are effective as hedges of market price risks associated with anticipated raw material purchases, energy requirements and transportation costs. We do not hold or issue derivative instruments for trading purposes and are not a party to any instruments with leverage or prepayment features.

In entering into these contracts, we have assumed the risk that might arise from the possible inability of counterparties to meet the terms of their contracts. We mitigate this risk by performing financial assessments prior to contract execution, conducting periodic evaluations of counterparty performance and maintaining a diverse portfolio of qualified counterparties. We do not expect any significant losses from counterparty defaults.

Interest Rate Swaps

In order to minimize financing costs and to manage interest rate exposure, from time to time, we enter into interest rate swap agreements. We include gains and losses on interest rate swap agreements in other comprehensive income. We recognize the gains and losses on interest rate swap agreements as an adjustment to interest expense in the same period as the hedged interest payments affect earnings. We classify cash flows from interest rate swap agreements as net cash provided from operating activities on the Consolidated Statements of Cash Flows. Our risk related to the swap agreements is limited to the cost of replacing the agreements at prevailing market rates.

Foreign Exchange Forward Contracts and Options

We enter into foreign exchange forward contracts and options to hedge transactions primarily related to commitments and forecasted purchases of equipment, raw materials and finished goods denominated in foreign currencies. We may also hedge payment of forecasted intercompany transactions with our subsidiaries outside of the United States. These contracts reduce currency risk from exchange rate movements. We generally hedge foreign currency price risks for periods from 3 to 24 months. In entering into these contracts, we have assumed the risk that might arise from the possible inability of counterparties to meet the terms of their contracts. As of December 31, 2011, we did not have any material exposure associated with foreign exchange forward contracts and options entered into with European financial institutions. We do not expect any significant losses from counterparty defaults.

Foreign exchange forward contracts and options are effective as hedges of identifiable foreign currency commitments. Since there is a direct relationship between the foreign currency derivatives and the foreign currency denomination of the transactions, the derivatives are highly effective in hedging cash flows related to transactions denominated in the corresponding foreign currencies. We designate our foreign exchange forward contracts and options as cash flow hedging derivatives.

These contracts meet the criteria for cash flow hedge accounting treatment. We classify the fair value of foreign exchange forward contracts as prepaid expenses and other current assets, other non-current assets, accrued liabilities or other long-term liabilities on the Consolidated Balance Sheets. We report the offset to the foreign exchange forward contracts and options contracts in accumulated other comprehensive loss, net of income taxes. We record gains and losses on these contracts as a component of other comprehensive income and reclassify them into earnings in the same period during which the hedged transactions affect earnings. For hedges associated with the purchase of equipment, we designate the related cash flows as net cash flows (used by) provided from investing activities on the Consolidated Statements of Cash Flows. We classify cash flows from other foreign exchange forward contracts and options as net cash provided from operating activities.

As of December 31, 2011, the fair value of foreign exchange forward contracts and options with gains totaled $3.9 million and the fair value of foreign exchange forward contracts and options with losses totaled $5.3 million. Over the last three years the volume of activity for foreign exchange forward contracts to purchase foreign currencies ranged from a contract amount of $2.7 million to $93.2 million. Over the same period, the volume of activity for foreign exchange forward contracts to sell foreign currencies ranged from a contract amount of $56.2 million to $192.8 million.

Commodities Futures and Options Contracts

We enter into commodities futures and options contracts and other commodity derivative instruments to reduce the effect of future price fluctuations associated with the purchase of raw materials, energy requirements and transportation services. We generally hedge commodity price risks for 3 to 24 month periods. Commodities futures and options contracts and other commodity derivative instruments are highly effective in hedging price risks for our raw material requirements, energy requirements and transportation costs. Because our commodities futures and options contracts and other commodity derivative instruments meet hedge criteria, we account for them as cash flow hedges. Accordingly, we include gains and losses on hedging in other comprehensive income. We recognize gains and losses ratably in cost of sales in the same period that we record the hedged raw material requirements in cost of sales.

We use exchange traded futures contracts to fix the price of unpriced physical forward purchase contracts. Physical forward purchase contracts meet the definition of “normal purchases and sales” and, therefore, are not accounted for as derivative instruments. On a daily basis, we receive or make cash transfers reflecting changes in the value of futures contracts (unrealized gains and losses). As mentioned above, such gains and losses are included as a component of other comprehensive income. The cash transfers offset higher or lower cash requirements for payment of future invoice prices for raw materials, energy requirements and transportation costs. Futures held in excess of the amount required to fix the price of unpriced physical forward contracts are effective as hedges of anticipated purchases.

Over the last three years our total annual volume of futures and options traded in conjunction with commodities hedging strategies ranged from approximately 50,000 to 60,000 contracts. We use futures and options contracts and other commodity derivative instruments in combination with forward purchasing of cocoa products, sugar, corn sweeteners, natural gas, fuel oil and certain dairy products, primarily to provide favorable pricing opportunities and flexibility in sourcing our raw material and energy requirements. Our commodity procurement practices are intended to reduce the risk of future price increases and provide visibility to future costs, but also may potentially limit our ability to benefit from possible price decreases.

Hedge Effectiveness—Commodities

We perform an assessment of hedge effectiveness for commodities futures and options contracts and other commodity derivative instruments on a quarterly basis. Because of the rollover strategy used for commodities futures contracts, as required by futures market conditions, some ineffectiveness may result in hedging forecasted manufacturing requirements. This occurs as we switch futures contracts from nearby contract positions to contract positions that are required to fix the price of anticipated manufacturing requirements. Hedge ineffectiveness may also result from variability in basis differentials associated with the purchase of raw materials for manufacturing requirements. We record the ineffective portion of gains or losses on commodities futures and options contracts currently in cost of sales.

The prices of commodities futures contracts reflect delivery to the same locations where we take delivery of the physical commodities. Therefore, there is no ineffectiveness resulting from differences in location between the derivative and the hedged item.

Financial Statement Location and Amounts Pertaining to Derivative Instruments

The fair value of derivative instruments in the Consolidated Balance Sheet as of December 31, 2011 was as follows:

Balance Sheet Caption	Interest Rate Swap Agreements		Foreign Exchange Forward Contracts and Options		Commodities Futures and Options Contracts
In thousands of dollars
Prepaid expense and other current assets	$	—	$	3,954	$	3,929
Other assets	$	—	$	—	$	—
Accrued liabilities	$	—	$	5,297	$	2,103
Other long-term liabilities	$	—	$	12	$	—

The fair value of derivative instruments in the Consolidated Balance Sheet as of December 31, 2010 was as follows:

Balance Sheet Caption	Interest Rate Swap Agreements		Foreign Exchange Forward Contracts and Options		Commodities Futures and Options Contracts
In thousands of dollars
Prepaid expense and other current assets	$	—	$	6,748	$	—
Other assets	$	—	$	2,737	$	—
Accrued liabilities	$	8,873	$	5,109	$	3,233
Other long-term liabilities	$	—	$	2,348	$	—

The fair value of the interest rate swap agreements represents the difference in the present values of cash flows calculated at the contracted interest rates and at current market interest rates at the end of the period. We calculate the fair value of interest rate swap agreements quarterly based on the quoted market price for the same or similar financial instruments.

The fair value of foreign exchange forward contracts and options is the amount of the difference between the contracted and current market foreign currency exchange rates at the end of the period. We estimate the fair value of foreign exchange forward contracts and options on a quarterly basis by obtaining market quotes of spot and forward rates for contracts with similar terms, adjusted where necessary for maturity differences.

As of December 31, 2011, prepaid expense and other current assets associated with commodities futures and options contracts were primarily related to cash transfers receivable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period. Accrued liabilities associated with commodities futures and options contracts were related to the fair value of commodity derivative instruments. As of December 31, 2010, accrued liabilities associated with commodities futures and options contracts were related to cash transfers payable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period. We make or receive cash transfers to or from commodity futures brokers on a daily basis reflecting changes in the value of futures contracts on the IntercontinentalExchange or various other exchanges. These changes in value represent unrealized gains and losses.

The effect of derivative instruments on the Consolidated Statements of Income for the year ended December 31, 2011 was as follows:

Cash Flow Hedging Derivatives	Interest Rate Swap Agreements			Foreign Exchange Forward Contracts and Options			Commodities Futures and Options Contracts
In thousands of dollars
Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)	$	(19,221	)	$	(1,655	)	$	(154,135	)
Gains (losses) reclassified from accumulated OCI into income (effective portion) (a)	$	1,263		$	1,619		$	17,400
Losses recognized in income (ineffective portion) (b)	$	(996	)	$	—		$	(982	)

The effect of derivative instruments on the Consolidated Statements of Income for the year ended December 31, 2010 was as follows:

Cash Flow Hedging Derivatives	Interest Rate Swap Agreements			Foreign Exchange Forward Contracts and Options			Commodities Futures and Options Contracts
In thousands of dollars
Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)	$	(18,044	)	$	15,840		$	5,464
Gains (losses) reclassified from accumulated OCI into income (effective portion) (a)	$	679		$	(6,545	)	$	58,500
Gains recognized in income (ineffective portion) (b)	$	—		$	—		$	781

(a)

Gains (losses) reclassified from accumulated OCI into income were included in cost of sales for commodities futures and options contracts and other commodity derivative instruments and for foreign exchange forward contracts and options designated as hedges of intercompany purchases of inventory. Other gains and losses for foreign exchange forward contracts and options were included in selling, marketing and administrative expenses. Other gains and losses for interest rate swap agreements were included in interest expense.

(b)

Losses recognized in income were included in cost of sales for commodities futures and options contracts and interest expense for interest rate swap agreements.

All gains (losses) recognized currently in income were related to the ineffective portion of the hedging relationship. We recognized no components of gains and losses on cash flow hedging derivatives in income due to excluding such components from the hedge effectiveness assessment.

FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

FINANCIAL INSTRUMENTS

7. FINANCIAL INSTRUMENTS

The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair value as of December 31, 2011 and December 31, 2010, because of the relatively short maturity of these instruments.

The carrying value of long-term debt, including the current portion, was $1,846.1 million as of December 31, 2011, compared with a fair value of $2,121.0 million based on quoted market prices for the same or similar debt issues. The carrying value of long-term debt, including the current portion, was $1,803.2 million as of December 31, 2010 compared with a fair value of $1,968.7 million.

Interest Rate Swaps

In March 2009, we entered into forward starting interest rate swap agreements to hedge interest rate exposure related to the anticipated $250 million of term financing expected to be executed during 2011. In September 2011, the forward starting interest rate swap agreements which were entered into in March 2009 matured, resulting in cash payments by the Company of approximately $26.8 million. Also in September 2011, we entered into forward starting swap agreements to continue to hedge interest rate exposure related to the term financing. These swap agreements were terminated upon the issuance of the 1.5% Notes due November 1, 2016, resulting in cash payments by the Company of $2.3 million. The losses on the swap agreements are being amortized as an increase to interest expense over the term of the Notes.

In December 2010, we terminated forward starting swap agreements which were entered into in August 2010 to hedge the anticipated execution of term financing. The swap agreements were terminated upon the issuance of the 4.125% Notes due December 1, 2020, resulting in cash receipts of $13.5 million. The gain on the swap agreements is being amortized as a reduction to interest expense over the term of the Notes.

For more information see Note 6, Derivative Instruments and Hedging Activities.

Foreign Exchange Forward Contracts

For information on the objectives, strategies and accounting polices related to our use of foreign exchange forward contracts, see Note 6, Derivative Instruments and Hedging Activities.

The following table summarizes our foreign exchange activity:

December 31,	2011			2010
	Contract Amount		Primary Currencies	Contract Amount		Primary Currencies
In millions of dollars

Foreign exchange forward contracts to purchase foreign currencies	$	50.4	Euros British pound sterling	$	73.5	Euros Canadian dollars

Foreign exchange forward contracts to sell foreign currencies	$	99.6	Canadian dollars	$	150.3	Canadian dollars

The fair value of foreign exchange forward contracts is included in prepaid expenses and other current assets, other non-current assets, accrued liabilities or other long-term liabilities, as appropriate.

The combined fair value of our foreign exchange forward contracts included in prepaid expenses and other current assets, other non-current assets, accrued liabilities or other long-term liabilities on the Consolidated Balance Sheets was as follows:

December 31,	2011			2010
In millions of dollars

Fair value of foreign exchange forward contracts, net— (liability) asset	$	(1.4	)	$	2.0

FAIR VALUE ACCOUNTING

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Fair Value Disclosures [Text Block]

8. FAIR VALUE ACCOUNTING

We follow a fair value measurement hierarchy to price certain assets or liabilities. The fair value is determined based on inputs or assumptions that market participants would use in pricing the asset or liability. These assumptions consist of (1) observable inputs - market data obtained from independent sources, or (2) unobservable inputs - market data determined using the Company’s own assumptions about valuation.

We prioritize the inputs to valuation techniques, with the highest priority being given to Level 1 inputs and the lowest priority to Level 3 inputs, as defined below:

●

Level 1 Inputs – quoted prices in active markets for identical assets or liabilities;

●

Level 2 Inputs – quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar instruments in markets that are not active; inputs other than quoted prices that are observable; and inputs that are derived from or corroborated by observable market data by correlation; and

●

Level 3 Inputs – unobservable inputs used to the extent that observable inputs are not available. These reflect the entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability.

We use certain derivative instruments, from time to time, to manage interest rate, foreign currency exchange rate and commodity market price risk exposures, all of which are recorded at fair value based on quoted market prices or rates.

A summary of our cash flow hedging derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2011, is as follows:

Description	Fair Value as of December 31, 2011		Quoted Prices in Active Markets of Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
In thousands of dollars
Assets
Cash flow hedging derivatives	$	7,883	$	3,929	$	3,954	$	—

Liabilities Cash flow hedging derivatives	$	7,412	$	2,103	$	5,309	$	—

As of December 31, 2011, cash flow hedging derivative Level 1 assets were primarily related to cash transfers receivable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period. We make or receive cash transfers to or from commodity futures brokers on a daily basis reflecting changes in the value of futures contracts on the IntercontinentalExchange or various other exchanges. These changes in value represent unrealized gains and losses. As of December 31, 2011, cash flow hedging derivative Level 1 liabilities were related to the fair value of commodity derivative instruments.

As of December 31, 2011, cash flow hedging derivative Level 2 assets were related to the fair value of foreign exchange forward contracts and options with gains. Cash flow hedging Level 2 liabilities were related to foreign exchange forward contracts and options with losses. The fair value of foreign exchange forward contracts and options is the amount of the difference between the contracted and current market foreign currency exchange rates at the end of the period. We estimate the fair value of foreign exchange forward contracts and options on a quarterly basis by obtaining market quotes of spot and forward rates for contracts with similar terms, adjusted where necessary for maturity differences.

A summary of our cash flow hedging derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2010, is as follows:

Description	Fair Value as of December 31, 2010		Quoted Prices in Active Markets of Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
In thousands of dollars
Assets
Cash flow hedging derivatives	$	9,485	$	—	$	9,485	$	—

Liabilities Cash flow hedging derivatives	$	19,563	$	3,233	$	16,330	$	—

As of December 31, 2010, cash flow hedging derivative Level 1 liabilities were related to cash transfers payable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period.

As of December 31, 2010, cash flow hedging derivative Level 2 assets were related to the fair value of foreign exchange forward contracts and options with gains. Cash flow hedging Level 2 liabilities were related to the fair value of interest rate swap agreements and foreign exchange forward contracts and options with losses.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

COMPREHENSIVE INCOME

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Comprehensive Income

9. COMPREHENSIVE INCOME

A summary of the components of comprehensive income is as follows:

For the year ended December 31, 2011	Pre-Tax Amount			Tax (Expense) Benefit		After-Tax Amount
In thousands of dollars

Net income						$	628,962

Other comprehensive income (loss):
Foreign currency translation adjustments	$	(21,213	)	$	-		(21,213	)
Pension and post-retirement benefit plans		(137,918	)		52,095		(85,823	)
Cash flow hedges:
Losses on cash flow hedging derivatives		(175,011	)		67,298		(107,713	)
Reclassification adjustments		(20,282	)		7,767		(12,515	)

Total other comprehensive loss	$	(354,424	)	$	127,160		(227,264	)

Comprehensive income						$	401,698


For the year ended December 31, 2010	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount
In thousands of dollars

Net income							$	509,799

Other comprehensive income (loss):
Foreign currency translation adjustments	$	14,123		$	-			14,123
Pension and post-retirement benefit plans		10,529			(5,399	)		5,130
Cash flow hedges:
Gains on cash flow hedging derivatives		3,260			(2,259	)		1,001
Reclassification adjustments		(52,634	)		20,157			(32,477	)

Total other comprehensive loss	$	(24,722	)	$	12,499			(12,223	)

Comprehensive income							$	497,576


For the year ended December 31, 2009	Pre-Tax Amount		Tax (Expense) Benefit			After-Tax Amount
In thousands of dollars

Net income						$	435,994

Other comprehensive income (loss):
Foreign currency translation adjustments	$	38,302	$	-			38,302
Pension and post-retirement benefit plans		68,217		(29,574	)		38,643
Cash flow hedges:
Gains on cash flow hedging derivatives		125,198		(46,941	)		78,257
Reclassification adjustments		3,014		(1,152	)		1,862

Total other comprehensive income	$	234,731	$	(77,667	)		157,064

Comprehensive income						$	593,058

Comprehensive income is included on the Consolidated Statements of Stockholders' Equity. The components of accumulated other comprehensive loss, as shown on the Consolidated Balance Sheets, are as follows:


December 31,	2011			2010
In thousands of dollars

Foreign currency translation adjustments	$	1,459		$	22,672
Pension and post-retirement benefit plans, net of tax		(356,403	)		(270,580	)
Cash flow hedges, net of tax		(87,387	)		32,841

Total accumulated other comprehensive loss	$	(442,331	)	$	(215,067	)

INTEREST EXPENSE

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Interest expense

10. INTEREST EXPENSE

Net interest expense consisted of the following:

For the years ended December 31,	2011			2010			2009
In thousands of dollars

Long-term debt and lease obligations	$	85,543		$	91,144		$	89,575
Short-term debt		17,051			8,676			4,401
Capitalized interest		(7,814	)		(2,116	)		(2,640	)

Interest expense, gross		94,780			97,704			91,336
Interest income		(2,597	)		(1,270	)		(877	)

Interest expense, net	$	92,183		$	96,434		$	90,459

In December 2010, we paid $63.4 million to repurchase $57.5 million of our 6.95% Notes due in 2012 as part of a cash tender offer. As a result of the repurchase, we recorded interest expense on long-term debt of $5.9 million, which represented the premium paid for the tender offer.

SHORT-TERM DEBT

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Short-term debt

11. SHORT-TERM DEBT

As a source of short-term financing, we utilize cash on hand and commercial paper or bank loans with an original maturity of 3 months or less. In October 2011, we entered into a new five-year agreement establishing an unsecured revolving credit facility to borrow up to $1.1 billion, with an option to increase borrowings by an additional $400 million with the consent of the lenders. Also in October 2011, we terminated the five-year credit agreement entered into in December 2006 which was scheduled to expire in December 2012.

The unsecured committed revolving credit agreement contains a financial covenant whereby the ratio of (a) pre-tax income from operations from the most recent four fiscal quarters to (b) consolidated interest expense for the most recent four fiscal quarters may not be less than 2.0 to 1.0 at the end of each fiscal quarter. The credit agreement contains customary representations and warranties and events of default. Payment of outstanding advances may be accelerated, at the option of the lenders, should we default in our obligation under the credit agreement. As of December 31, 2011, we complied with all customary affirmative and negative covenants and the financial covenant pertaining to our credit agreement. There were no significant compensating balance agreements that legally restricted these funds.

In addition to the revolving credit facility, we maintain lines of credit with domestic and international commercial banks. Our credit limit in various currencies was $76.9 million in 2011 and $77.2 million in 2010. These lines permit us to borrow at the banks' prime commercial interest rates, or lower. We had short-term foreign bank loans against these lines of credit for $42.1 million in 2011 and $24.1 million in 2010.

The maximum amount of our short-term borrowings during 2011 was $42.1 million. The weighted-average interest rate on short-term borrowings outstanding was 9.2% as of December 31, 2011 and 7.8% as of December 31, 2010. The higher rate as of December 31, 2011, was primarily associated with short-term borrowings of our international businesses, particularly in India.

We pay commitment fees to maintain our lines of credit. The average fee during 2011 was less than 0.1% per annum of the commitment.

We maintain a consolidated cash management system that includes overdraft positions in certain accounts at several banks. We have the contractual right of offset for the accounts with overdrafts. These offsets reduced cash and cash equivalents by $0.6 million as of December 31, 2011 and $2.2 million as of December 31, 2010.

LONG-TERM DEBT

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

LONG-TERM DEBT

12. LONG-TERM DEBT

Long-term debt consisted of the following:


December 31,	2011		2010
In thousands of dollars

5.30% Notes due 2011	$	—	$	250,000
6.95% Notes due 2012		92,533		92,533
5.00% Notes due 2013		250,000		250,000
4.85% Notes due 2015		250,000		250,000
5.45% Notes due 2016		250,000		250,000
1.50% Notes due 2016		250,000		—
4.125% Notes due 2020		350,000		350,000
8.8% Debentures due 2021		100,000		100,000
7.2% Debentures due 2027		250,000		250,000
Other obligations, net of unamortized debt discount		53,560		10,684

Total long-term debt		1,846,093		1,803,217
Less—current portion		97,593		261,392

Long-term portion	$	1,748,500	$	1,541,825

In December 2010, we paid $63.4 million to repurchase $57.5 million of our 6.95% Notes due in 2012 as part of a cash tender offer. As a result of the repurchase, we recorded interest expense of $5.9 million, which represented the premium paid in the tender offer. We used a portion of the proceeds from the $350 million of 4.125% Notes issued in December 2010 to fund the repurchase.

In September 2011, we repaid $250.0 million of 5.3% Notes due in 2011. In November 2011, we issued $250 million of 1.5% Notes due in 2016. The Notes were issued under a shelf registration statement on Form S-3 filed in May 2009 that registered an indeterminate amount of debt securities.

The increase in other obligations was primarily associated with a lease financing obligation of $50.0 million under the leasing agreement for the 19 East Chocolate Avenue manufacturing facility. The initial term of the agreement expires in 2041.

Aggregate annual maturities during the next five years are as follows:

●

2012—$97.6 million

●

2013—$250.2 million

●

2014—$0.2 million

●

2015—$250.2 million

●

2016—$500.1 million

Our debt is principally unsecured and of equal priority. None of our debt is convertible into our Common Stock.

INCOME TAXES

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Income Taxes

13. INCOME TAXES

Our income (loss) before income taxes was as follows:


For the years ended December 31,	2011		2010			2009
In thousands of dollars

Domestic	$	904,418	$	839,012		$	670,753
Foreign		58,427		(30,148	)		378

Income before income taxes	$	962,845	$	808,864		$	671,131

The foreign losses before income taxes in 2010 were due primarily to the business realignment and impairment charges recorded during that year.

Our provision for income taxes was as follows:


For the years ended December 31,	2011			2010			2009
In thousands of dollars

Current:
Federal	$	254,732		$	283,449		$	235,282
State		32,174			28,423			42,206
Foreign		13,366			5,847			(1,773	)

Current provision for income taxes		300,272			317,719			275,715

Deferred:
Federal		37,160			(19,590	)		(37,298	)
State		(1,005	)		(2,056	)		(2,682	)
Foreign		(2,544	)		2,992			(598	)

Deferred income tax provision (benefit)		33,611			(18,654	)		(40,578	)

Total provision for income taxes	$	333,883		$	299,065		$	235,137

The income tax benefits associated with the exercise of non-qualified stock options reduced accrued income taxes on the Consolidated Balance Sheets by $14.0 million as of December 31, 2011 and by $1.4 million as of December 31, 2010. We credited additional paid-in capital to reflect these income tax benefits. The deferred income tax expense in 2011 primarily reflected the tax effect of bonus depreciation, partially reduced by the tax effect of charges for the Next Century program. The deferred income tax benefit in 2010 primarily reflected the tax effect of charges for the Next Century program and the deferred income tax benefit in 2009 primarily reflected the tax effect of the charges for the global supply chain transformation program recorded during the year.

Deferred taxes reflect temporary differences between the tax basis and financial statement carrying value of assets and liabilities. The tax effects of the significant temporary differences that comprised the deferred tax assets and liabilities were as follows:


December 31,	2011			2010
In thousands of dollars

Deferred tax assets:
Post-retirement benefit obligations	$	120,174		$	115,068
Accrued expenses and other reserves		117,939			120,258
Stock-based compensation		62,666			72,498
Derivative instruments		62,117			—
Pension		48,884			—
Lease financing obligation		19,159			—
Accrued trade promotion reserves		11,209			6,902
Net operating loss carryforwards		51,948			54,649
Other		9,016			5,598

Gross deferred tax assets		503,112			374,973
Valuation allowance		(64,551	)		(64,799	)

Total deferred tax assets		438,561			310,174

Deferred tax liabilities:
Property, plant and equipment, net		188,092			145,378
Derivative instruments		—			12,925
Pension		—			4,906
Acquired intangibles		34,912			35,631
Inventories		32,775			25,746
Other		7,377			8,441

Total deferred tax liabilities		263,156			233,027

Net deferred tax assets	$	175,405		$	77,147

Included in:
Current deferred tax assets, net	$	136,861		$	55,760
Non-current deferred tax assets, net		38,544			21,387

Net deferred tax assets	$	175,405		$	77,147

We believe that it is more likely than not that the results of future operations will generate sufficient taxable income to realize the deferred tax assets. The valuation allowances as of December 31, 2011 and 2010 were primarily related to tax loss carryforwards from operations in various foreign tax jurisdictions. Additional information on income tax benefits and expenses related to components of accumulated other comprehensive income (loss) is provided in Note 9, Comprehensive Income.

The following table reconciles the Federal statutory income tax rate with our effective income tax rate:

For the years ended December 31,	2011		2010		2009
Federal statutory income tax rate	35.0	%	35.0	%	35.0	%
Increase (reduction) resulting from:
State income taxes, net of Federal income tax benefits	2.4		2.8		3.0
Qualified production income deduction	(2.2	)	(2.4	)	(1.7	)
Business realignment and impairment charges and gain on sale of trademark licensing rights	(0.1	)	1.8		(0.5	)
International operations	(0.6	)	0.4		(0.1	)
Other, net	0.2		(0.6	)	(0.7	)

Effective income tax rate	34.7	%	37.0	%	35.0	%

Tax rates associated with business realignment and impairment charges and gain on sale of trademark licensing rights reduced the effective income tax rate from the Federal statutory income tax rate by 0.1 percentage point for 2011. Tax rates associated with business realignment and impairment charges increased the effective income tax rates from the Federal statutory income tax rates by 1.8 percentage points for 2010 and reduced the effective tax rate by 0.5 percentage points for 2009. The effect of international operations varied based on the taxable income (loss) of our entities outside of the United States.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

December 31,	2011			2010
In thousands of dollars

Balance at beginning of year	$	58,004		$	63,005
Additions for tax positions taken during prior years		4,207			1,980
Reductions for tax positions taken during prior years		(210	)		(2,053	)
Additions for tax positions taken during the current year		5,157			5,165
Settlements		(1,551	)		(2,975	)
Expiration of statutes of limitations		(12,054	)		(7,118	)

Balance at end of year	$	53,553		$	58,004

The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $40.4 million as of December 31, 2011 and $39.1 million as of December 31, 2010.

We report accrued interest and penalties related to unrecognized tax benefits in income tax expense. We recognized a tax benefit of $0.3 million in 2011, $3.4 million in 2010 and $2.9 million in 2009 for interest and penalties. Accrued interest and penalties were $17.1 million as of December 31, 2011, and $17.8 million as of December 31, 2010.

We file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. A number of years may elapse before an uncertain tax position, for which we have unrecognized tax benefits, is audited and finally resolved. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, we believe that our unrecognized tax benefits reflect the most likely outcome. We adjust these unrecognized tax benefits, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular position could require the use of cash. Favorable resolution would be recognized as a reduction to our effective income tax rate in the period of resolution.

The number of years with open tax audits varies depending on the tax jurisdiction. Our major taxing jurisdictions include the United States (federal and state), Canada and Mexico. During the second quarter of 2009, the U.S. Internal Revenue Service (“IRS”) completed its audit of our U.S. income tax returns for 2005 and 2006 resulting in the resolution of tax contingencies associated with the 2004, 2005 and 2006 tax years. During the fourth quarter of 2009, the IRS commenced its audit of our U.S. income tax returns for 2007 and 2008 and we expect the audit to conclude by the end of 2012. Tax examinations by various state taxing authorities could generally be conducted for years beginning in 2007. We are no longer subject to Canadian federal income tax examinations by the Canada Revenue Agency (“CRA”) and Mexican federal income tax examinations by Servicio de Administracion Tributaria (“SAT”) for years before 2004. During the third quarter of 2010, the CRA commenced its audit of our Canadian income tax returns for 2006 through 2009. U.S., Canadian and Mexican federal audit issues typically involve the timing of deductions and transfer pricing adjustments. We work with the IRS, the CRA and the SAT to resolve proposed audit adjustments and to minimize the amount of adjustments. We do not anticipate that any potential tax adjustments will have a significant impact on our financial position or results of operations.

We reasonably expect reductions in the liability for unrecognized tax benefits of approximately $18.0 million within the next 12 months because of the expiration of statutes of limitations and settlements of tax audits.

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS

14. PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS

We sponsor a number of defined benefit pension plans. Our policy is to fund domestic pension liabilities in accordance with the minimum and maximum limits imposed by the Employee Retirement Income Security Act of 1974 (“ERISA”) and federal income tax laws. We fund non-domestic pension liabilities in accordance with laws and regulations applicable to those plans.

We have two post-retirement benefit plans: health care and life insurance. The health care plan is contributory, with participants’ contributions adjusted annually. The life insurance plan is non-contributory.

Obligations and Funded Status

A summary of the changes in benefit obligations and plan assets is as follows:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Change in benefit obligation
Projected benefits obligation at beginning of year	$	1,049,766		$	957,538		$	306,300		$	324,613
Service cost		30,059			28,287			1,333			1,385
Interest cost		52,960			53,500			14,967			16,254
Plan amendments		181			—			7,191			—
Actuarial loss (gain)		75,790			71,171			8,115			(15,055	)
Curtailment		1,351			—			2,961			—
Settlement		(120	)		(247	)		—			—
ERRP proceeds and Medicare drug subsidy		—			—			811			671
Currency translation and other		(2,052	)		3,512			(332	)		753
Benefits paid		(51,179	)		(63,995	)		(22,810	)		(22,321	)

Projected benefits obligation at end of year		1,156,756			1,049,766			318,536			306,300

Change in plan assets
Fair value of plan assets at beginning of year		1,000,318			942,445			—			—
Actual return on plan assets		5,101			112,824			—			—
Employer contribution		8,861			6,073			22,810			21,650
Settlement		(120	)		(247	)		—			—
Medicare drug subsidy		—			—			—			671
Currency translation and other		(1,560	)		3,218			—			—
Benefits paid		(51,179	)		(63,995	)		(22,810	)		(22,321	)

Fair value of plan assets at end of year		961,421			1,000,318			—			—

Funded status at end of year	$	(195,335	)	$	(49,448	)	$	(318,536	)	$	(306,300	)

The accumulated benefit obligation for all defined benefit pension plans was $1.1 billion as of December 31, 2011 and $1.0 billion as of December 31, 2010.

We made total contributions to the pension plans of $8.9 million during 2011. In 2010, we made total contributions of $6.1 million to the pension plans. For 2012, there will be no significant minimum funding requirements for our pension plans.

Amounts recognized in the Consolidated Balance Sheets consisted of the following:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Other assets	$	—		$	25,886		$	—		$	—
Accrued liabilities		(21,742	)		(14,050	)		(28,800	)		(28,337	)
Other long-term liabilities		(173,593	)		(61,284	)		(289,736	)		(277,963	)

Total	$	(195,335	)	$	(49,448	)	$	(318,536	)	$	(306,300	)
								)

Amounts recognized in accumulated other comprehensive loss, net of tax, consisted of the following:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Actuarial net (loss) gain	$	(356,379	)	$	(280,936	)	$	(1,545	)	$	5,118
Net prior service credit (cost)		5,101			4,265			(3,580	)		973

Total	$	(351,278	)	$	(276,671	)	$	(5,125	)	$	6,091

Plans with accumulated benefit obligations in excess of plan assets were as follows:

December 31,	2011		2010
In thousands of dollars

Projected benefit obligation	$	1,087,388	$	81,867
Accumulated benefit obligation		1,048,997		69,591
Fair value of plan assets		898,852		15,427

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income

Net periodic benefit cost for our pension and other post-retirement plans consisted of the following:

	Pension Benefits									Other Benefits
For the years ended December 31,	2011			2010			2009			2011			2010			2009
In thousands of dollars

Service cost	$	30,059		$	28,287		$	25,877		$	1,333		$	1,385		$	1,529
Interest cost		52,960			53,500			58,435			14,967			16,254			18,704
Expected return on plan assets		(78,161	)		(76,121	)		(70,569	)		—			—			—
Amortization of prior service cost (credit)		1,002			1,142			1,204			(255	)		(278	)		(474	)
Amortization of net loss (gain)		28,004			28,522			33,603			(71	)		(135	)		(155	)
Administrative expenses		653			412			321			244			261			281

Net periodic benefit cost		34,517			35,742			48,871			16,218			17,487			19,885
Curtailment loss (credit)		1,826			—			—			(174	)		—			—
Settlement loss		46			16			60,496			—			—			—
																	—
Total amount reflected in earnings	$	36,389		$	35,758		$	109,367		$	16,044		$	17,487		$	19,885

The curtailment loss (credit) recorded in 2011 was associated with the Next Century program. The settlement losses recorded in 2011 and 2010 were associated with one of our international businesses and the settlement loss recorded in 2009 was primarily related to the global supply chain transformation program. We discuss the Next Century program and the global supply chain transformation program in Note 3, Business Realignment and Impairment Charges.

Amounts recognized in other comprehensive loss (income) and net periodic benefit cost before tax for our pension and other post-retirement plans consisted of the following:

	Pension Benefits									Other Benefits
For the years ended December 31,	2011			2010			2009			2011		2010			2009
In thousands of dollars
Actuarial net loss (gain)	$	120,401		$	5,308		$	(78,654	)	$	11,216	$	(15,044	)	$	11,167
Prior service (credit) cost		(1,313	)		(1,086	)		(1,204	)		7,614		293			474

Total recognized in other comprehensive loss (income)	$	119,088		$	4,222		$	(79,858	)	$	18,830	$	(14,751	)	$	11,641

Total recognized in net periodic benefit cost and other comprehensive loss (income)	$	153,605		$	39,964		$	(30,987	)	$	35,048	$	2,736		$	31,526

The estimated amounts for the defined benefit pension plans and the post-retirement benefit plans that will be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost over the next fiscal year are as follows (in thousands):


	Pension Plans		Post-Retirement Benefit Plans
Amortization of net actuarial loss (gain)	$	39,108	$	(70	)

Amortization of prior service cost	$	729	$	620

Assumptions

Certain weighted-average assumptions used in computing the benefit obligations as of December 31, 2011 and 2010 were as follows:

	Pension Benefits				Other Benefits
	2011		2010		2011		2010
Discount rate		4.5%		5.2%		4.5%		5.2%
Rate of increase in compensation levels		4.1%		4.1%		N/A		N/A

For measurement purposes as of December 31, 2011, we assumed a 10.0% annual rate of increase in the per capita cost of covered health care benefits for 2012, grading down to 5.0% by 2019.

For measurement purposes as of December 31, 2010, we assumed a 10.0% annual rate of increase in the per capita cost of covered health care benefits for 2011, grading down to 5.0% by 2018.

Certain weighted-average assumptions used in computing net periodic benefit cost are as follows:

	Pension Benefits						Other Benefits
For the years ended December 31,	2011		2010		2009		2011		2010		2009

Discount rate		5.2%		5.7%		6.4%		5.2%		5.7%		6.4%
Expected long-term return on plan assets		8.0%		8.5%		8.5%		N/A		N/A		N/A
Rate of compensation increase		4.1%		4.1%		4.1%		N/A		N/A		N/A

We based the asset return assumption of 8.0% for 2011 and 8.5% for 2010 and 2009 on current and expected asset allocations, as well as historical and expected returns on the plan asset categories. The historical geometric average return over the 24 years prior to December 31, 2011, was approximately 8.2%.

Assumed health care cost trend rates have a significant effect on the amounts reported for the post-retirement health care plans. A one-percentage point change in assumed health care cost trend rates would have the following effects:

Impact of assumed health care cost trend rates	One-Percentage Point Increase		One-Percentage Point (Decrease)
In thousands of dollars

Effect on total service and interest cost components	$	240	$	(218	)
Effect on post-retirement benefit obligation		5,082		(4,650	)

Plan Assets

We broadly diversify our pension plan assets across domestic and international common stock and fixed income asset classes. Our asset investment policies specify ranges of asset allocation percentages for each asset class. The ranges for the domestic pension plans were as follows:

	Asset Class		Target Allocation 2011
	Equity securities		58% – 85%
	Debt securities		15% – 42%
	Cash and certain other investments		0% – 5%

As of December 31, 2011, actual allocations were within the specified ranges. We expect the level of volatility in pension plan asset returns to be in line with the overall volatility of the markets within each asset class.

The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair value as of December 31, 2011:

In thousands of dollars	Quoted prices in active markets of identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant other unobservable inputs (Level 3)		Total assets measured at fair value as of December 31, 2011

Cash and cash equivalents	$	4,266	$	15,875	$	—	$	20,141
Equity securities:
U.S. all-cap (a)		79,164		133,580		—		212,744
U.S. large-cap (b)		114,463		—		—		114,463
U.S. small/mid-cap		21,008		—		—		21,008
International all-cap (c)		117,415		2,962		—		120,377
Global all-cap (d)		212,891		8,903		—		221,794
Domestic real estate		22,250		—		—		22,250
Fixed income securities:
U.S. government/agency		90,403		2,319		—		92,722
Corporate bonds (e)		44,932		3,433		—		48,365
Collateralized obligations (f)		29,507		6,631		—		36,138
International government/corporate bonds (g)		20,997		30,422		—		51,419

Total Investments	$	757,296	$	204,125	$	—	$	961,421

The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair value as of December 31, 2010:

In thousands of dollars	Quoted prices in active markets of identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant other unobservable inputs (Level 3)		Total assets measured at fair value as of December 31, 2010

Cash and cash equivalents	$	131	$	9,885	$	-	$	10,016
Equity securities:
U.S. all-cap (a)		19,928		132,633		-		152,561
U.S. large-cap (b)		131,494		329		-		131,823
U.S. small/mid-cap		20,325		762		-		21,087
International all-cap (c)		154,191		3,368		-		157,559
Global all-cap (d)		210,128		11,554		-		221,682
Domestic real estate		19,568		1,123		-		20,691
Fixed income securities:
U.S. government/agency		52,199		31,743		-		83,942
Corporate bonds (e)		43,084		36,679		-		79,763
Collateralized obligations (f)		32,594		31,096		-		63,690
International government/corporate bonds (g)		25,775		31,729		-		57,504

Total Investments	$	709,417	$	290,901	$	-	$	1,000,318

(a) This category comprises equity funds that track the Russell 3000 index.

(b) This category comprises equity funds that track the S&P 500 and/or Russell 1000 indices.

(d) This category comprises equity funds that track the MSCI World index.

(e) This category comprises fixed income funds primarily invested in investment grade bonds.

(f) This category comprises fixed income funds primarily invested in investment high quality mortgage-backed securities and other asset-backed obligations.

(g) This category comprises fixed income funds invested in Canadian and other international bonds.

The fair value of the Level 1 assets was based on quoted market prices in active markets for the identical assets. The fair value of the Level 2 assets was provided by asset management entities and was calculated by aggregating market prices for all underlying securities.

Investment objectives for our domestic plan assets are:

●

To optimize the long-term return on plan assets at an acceptable level of risk;

●

To maintain a broad diversification across asset classes;

●

To maintain careful control of the risk level within each asset class; and

●

To focus on a long-term return objective.

We believe that there are no significant concentrations of risk within our plan assets as of December 31, 2011. We comply with ERISA rules and regulations and we prohibit investments and investment strategies not allowed by ERISA. We do not permit direct purchases of our Company’s securities or the use of derivatives for the purpose of speculation. We invest the assets of non-domestic plans in compliance with laws and regulations applicable to those plans.

Cash Flows

Information about the expected cash flows for our pension and other post-retirement benefit plans is as follows:

	Expected Benefit Payments
	2012		2013		2014		2015		2016			2017–2021
In thousands of dollars

Pension Benefits	$	103,114	$	57,499	$	62,170	$	68,428	$	73,684	$	482,861
Other Benefits		28,818		28,352		27,674		26,901		26,129		106,526

SAVINGS PLAN

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Savings plan

15. SAVINGS PLANS

The Company sponsors several defined contribution plans to provide retirement benefits to employees. Contributions to The Hershey Company 401(k) Plan and similar plans for non-domestic employees are based on a portion of eligible pay up to a defined maximum. All matching contributions were made in cash. Expense associated with the defined contribution plans was $35.7 million in 2011, $34.0 million in 2010 and $29.7 million in 2009.

CAPTIAL STOCK NET INCOME PER SHARE

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Capital stock and net income per share

16. CAPITAL STOCK AND NET INCOME PER SHARE

We had 1,055,000,000 authorized shares of capital stock as of December 31, 2011. Of this total, 900,000,000 shares were designated as Common Stock, 150,000,000 shares as Class B Common Stock (“Class B Stock”) and 5,000,000 shares as Preferred Stock. Each class has a par value of one dollar per share. As of December 31, 2011, a combined total of 359,901,744 shares of both classes of common stock had been issued of which 225,205,918 shares were outstanding. No shares of the Preferred Stock were issued or outstanding during the 3-year period ended December 31, 2011.

Holders of the Common Stock and the Class B Stock generally vote together without regard to class on matters submitted to stockholders, including the election of directors. The holders of Common Stock have 1 vote per share and the holders of Class B Stock have 10 votes per share. However, the Common Stock holders, voting separately as a class, are entitled to elect one-sixth of the Board of Directors. With respect to dividend rights, the Common Stock holders are entitled to cash dividends 10% higher than those declared and paid on the Class B Stock.

Class B Stock can be converted into Common Stock on a share-for-share basis at any time. During 2011, 74,377 shares of Class B Stock were converted into Common Stock. During 2010, 2,489 shares were converted and during 2009, 2,000 shares were converted.

Changes in outstanding Common Stock for the past 3 years were as follows:

For the years ended December 31,	2011		2010		2009
Shares issued	359,901,744		359,901,744		359,901,744

Treasury shares at beginning of year	(132,871,512	)	(131,903,468	)	(132,866,673	)
Stock repurchases:
Repurchase programs	(1,902,753	)	—		—
Stock-based compensation programs	(5,179,028	)	(3,932,373	)	(252,006	)
Stock issuances:
Stock-based compensation programs	5,257,467		2,964,329		1,215,211

Treasury shares at end of year	(134,695,826	)	(132,871,512	)	(131,903,468	)

Net shares outstanding at end of year	225,205,918		227,030,232		227,998,276

Basic and Diluted Earnings Per Share were computed based on the weighted-average number of shares of the Common Stock and the Class B Stock outstanding as follows:

For the years ended December 31,	2011		2010		2009
In thousands except per share amounts

Net income	$	628,962	$	509,799	$	435,994

Weighted-average shares—Basic
Common Stock		165,929		167,032		167,136
Class B Stock		60,645		60,708		60,709

Total weighted-average shares—Basic		226,574		227,740		227,845

Effect of dilutive securities:
Employee stock options		2,565		1,852		781
Performance and restricted stock units		780		721		369

Weighted-average shares—Diluted		229,919		230,313		228,995

Earnings Per Share—Basic
Common Stock	$	2.85	$	2.29	$	1.97

Class B Stock	$	2.58	$	2.08	$	1.77

Earnings Per Share—Diluted
Common Stock	$	2.74	$	2.21	$	1.90

Class B Stock	$	2.56	$	2.07	$	1.77

For the year ended December 31, 2011, 6.9 million stock options were not included in the diluted earnings per share calculation because the exercise price was higher than the average market price of the Common Stock for the year. Therefore, the effect would have been antidilutive. In 2010, 8.7 million stock options were not included and, in 2009, 17.1 million stock options were not included in the diluted earnings per share calculation because the effect would have been antidilutive.

Milton Hershey School Trust

Hershey Trust Company, as Trustee for the benefit of Milton Hershey School and as direct owner of investment shares, held 12,902,521 shares of our Common Stock as of December 31, 2011. As Trustee for the benefit of Milton Hershey School, Hershey Trust Company held 60,612,012 shares of the Class B Stock as of December 31, 2011, and was entitled to cast approximately 80% of the total votes of both classes of our common stock. The Milton Hershey School Trust must approve the issuance of shares of Common Stock or any other action that would result in the Milton Hershey School Trust not continuing to have voting control of our Company.

STOCK COMPENSATION PLAN

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Stock Compensation Plans

17. STOCK COMPENSATION PLANS

At our annual meeting of stockholders, held on April 28, 2011, our stockholders approved the amended and restated Equity and Incentive Compensation Plan (“EICP”). The EICP is the plan under which grants using shares for compensation and incentive purposes are made. The EICP was amended and restated to continue to provide annual and long-term compensation and incentives, and to reflect updates in corporate governance practices since it was last approved in April 2007.

The EICP provides for grants of one or more of the following stock-based compensation awards to employees, non-employee directors and certain service providers upon whom the successful conduct of our business is dependent:

●

Non-qualified stock options (“stock options”);

●

Performance stock units (“PSUs”) and performance stock;

●

Stock appreciation rights;

●

Restricted stock units (“RSUs”) and restricted stock; and

●

Other stock-based awards.

The EICP also provides for the deferral of stock-based compensation awards by participants if approved by the Compensation and Executive Organization Committee of our Board and if in accordance with an applicable deferred compensation plan of the Company. Currently, the Compensation and Executive Organization Committee has authorized the deferral of performance stock unit and restricted stock unit awards by certain eligible employees under the Company’s Deferred Compensation Plan. Our Board has authorized our non-employee directors to defer any portion of their cash retainer, committee chair fees and restricted stock units awarded after 2007 that they elect to convert into deferred stock units under our Directors’ Compensation Plan. As of December 31, 2011, 68.5 million shares were authorized and approved by our stockholders for grants under the EICP.

In July 2004, we announced a worldwide stock option grant under the Broad Based Stock Option Plan. This grant provided over 13,000 eligible employees with 100 non-qualified stock options. The stock options were granted at a price of $46.44 per share, have a term of 10 years and vested on July 19, 2009.

The following table summarizes our compensation costs:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Total compensation amount charged against income for stock compensation plans, including stock options, performance stock units and restricted stock units	$	43.5	$	49.5	$	53.8
Total income tax benefit recognized in Consolidated Statements of Income for share-based compensation	$	15.1	$	17.4	$	19.1

Compensation costs for stock compensation plans are primarily included in selling, marketing and administrative expense.

The decrease in share-based compensation expense from 2010 to 2011 resulted primarily from certain adjustments associated with accounting for PSUs and the impact of the forfeiture of unvested awards due to participant changes during 2011. The decrease in share-based compensation expense from 2009 to 2010 was due to higher performance expectation adjustments for our PSU awards in 2009 and higher forfeitures in 2010.

Stock Options

The exercise price of each option awarded under the EICP equals the closing price of our Common Stock on the New York Stock Exchange on the date of grant. Prior to the initial approval by our stockholders of the EICP on April 17, 2007, the exercise price of stock options granted under the former Key Employee Incentive Plan was determined as the closing price of our Common Stock on the New York Stock Exchange on the trading day immediately preceding the date the stock options were granted. Each option has a maximum term of 10 years. Grants of stock options provide for pro-rated vesting primarily over four years.

The following table summarizes our compensation costs for stock options:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Compensation amount charged against income for stock options	$	22.5	$	20.3	$	23.8
Compensation cost reductions related to stock option forfeitures associated with the Global Supply Chain Transformation Program	$	-	$	-	$	0.3

The increase in compensation cost from 2010 to 2011 was driven by an increase in the compensation amount upon which the number of stock options granted in 2011 was based. The decline in compensation cost from 2009 to 2010 was primarily due to granting more restricted stock units beginning in 2009 in place of stock options. This resulted in a decrease in stock options expense, offset by an increase in compensation costs associated with restricted stock units.

A summary of the status of our Company’s stock options and changes during the years ending on those dates follows:

	2011					2010					2009
Stock Options	Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price
Outstanding at beginning of year		17,997,082		$	42.21		18,230,439		$	41.63		16,671,643		$	42.08
Granted		2,191,627		$	51.62		2,828,800		$	39.61		3,196,950		$	34.95
Exercised		(4,875,122	)	$	38.30		(2,646,860	)	$	34.74		(1,069,137	)	$	26.49
Forfeited		(773,145	)	$	43.90		(415,297	)	$	46.26		(569,017	)	$	45.86

Outstanding at end of year		14,540,442		$	44.86		17,997,082		$	42.21		18,230,439		$	41.63

Options exercisable at year-end		8,453,362		$	46.95		10,507,127		$	45.13		10,628,081		$	43.79

Weighted-average fair value of options granted during the year (per share)	$	9.97				$	6.86				$	5.32

The following table sets forth information about the weighted-average fair value of options granted to employees during each year using the Black-Scholes option-pricing model and the weighted-average assumptions used for such grants:

For the years ended December 31,	2011		2010		2009
Dividend yields		2.7%		3.2%		3.3%
Expected volatility		22.5%		21.7%		21.6%
Risk-free interest rates		2.8%		3.1%		2.1%
Expected lives in years		6.5		6.5		6.6

●

“Dividend yields” means the sum of dividends declared for the four most recent quarterly periods, divided by the average price of our Common Stock for the comparable periods;

●

“Expected volatility” means the historical volatility of our Common Stock over the expected term of each grant;

●

“Risk-free interest rates” means the U.S. Treasury yield curve rate in effect at the time of grant for periods within the contractual life of the option; and

●

“Expected lives” means the period of time that options granted are expected to be outstanding based primarily on historical data.

The following table summarizes the intrinsic value of our stock options:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Intrinsic value of options exercised	$	81.3	$	30.2	$	12.9

The aggregate intrinsic value of options outstanding as of December 31, 2011 was $246.2 million. The aggregate intrinsic value of exercisable options as of December 31, 2011 was $125.5 million.

As of December 31, 2011, there was $16.7 million of total unrecognized compensation cost related to non-vested stock option compensation arrangements granted under the EICP. We expect to recognize that cost over a weighted-average period of 2.4 years.

The following table summarizes information about stock options outstanding as of December 31, 2011:

	Options Outstanding			Options Exercisable
Range of Exercise Prices	Number Outstanding as of 12/31/11	Weighted- Average Remaining Contractual Life in Years	Weighted- Average Exercise Price	Number Exercisable as of 12/31/11	Weighted- Average Exercise Price
$31.25 - $35.87	4,605,732	6.0	$35.17	2,406,420	$35.08
$35.89 - $51.42	5,696,037	6.9	$44.11	1,914,771	$41.44
$51.65 - $64.65	4,238,673	3.8	$56.39	4,132,171	$56.41

$31.25 - $64.65	14,540,442	5.7	$44.86	8,453,362	$46.95

Performance Stock Units and Restricted Stock Units

Under the EICP, we grant PSUs to selected executives and other key employees. Vesting is contingent upon the achievement of certain performance objectives. We grant PSUs over 3-year performance cycles. If we meet targets for financial measures at the end of the applicable 3-year performance cycle, we award the full number of shares to the participants. The performance scores for 2009 through 2011 grants of PSUs can range from 0% to 250% of the targeted amounts.

We recognize the compensation cost associated with PSUs ratably over the 3-year term. Compensation cost is based on the grant date fair value for the 2007 through 2011 grants because those grants can only be settled in shares of our Common Stock. The grant date fair value of PSUs is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s shares on the date of grant for performance-based components.

In 2011, 2010 and 2009, we awarded RSUs to certain executive officers and other key employees under the EICP. We also awarded restricted stock units quarterly to non-employee directors.

We recognize the compensation cost associated with employee RSUs over a specified restriction period based on the grant date fair value or year-end market value of the stock. We recognize expense for employee RSUs based on the straight-line method. We recognize the compensation cost associated with non-employee director RSUs at the grant date.

For the years ended December 31,	2011	2010	2009
In millions of dollars

Compensation amount charged against income for performance and restricted stock units	$ 21.0	$ 29.2	$ 30.0

Compensation expense for performance and restricted stock units was lower in 2011 resulting primarily from certain adjustments associated with the accounting for PSUs. In addition, the decrease in compensation expense in 2011 resulted from the impact of the forfeiture of unvested awards due to participant changes during 2011. Compensation expense was higher in 2009 and 2010 due to an increase in RSUs granted in place of stock options. The amount was offset in 2009 and 2010 by a decrease in compensation costs for stock options and forfeitures in 2010.

The following table sets forth information about the fair value of the PSUs and RSUs granted for potential future distribution to employees and directors during the year. In addition, the table provides assumptions used to determine fair value of the market-based total shareholder return component using the Monte Carlo simulation model on the date of grant. For each PSU granted from 2009 through 2011, 50% of the target award was a market-based total shareholder return component and 50% of the target award was comprised of performance-based components:

For the years ended December 31,	2011	2010	2009
Units granted	543,596	640,363	552,195
Weighted-average fair value at date of grant	$58.28	$43.84	$37.87
Monte Carlo simulation assumptions:
Estimated values	$37.79	$28.62	$24.63
Dividend yields	2.7%	3.2%	3.3%
Expected volatility	28.8%	29.5%	28.1%

●

“Estimated values” means the fair value for the market-based total shareholder return component of each performance stock unit at the date of grant using a Monte Carlo simulation model;

●

“Dividend yields” means the sum of dividends declared for the four most recent quarterly periods, divided by the average price of our Common Stock for the comparable periods;

●

“Expected volatility” means the historical volatility of our Common stock over the expected term of each grant.

A summary of the status of our Company’s performance stock units and restricted stock units as of December 31, 2011 and the change during 2011 follows:

Performance Stock Units and Restricted Stock Units	2011		Weighted-average grant date fair value for equity awards or market value for liability awards
Outstanding at beginning of year		1,948,758	$39.27
Granted		543,596	$58.28
Performance assumption change		211,076	$52.48
Vested		(701,360)	$45.38
Forfeited		(261,591)	$50.26

Outstanding at end of year		1,740,479	$48.70

The table above excludes PSU awards for 71,676 units as of December 31, 2011 and 85,694 units as of December 31, 2010 for which the measurement date has not yet occurred for accounting purposes.

As of December 31, 2011, there was $35.3 million of unrecognized compensation cost relating to non-vested PSUs and RSUs. We expect to recognize that cost over a weighted-average period of 2.1 years.

For the years ended December 31,	2011	2010	2009
In millions of dollars

Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested	$ 36.6	$ 16.5	$ 9.9

The higher amount in 2011 was primarily due to the higher performance attainment percentage associated with the PSU awards vesting in 2011 compared with 2010. The increase from 2009 to 2010 related to vesting of RSUs awarded in 2008 and 2009.

Deferred PSUs, deferred RSUs, deferred directors’ fees and accumulated dividend amounts totaled 533,317 units as of December 31, 2011.

We did not have any stock appreciation rights that were outstanding as of December 31, 2011.

SUPPLEMENTAL BALANCE SHEET INFORMATION

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Supplemental balance sheet information

18. SUPPLEMENTAL BALANCE SHEET INFORMATION

Accounts Receivable—Trade

In the normal course of business, we extend credit to customers that satisfy pre-defined credit criteria, based upon the results of our recurring financial account reviews and our evaluation of current and projected economic conditions. Our primary concentrations of credit risk are associated with McLane Company, Inc. and Wal-Mart Stores, Inc. McLane Company, Inc. is one of the largest wholesale distributors in the United States to convenience stores, drug stores, wholesale clubs and mass merchandisers. Wal-Mart Stores, Inc. accounted for approximately 17.2% of our total accounts receivable as of December 31, 2011. As of December 31, 2011, McLane Company, Inc. accounted for approximately 13.5% of our total accounts receivable. No other customer accounted for more than 10% of our year-end accounts receivable. We believe that we have little concentration of credit risk associated with the remainder of our customer base. Accounts Receivable-Trade, as shown on the Consolidated Balance Sheets, were net of allowances and anticipated discounts of $19.5 million as of December 31, 2011 and December 31, 2010.

Inventories

We value the majority of our inventories under the last-in, first-out (“LIFO”) method and the remaining inventories at the lower of first-in, first-out (“FIFO”) cost or market. Inventories include material, labor and overhead. LIFO cost of inventories valued using the LIFO method was $361.4 million as of December 31, 2011 and $292.7 million as of December 31, 2010. The net impact of LIFO acquisitions and liquidations during 2011 was not material. We stated inventories at amounts that did not exceed realizable values. Total inventories were as follows:

December 31,	2011			2010
In thousands of dollars

Raw materials	$	241,812		$	209,058
Goods in process		91,956			73,068
Finished goods		482,095			404,666

Inventories at FIFO		815,863			686,792
Adjustment to LIFO		(166,910	)		(153,170	)

Total inventories	$	648,953		$	533,622

Property, Plant and Equipment

The property, plant and equipment balance included construction in progress of $239.9 million as of December 31, 2011 and $179.8 million as of December 31, 2010. Major classes of property, plant and equipment were as follows:

December 31,	2011			2010
In thousands of dollars

Land	$	92,495		$	71,060
Buildings		895,859			843,094
Machinery and equipment		2,600,204			2,410,609

Property, plant and equipment, gross		3,588,558			3,324,763
Accumulated depreciation		(2,028,841	)		(1,887,061	)

Property, plant and equipment, net	$	1,559,717		$	1,437,702

During 2011, we recorded accelerated depreciation of property, plant and equipment of $33.0 million associated with the Next Century program. As of December 31, 2011, certain real estate with a carrying value or fair value less cost to sell, if lower, of $6.9 million was being held for sale. These assets were associated with the closure of facilities as part of our global supply chain transformation program. During 2011, we recorded an adjustment of $5.8 million to reduce the carrying amount of two properties being held for sale due to a decline in the estimated net realizable value of these properties.

Goodwill and Other Intangible Assets

Goodwill and intangible assets were as follows:

December 31,	2011			2010
In thousands of dollars

Unamortized intangible assets:
Goodwill balance at beginning of year	$	524,134		$	571,580
Effect of foreign currency translation		(7,389	)		5,467
Impairment charge		—			(52,913	)

Goodwill balance at end of year	$	516,745		$	524,134

Trademarks	$	88,513		$	91,305
Amortized intangible assets, gross:
Customer-related		33,926			33,926
Intangible asset associated with cooperative agreement with Bauducco		13,683			13,683
Patents		8,817			8,317
Effect of foreign currency translation		(5,568	)		(1,328	)

Total other intangible assets, gross		139,371			145,903
Accumulated amortization		(27,458	)		(22,823	)

Other intangibles	$	111,913		$	123,080
		,

In 2010, we recorded a non-cash goodwill impairment charge of $52.9 million to reduce the carrying value of Godrej Hershey Ltd. to its fair value. The share of the charge associated with the noncontrolling interests was $8.2 million. For more information, see Note 1. Summary of Significant Accounting Policies under Goodwill and Other Intangible Assets.

We perform annual impairment tests of goodwill and other intangible assets with indefinite lives at the beginning of the fourth quarter of each year or when circumstances arise that indicate a possible impairment might exist. We determined that none of our goodwill or other intangible assets were impaired as of December 31, 2011.

As of January 1, 2010, accumulated impairment losses associated with goodwill were $12.3 million. As of December 31, 2010 and 2011, accumulated impairment losses associated with goodwill were $65.2 million. Accumulated impairment losses associated with trademarks were $45.7 million for all periods presented.

The useful lives of trademarks were determined to be indefinite and, therefore, we are not amortizing these assets. We amortize customer-related intangible assets over their estimated useful lives of approximately 12 years. We amortize patents over their remaining legal lives of approximately 7 years. Total amortization expense for other intangible assets was $4.6 million in 2011, $4.5 million in 2010 and $4.2 million in 2009.

Estimated annual amortization expense for other intangible assets over the next five years is $4.6 million for 2012 through 2014, declining to $4.0 million in 2015 and in 2016.

Accrued Liabilities

Accrued liabilities were as follows:

December 31,	2011		2010
In thousands of dollars

Payroll, compensation and benefits	$	233,547	$	219,353
Advertising and promotion		253,534		210,543
Other		125,105		163,412

Total accrued liabilities	$	612,186	$	593,308

Other Long-term Liabilities

Other long-term liabilities were as follows:

December 31,	2011		2010
In thousands of dollars

Accrued post-retirement benefits	$	289,736	$	277,963
Other		327,540		216,498

Total other long-term liabilities	$	617,276	$	494,461

SEGMENT INFORMATION

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Segment information

19. SEGMENT INFORMATION

We operate as a single reportable segment in manufacturing, marketing, selling and distributing our products under more than 80 brand names. Our three operating segments comprise geographic regions including the United States, the Americas, and Asia, Europe, the Middle East and Africa. We market our products in approximately 70 countries worldwide.

For segment reporting purposes, we aggregate our operations in the United States and in the Americas, which includes Canada, Mexico, Brazil, Central America, Puerto Rico and our global exports business. We base this aggregation on similar economic characteristics, products and services; production processes; types or classes of customers; distribution methods; and the similar nature of the regulatory environment in each location. We aggregate our Asia/Europe/Middle East and Africa operations with the United States and the Americas to form one reportable segment. When combined, these operations share most of the aggregation criteria and represent less than 10% of our consolidated revenues, operating profits and assets.

The percentage of total consolidated net sales for businesses outside of the United States was 15.6% for 2011, 14.6% for 2010 and 14.3% for 2009. The percentage of total consolidated assets outside of the United States as of December 31, 2011 was 14.5%, and 14.8% as of December 31, 2010.

Sales to McLane Company, Inc., one of the largest wholesale distributors in the United States to convenience stores, drug stores, wholesale clubs and mass merchandisers, exceeded 10% of total net sales in each of the last three years, totaling $1.4 billion in 2011, $1.3 billion in 2010 and $1.4 billion in 2009. McLane Company, Inc. is the primary distributor of our products to Wal-Mart Stores, Inc.

SUBSEQUENT EVENT

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Subsequent event

20. SUBSEQUENT EVENT

In January 2012, we acquired all of the outstanding stock of Brookside Foods Ltd. ("Brookside"), a privately held confectionery company based in Abbottsford, British Columbia, Canada at a purchase price of $175 million Canadian dollars.

Brookside has two production facilities located in British Columbia and Quebec. The Brookside product line is primarily sold in the U.S. and Canada in a take home re-sealable pack type. Annual net sales of the business are approximately $90 million. The business complements our position in North America and we expect to make investments in manufacturing capabilities and conduct market research that will enable future growth.

The accounting for the Brookside acquisition was incomplete at the time we issued our financial statements. Accordingly, it is impracticable for us to make certain business combination disclosures such as the acquisition date fair value of assets acquired and liabilities assumed, assets or liabilities arising from contingencies and the amount of goodwill and intangibles acquired and the amount of goodwill expected to be deductible for tax purposes.

QUARTERLY DATA (Unaudited)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Quarterly data

21. QUARTERLY DATA (Unaudited)

Summary quarterly results were as follows:

Year 2011	First		Second		Third		Fourth
In thousands of dollars except per share amounts

Net sales	$	1,564,223	$	1,325,171	$	1,624,249	$	1,567,145
Gross profit		656,185		564,320		680,181		631,206
Net income		160,115		130,019		196,695		142,133
Per share-Basic-Class B Common Stock		.65		.53		.81		.59
Per share-Diluted-Class B Common Stock		.65		.53		.80		.58
Per share-Basic-Common Stock		.72		.59		.89		.65
Per share-Diluted-Common Stock		.70		.56		.86		.62

Year 2010	First		Second		Third		Fourth
In thousands of dollars except per share amounts

Net sales	$	1,407,843	$	1,233,242	$	1,547,115	$	1,482,809
Gross profit		593,980		546,538		655,220		619,470
Net income		147,394		46,723		180,169		135,513
Per share-Basic-Class B Common Stock		.60		.19		.74		.55
Per share-Diluted-Class B Common Stock		.60		.19		.73		.55
Per share-Basic-Common Stock		.66		.21		.81		.61
Per share-Diluted-Common Stock		.64		.20		.78		.59

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS

12 Months Ended

Dec. 31, 2011

Schedule to Financial Statements [Abstract]

Valuation and Qualifying Accounts

Schedule II

THE HERSHEY COMPANY AND SUBSIDIARIES

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS

For the Years Ended December 31, 2011, 2010 and 2009


		Additions
Description	Balance at Beginning of Period	Charged to Costs and Expenses	Charged to Other Accounts	Deductions from Reserves		Balance at End of Period
In thousands of dollars

Year Ended December 31, 2011: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$15,190	$135,147	$-	$(135,360	)	$14,977

Year Ended December 31, 2010: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$15,721	$128,377	$-	$(128,908	)	$15,190

Year Ended December 31, 2009: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$16,594	$125,967	$-	$(126,840	)	$15,721

(a) Includes allowance for doubtful accounts and anticipated discounts.

SUMMARY SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Principles of Consolidation

In January 2008, our Brazilian subsidiary, Hershey do Brasil, entered into a cooperative agreement with Pandurata Netherlands B.V. ("Bauducco"), a leading manufacturer of baked goods in Brazil whose primary brand is Bauducco. Under this agreement we manufacture and market, and they sell and distribute our products. The agreement conveyed a 49% interest in Hershey do Brasil to Bauducco. We maintain a 51% controlling interest in Hershey do Brasil.

Equity Investments

Use of Estimates

Revenue Recognition

We record sales when all of the following criteria have been met:

●

A valid customer order with a fixed price has been received;

●

The product has been delivered to the customer;

●

There is no further significant obligation to assist in the resale of the product; and

●

Collectability is reasonably assured.

Cost of Sales

Selling, Marketing and Administrative

Cash and Cash Equivalents

Cash Equivalents

Commodities Futures and Options Contracts

Property, Plant and Equipment

Asset Retirement Obligations

Goodwill and Other Intangible Assets

We evaluate our trademarks for impairment by comparing their carrying amount to their estimated fair value. The fair value of trademarks is calculated using a "relief from royalty payments" methodology. This approach involves a two-step process. In the first step, we estimate reasonable royalty rates for each trademark. In the second step, we apply these royalty rates to a net sales stream and discount the resulting cash flows to determine fair value. This fair value is then compared with the carrying value of each trademark. If the estimated fair value is less than the carrying amount, we record an impairment charge to reduce the asset to its estimated fair value. The estimates of future cash flows are generally based on past performance of the brands and reflect net sales projections and assumptions for the brands that we use in current operating plans. We also consider assumptions that market participants may use. Such assumptions are subject to change due to changing economic and competitive conditions.

We use a two-step process to evaluate goodwill for impairment. In the first step, we compare the fair value of each reporting unit with the carrying amount of the reporting unit, including goodwill. We estimate the fair value of the reporting unit based on discounted future cash flows. If the estimated fair value of the reporting unit is less than the carrying amount of the reporting unit, we complete a second step to determine the amount of the goodwill impairment that we should record. In the second step, we determine an implied fair value of the reporting unit's goodwill by allocating the reporting unit's fair value to all of its assets and liabilities other than goodwill (including any unrecognized intangible assets). We compare the resulting implied fair value of the goodwill to the carrying amount and record an impairment charge for the difference.

We provide more information on intangible assets and the impairment testing results in Note 18, Supplemental Balance Sheet Information.

Comprehensive Income

We report comprehensive income (loss) on the Consolidated Statements of Stockholders' Equity and accumulated other comprehensive income (loss) on the Consolidated Balance Sheets. Additional information regarding comprehensive income is contained in Note 9, Comprehensive Income.

Changes to the balances of the unrecognized prior service cost and the unrecognized net actuarial loss, net of income taxes, associated with our pension and post-retirement benefit plans are recorded as a component of other comprehensive income (loss), "Pension and Post-retirement Benefit Plans." Additional information regarding accounting policies associated with benefit plans is contained in Note 14, Pension and Other Post-Retirement Benefit Plans.

Discussion Of Foreign Currency Derivative Risk Management Policy

License Agreements

Research and Development

<div><table border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt; FONT-WEIGHT: bold">Research and Development</font></div></td></tr></table></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div style="TEXT-INDENT: 27pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt">We expense research and development costs as incurred. Research and development expense was $32.2 million in 2011, $30.5 million in 2010 and $28.1 million in 2009. Research and development expense is included in selling, marketing and administrative expenses.</font></div>

Advertising

Computer Software

<div align="left"><table style="FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td style="WIDTH: 12.25pt"><div><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"> </font></div></td><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt; FONT-WEIGHT: bold">Computer Software</font></div></td></tr></table></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div style="TEXT-INDENT: 27pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt">We capitalize costs associated with software developed or obtained for internal use when both the preliminary project stage is completed and it is probable that computer software being developed will be completed and placed in service. Capitalized costs include only (i) external direct costs of materials and services consumed in developing or obtaining internal-use software, (ii) payroll and other related costs for employees who are directly associated with and who devote time to the internal-use software project and (iii) interest costs incurred, when material, while developing internal-use software. We cease capitalization of such costs no later than the point at which the project is substantially complete and ready for its intended purpose.</font></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div style="TEXT-INDENT: 27pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt">The unamortized amount of capitalized software was $49.4 million as of December 31, 2011 and was $45.5 million as of December 31, 2010. We amortize software costs using the straight-line method over the expected life of the software, generally 3 to 5 years. Accumulated amortization of capitalized software was $232.8 million as of December 31, 2011 and $211.6 million as of December 31, 2010.</font></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div style="TEXT-INDENT: 27pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt">We review the carrying value of software and development costs for impairment in accordance with our policy pertaining to the impairment of long-lived assets. Generally, we measure impairment under the following circumstances:</font></div><div style="TEXT-INDENT: 27pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="left"><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div><table border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td style="WIDTH: 27pt"><div><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"> </font></div></td><td style="WIDTH: 18pt"><div style="TEXT-INDENT: 0pt; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-FAMILY: Wingdings 2, serif">●</font></font></div></td><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-SIZE: 10pt">When internal-use computer software is not expected to provide substantive service potential;</font></font></div></td></tr></table></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div><table border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td style="WIDTH: 27pt"><div><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"> </font></div></td><td style="WIDTH: 18pt"><div style="TEXT-INDENT: 0pt; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-FAMILY: Wingdings 2, serif">●</font></font></div></td><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-SIZE: 10pt">A significant change occurs in the extent or manner in which the software is used or is expected to be used;</font></font></div></td></tr></table></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div><table border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td style="WIDTH: 27pt"><div><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"> </font></div></td><td style="WIDTH: 18pt"><div style="TEXT-INDENT: 0pt; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-FAMILY: Wingdings 2, serif">●</font></font></div></td><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-SIZE: 10pt">A significant change is made or will be made to the software program; and</font></font></div></td></tr></table></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div><div><table border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr valign="top"><td style="WIDTH: 27pt"><div><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"> </font></div></td><td style="WIDTH: 18pt"><div style="TEXT-INDENT: 0pt; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-FAMILY: Wingdings 2, serif">●</font></font></div></td><td><div align="left"><font style="DISPLAY: inline; FONT-FAMILY: Times New Roman; FONT-SIZE: 10pt"><font style="DISPLAY: inline; FONT-SIZE: 10pt">Costs of developing or modifying internal-use computer software significantly exceed the amount originally expected to develop or modify the software.</font></font></div></td></tr></table></div></div><div style="TEXT-INDENT: 0pt; DISPLAY: block; MARGIN-LEFT: 0pt; MARGIN-RIGHT: 0pt" align="justify"> </div>

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Business realignment and impairment charges

Charges (credits) associated with business realignment initiatives and impairment recorded during 2011, 2010 and 2009 were as follows:

For the years ended December 31,	2011			2010		2009
In thousands of dollars

Cost of sales
Next Century program	$	39,280		$	13,644	$	-
Global supply chain transformation program		5,816			-		10,136

Total cost of sales		45,096			13,644		10,136

Selling, marketing and administrative
Next Century program		4,961			1,493		-
Global supply chain transformation program		-			-		6,120

Total selling, marketing and administrative		4,961			1,493		6,120

Business realignment and impairment charges, net
Next Century program:
Plant closure expenses and fixed asset impairment		8,620			5,516		-
Employee separation (credits) costs		(9,506	)		33,225		-
Global supply chain transformation program:
Net gain on sale of fixed assets.		-			-		(3,418	)
Plant closure expense		-			-		22,157
Employee separation costs		-			-		2,474
Pension settlement loss		-			-		60,431
Contract termination costs		-			-		1,231
Godrej Hershey Ltd. goodwill impairment		-			44,692		-

Total business realignment and impairment (credits) charges, net		(886	)		83,433		82,875

Total net charges associated with business realignment initiatives and impairment	$	49,171		$	98,570	$	99,131

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Purchase obligations covered by purchase agreements with various suppliers


Obligations	2012		2013		2014		2015
In millions of dollars

Purchase obligations	$	1,315.1	$	488.2	$	26.3	$	7.6

Future minimum payments under non-cancelable operating leases

We have commitments under various lease obligations. Future minimum payments under lease obligations with a remaining term in excess of one year were as follows as of December 31, 2011:


Lease Commitments	2012		2013		2014		2015		2016		Thereafter
In millions of dollars

Future minimum rental payments	$	16.9	$	11.1	$	8.8	$	7.7	$	6.7	$	7.4

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Fair Value of Derivative Instruments

The fair value of derivative instruments in the Consolidated Balance Sheet as of December 31, 2011 was as follows:

Balance Sheet Caption	Interest Rate Swap Agreements		Foreign Exchange Forward Contracts and Options		Commodities Futures and Options Contracts
In thousands of dollars
Prepaid expense and other current assets	$	-	$	3,954	$	3,929
Other assets	$	-	$	-	$	-
Accrued liabilities	$	-	$	5,297	$	2,103
Other long-term liabilities	$	-	$	12	$	-

The fair value of derivative instruments in the Consolidated Balance Sheet as of December 31, 2010 was as follows:

Balance Sheet Caption	Interest Rate Swap Agreements		Foreign Exchange Forward Contracts and Options		Commodities Futures and Options Contracts
In thousands of dollars
Prepaid expense and other current assets	$	-	$	6,748	$	-
Other assets	$	-	$	2,737	$	-
Accrued liabilities	$	8,873	$	5,109	$	3,233
Other long-term liabilities	$	-	$	2,348	$	-

Effect of Derivative Instruments on the Consolidated Statements of Income

The effect of derivative instruments on the Consolidated Statements of Income for the year ended December 31, 2011 was as follows:

Cash Flow Hedging Derivatives	Interest Rate Swap Agreements			Foreign Exchange Forward Contracts and Options			Commodities Futures and Options Contracts
In thousands of dollars
Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)	$	(19,221	)	$	(1,655	)	$	(154,135	)
Gains (losses) reclassified from accumulated OCI into income (effective portion) (a)	$	1,263		$	1,619		$	17,400
Losses recognized in income (ineffective portion) (b)	$	(996	)	$	—		$	(982	)

The effect of derivative instruments on the Consolidated Statements of Income for the year ended December 31, 2010 was as follows:

Cash Flow Hedging Derivatives	Interest Rate Swap Agreements			Foreign Exchange Forward Contracts and Options			Commodities Futures and Options Contracts
In thousands of dollars
Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)	$	(18,044	)	$	15,840		$	5,464
Gains (losses) reclassified from accumulated OCI into income (effective portion) (a)	$	679		$	(6,545	)	$	58,500
Gains recognized in income (ineffective portion) (b)	$	—		$	—		$	781

(a)

(b)

Losses recognized in income were included in cost of sales for commodities futures and options contracts and interest expense for interest rate swap agreements.

FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Foreign Exchange Activity

Foreign Exchange Forward Contracts

For information on the objectives, strategies and accounting polices related to our use of foreign exchange forward contracts, see Note 6, Derivative Instruments and Hedging Activities.

The following table summarizes our foreign exchange activity:

December 31,	2011			2010
	Contract Amount		Primary Currencies	Contract Amount		Primary Currencies
In millions of dollars

Foreign exchange forward contracts to purchase foreign currencies	$	50.4	Euros British pound sterling	$	73.5	Euros Canadian dollars

Foreign exchange forward contracts to sell foreign currencies	$	99.6	Canadian dollars	$	150.3	Canadian dollars

December 31,	2011			2010
In millions of dollars

Fair value of foreign exchange forward contracts, net— (liability) asset	$	(1.4	)	$	2.0

FAIR VALUE ACCOUNTING (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

A summary of our cash flow hedging derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2011, is as follows:

Description	Fair Value as of December 31, 2011		Quoted Prices in Active Markets of Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
In thousands of dollars
Assets
Cash flow hedging derivatives	$	7,883	$	3,929	$	3,954	$	-

Liabilities Cash flow hedging derivatives	$	7,412	$	2,103	$	5,309	$	-

A summary of our cash flow hedging derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2010, is as follows:

Description	Fair Value as of December 31, 2010		Quoted Prices in Active Markets of Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
In thousands of dollars
Assets
Cash flow hedging derivatives	$	9,485	$	-	$	9,485	$	-

Liabilities Cash flow hedging derivatives	$	19,563	$	3,233	$	16,330	$	-

COMPREHENSIVE INCOME (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Comprehensive Income (Loss)

A summary of the components of comprehensive income is as follows:

For the year ended December 31, 2011	Pre-Tax Amount			Tax (Expense) Benefit		After-Tax Amount
In thousands of dollars

Net income						$	628,962

Other comprehensive income (loss):
Foreign currency translation adjustments	$	(21,213	)	$	-		(21,213	)
Pension and post-retirement benefit plans		(137,918	)		52,095		(85,823	)
Cash flow hedges:
Losses on cash flow hedging derivatives		(175,011	)		67,298		(107,713	)
Reclassification adjustments		(20,282	)		7,767		(12,515	)

Total other comprehensive loss	$	(354,424	)	$	127,160		(227,264	)

Comprehensive income						$	401,698


For the year ended December 31, 2010	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount
In thousands of dollars

Net income							$	509,799

Other comprehensive income (loss):
Foreign currency translation adjustments	$	14,123		$	-			14,123
Pension and post-retirement benefit plans		10,529			(5,399	)		5,130
Cash flow hedges:
Gains on cash flow hedging derivatives		3,260			(2,259	)		1,001
Reclassification adjustments		(52,634	)		20,157			(32,477	)

Total other comprehensive loss	$	(24,722	)	$	12,499			(12,223	)

Comprehensive income							$	497,576


For the year ended December 31, 2009	Pre-Tax Amount		Tax (Expense) Benefit			After-Tax Amount
In thousands of dollars

Net income						$	435,994

Other comprehensive income (loss):
Foreign currency translation adjustments	$	38,302	$	-			38,302
Pension and post-retirement benefit plans		68,217		(29,574	)		38,643
Cash flow hedges:
Gains on cash flow hedging derivatives		125,198		(46,941	)		78,257
Reclassification adjustments		3,014		(1,152	)		1,862

Total other comprehensive income	$	234,731	$	(77,667	)		157,064

Comprehensive income						$	593,058

Components of Accumulated Other Comprehensive Income (Loss)


December 31,	2011			2010
In thousands of dollars

Foreign currency translation adjustments	$	1,459		$	22,672
Pension and post-retirement benefit plans, net of tax		(356,403	)		(270,580	)
Cash flow hedges, net of tax		(87,387	)		32,841

Total accumulated other comprehensive loss	$	(442,331	)	$	(215,067	)

INTEREST EXPENSE (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Net interest expense

Net interest expense consisted of the following:

For the years ended December 31,	2011			2010			2009
In thousands of dollars

Long-term debt and lease obligations	$	85,543		$	91,144		$	89,575
Short-term debt		17,051			8,676			4,401
Capitalized interest		(7,814	)		(2,116	)		(2,640	)

Interest expense, gross		94,780			97,704			91,336
Interest income		(2,597	)		(1,270	)		(877	)

Interest expense, net	$	92,183		$	96,434		$	90,459

LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Long-term debt

Long-term debt consisted of the following:


December 31,	2011		2010
In thousands of dollars

5.30% Notes due 2011	$	-	$	250,000
6.95% Notes due 2012		92,533		92,533
5.00% Notes due 2013		250,000		250,000
4.85% Notes due 2015		250,000		250,000
5.45% Notes due 2016		250,000		250,000
1.50% Notes due 2016		250,000		-
4.125% Notes due 2020		350,000		350,000
8.8% Debentures due 2021		100,000		100,000
7.2% Debentures due 2027		250,000		250,000
Other obligations, net of unamortized debt discount		53,560		10,684

Total long-term debt		1,846,093		1,803,217
Less-current portion		97,593		261,392

Long-term portion	$	1,748,500	$	1,541,825

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Income (Loss) before income taxes

Our income (loss) before income taxes was as follows:


For the years ended December 31,	2011		2010			2009
In thousands of dollars

Domestic	$	904,418	$	839,012		$	670,753
Foreign		58,427		(30,148	)		378

Income before income taxes	$	962,845	$	808,864		$	671,131

Provisions from Income taxes

Our provision for income taxes was as follows:


For the years ended December 31,	2011			2010			2009
In thousands of dollars

Current:
Federal	$	254,732		$	283,449		$	235,282
State		32,174			28,423			42,206
Foreign		13,366			5,847			(1,773	)

Current provision for income taxes		300,272			317,719			275,715

Deferred:
Federal		37,160			(19,590	)		(37,298	)
State		(1,005	)		(2,056	)		(2,682	)
Foreign		(2,544	)		2,992			(598	)

Deferred income tax provision (benefit)		33,611			(18,654	)		(40,578	)

Total provision for income taxes	$	333,883		$	299,065		$	235,137

Components of deferred tax assets and liabilities


December 31,	2011			2010
In thousands of dollars

Deferred tax assets:
Post-retirement benefit obligations	$	120,174		$	115,068
Accrued expenses and other reserves		117,939			120,258
Stock-based compensation		62,666			72,498
Derivative instruments		62,117			—
Pension		48,884			—
Lease financing obligation		19,159			—
Accrued trade promotion reserves		11,209			6,902
Net operating loss carryforwards		51,948			54,649
Other		9,016			5,598

Gross deferred tax assets		503,112			374,973
Valuation allowance		(64,551	)		(64,799	)

Total deferred tax assets		438,561			310,174

Deferred tax liabilities:
Property, plant and equipment, net		188,092			145,378
Derivative instruments		—			12,925
Pension		—			4,906
Acquired intangibles		34,912			35,631
Inventories		32,775			25,746
Other		7,377			8,441

Total deferred tax liabilities		263,156			233,027

Net deferred tax assets	$	175,405		$	77,147

Included in:
Current deferred tax assets, net	$	136,861		$	55,760
Non-current deferred tax assets, net		38,544			21,387

Net deferred tax assets	$	175,405		$	77,147

Reconciliation of the U.S. federal statutory rate and tax expense at the statutory rate with the effective tax rate and the provision for income taxes

The following table reconciles the Federal statutory income tax rate with our effective income tax rate:

For the years ended December 31,	2011		2010		2009
Federal statutory income tax rate	35.0	%	35.0	%	35.0	%
Increase (reduction) resulting from:
State income taxes, net of Federal income tax benefits	2.4		2.8		3.0
Qualified production income deduction	(2.2	)	(2.4	)	(1.7	)
Business realignment and impairment charges and gain on sale of trademark licensing rights	(0.1	)	1.8		(0.5	)
International operations	(0.6	)	0.4		(0.1	)
Other, net	0.2		(0.6	)	(0.7	)

Effective income tax rate	34.7	%	37.0	%	35.0	%

Rollforward of unrecognized tax benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

December 31,	2011			2010
In thousands of dollars

Balance at beginning of year	$	58,004		$	63,005
Additions for tax positions taken during prior years		4,207			1,980
Reductions for tax positions taken during prior years		(210	)		(2,053	)
Additions for tax positions taken during the current year		5,157			5,165
Settlements		(1,551	)		(2,975	)
Expiration of statutes of limitations		(12,054	)		(7,118	)

Balance at end of year	$	53,553		$	58,004

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Tables)

12 Months Ended

Dec. 31, 2011

Change in benefit obligation [Roll Forward]

Schedule of defined benefit plans disclosure

A summary of the changes in benefit obligations and plan assets is as follows:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Change in benefit obligation
Projected benefits obligation at beginning of year	$	1,049,766		$	957,538		$	306,300		$	324,613
Service cost		30,059			28,287			1,333			1,385
Interest cost		52,960			53,500			14,967			16,254
Plan amendments		181			—			7,191			—
Actuarial loss (gain)		75,790			71,171			8,115			(15,055	)
Curtailment		1,351			—			2,961			—
Settlement		(120	)		(247	)		—			—
ERRP proceeds and Medicare drug subsidy		—			—			811			671
Currency translation and other		(2,052	)		3,512			(332	)		753
Benefits paid		(51,179	)		(63,995	)		(22,810	)		(22,321	)

Projected benefits obligation at end of year		1,156,756			1,049,766			318,536			306,300

Change in plan assets
Fair value of plan assets at beginning of year		1,000,318			942,445			—			—
Actual return on plan assets		5,101			112,824			—			—
Employer contribution		8,861			6,073			22,810			21,650
Settlement		(120	)		(247	)		—			—
Medicare drug subsidy		—			—			—			671
Currency translation and other		(1,560	)		3,218			—			—
Benefits paid		(51,179	)		(63,995	)		(22,810	)		(22,321	)

Fair value of plan assets at end of year		961,421			1,000,318			—			—

Funded status at end of year	$	(195,335	)	$	(49,448	)	$	(318,536	)	$	(306,300	)

Amounts recognized in the Consolidated Balance Sheets consisted of the following:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Other assets	$	—		$	25,886		$	—		$	—
Accrued liabilities		(21,742	)		(14,050	)		(28,800	)		(28,337	)
Other long-term liabilities		(173,593	)		(61,284	)		(289,736	)		(277,963	)

Total	$	(195,335	)	$	(49,448	)	$	(318,536	)	$	(306,300	)
								)

Amounts recognized in accumulated other comprehensive loss, net of tax, consisted of the following:

	Pension Benefits						Other Benefits
December 31,	2011			2010			2011			2010
In thousands of dollars

Actuarial net (loss) gain	$	(356,379	)	$	(280,936	)	$	(1,545	)	$	5,118
Net prior service credit (cost)		5,101			4,265			(3,580	)		973

Total	$	(351,278	)	$	(276,671	)	$	(5,125	)	$	6,091

Plans with accumulated benefit obligations in excess of plan assets were as follows:

December 31,	2011		2010
In thousands of dollars

Projected benefit obligation	$	1,087,388	$	81,867
Accumulated benefit obligation		1,048,997		69,591
Fair value of plan assets		898,852		15,427

Net periodic benefit cost for our pension and other post-retirement plans consisted of the following:

	Pension Benefits									Other Benefits
For the years ended December 31,	2011			2010			2009			2011			2010			2009
In thousands of dollars

Service cost	$	30,059		$	28,287		$	25,877		$	1,333		$	1,385		$	1,529
Interest cost		52,960			53,500			58,435			14,967			16,254			18,704
Expected return on plan assets		(78,161	)		(76,121	)		(70,569	)		—			—			—
Amortization of prior service cost (credit)		1,002			1,142			1,204			(255	)		(278	)		(474	)
Amortization of net loss (gain)		28,004			28,522			33,603			(71	)		(135	)		(155	)
Administrative expenses		653			412			321			244			261			281

Net periodic benefit cost		34,517			35,742			48,871			16,218			17,487			19,885
Curtailment loss (credit)		1,826			—			—			(174	)		—			—
Settlement loss		46			16			60,496			—			—			—
																	—
Total amount reflected in earnings	$	36,389		$	35,758		$	109,367		$	16,044		$	17,487		$	19,885

Amounts recognized in other comprehensive loss (income) and net periodic benefit cost before tax for our pension and other post-retirement plans consisted of the following:

	Pension Benefits									Other Benefits
For the years ended December 31,	2011			2010			2009			2011		2010			2009
In thousands of dollars
Actuarial net loss (gain)	$	120,401		$	5,308		$	(78,654	)	$	11,216	$	(15,044	)	$	11,167
Prior service (credit) cost		(1,313	)		(1,086	)		(1,204	)		7,614		293			474

Total recognized in other comprehensive loss (income)	$	119,088		$	4,222		$	(79,858	)	$	18,830	$	(14,751	)	$	11,641

Total recognized in net periodic benefit cost and other comprehensive loss (income)	$	153,605		$	39,964		$	(30,987	)	$	35,048	$	2,736		$	31,526


	Pension Plans		Post-Retirement Benefit Plans
Amortization of net actuarial loss (gain)	$	39,108	$	(70	)

Amortization of prior service cost	$	729	$	620

Assumptions

Certain weighted-average assumptions used in computing the benefit obligations as of December 31, 2011 and 2010 were as follows:

	Pension Benefits				Other Benefits
	2011		2010		2011		2010
Discount rate		4.5%		5.2%		4.5%		5.2%
Rate of increase in compensation levels		4.1%		4.1%		N/A		N/A

Certain weighted-average assumptions used in computing net periodic benefit cost are as follows:

	Pension Benefits						Other Benefits
For the years ended December 31,	2011		2010		2009		2011		2010		2009

Discount rate		5.2%		5.7%		6.4%		5.2%		5.7%		6.4%
Expected long-term return on plan assets		8.0%		8.5%		8.5%		N/A		N/A		N/A
Rate of compensation increase		4.1%		4.1%		4.1%		N/A		N/A		N/A

Impact of assumed health care cost trend rates	One-Percentage Point Increase		One-Percentage Point (Decrease)
In thousands of dollars

Effect on total service and interest cost components	$	240	$	(218	)
Effect on post-retirement benefit obligation		5,082		(4,650	)

Plan Assets

	Asset Class		Target Allocation 2011
	Equity securities		58% – 85%
	Debt securities		15% – 42%
	Cash and certain other investments		0% – 5%

Information about the expected cash flows for our pension and other post-retirement benefit plans is as follows:

	Expected Benefit Payments
	2012		2013		2014		2015		2016			2017–2021
In thousands of dollars

Pension Benefits	$	103,114	$	57,499	$	62,170	$	68,428	$	73,684	$	482,861
Other Benefits		28,818		28,352		27,674		26,901		26,129		106,526

Change in fair value of plan assets [Roll Forward]

Schedule of fair value of financial assets for pension and postretirement benefits

The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair value as of December 31, 2011:

In thousands of dollars	Quoted prices in active markets of identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant other unobservable inputs (Level 3)		Total assets measured at fair value as of December 31, 2011

Cash and cash equivalents	$	4,266	$	15,875	$	—	$	20,141
Equity securities:
U.S. all-cap (a)		79,164		133,580		—		212,744
U.S. large-cap (b)		114,463		—		—		114,463
U.S. small/mid-cap		21,008		—		—		21,008
International all-cap (c)		117,415		2,962		—		120,377
Global all-cap (d)		212,891		8,903		—		221,794
Domestic real estate		22,250		—		—		22,250
Fixed income securities:
U.S. government/agency		90,403		2,319		—		92,722
Corporate bonds (e)		44,932		3,433		—		48,365
Collateralized obligations (f)		29,507		6,631		—		36,138
International government/corporate bonds (g)		20,997		30,422		—		51,419

Total Investments	$	757,296	$	204,125	$	—	$	961,421

The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair value as of December 31, 2010:

In thousands of dollars	Quoted prices in active markets of identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant other unobservable inputs (Level 3)		Total assets measured at fair value as of December 31, 2010

Cash and cash equivalents	$	131	$	9,885	$	-	$	10,016
Equity securities:
U.S. all-cap (a)		19,928		132,633		-		152,561
U.S. large-cap (b)		131,494		329		-		131,823
U.S. small/mid-cap		20,325		762		-		21,087
International all-cap (c)		154,191		3,368		-		157,559
Global all-cap (d)		210,128		11,554		-		221,682
Domestic real estate		19,568		1,123		-		20,691
Fixed income securities:
U.S. government/agency		52,199		31,743		-		83,942
Corporate bonds (e)		43,084		36,679		-		79,763
Collateralized obligations (f)		32,594		31,096		-		63,690
International government/corporate bonds (g)		25,775		31,729		-		57,504

Total Investments	$	709,417	$	290,901	$	-	$	1,000,318

(a) This category comprises equity funds that track the Russell 3000 index.

(b) This category comprises equity funds that track the S&P 500 and/or Russell 1000 indices.

(d) This category comprises equity funds that track the MSCI World index.

(e) This category comprises fixed income funds primarily invested in investment grade bonds.

(f) This category comprises fixed income funds primarily invested in investment high quality mortgage-backed securities and other asset-backed obligations.

(g) This category comprises fixed income funds invested in Canadian and other international bonds.

CAPITAL STOCK NET INCOME PER SHARE (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Changes in outstanding Common Stock

Changes in outstanding Common Stock for the past 3 years were as follows:

For the years ended December 31,	2011		2010		2009
Shares issued	359,901,744		359,901,744		359,901,744

Treasury shares at beginning of year	(132,871,512	)	(131,903,468	)	(132,866,673	)
Stock repurchases:
Repurchase programs	(1,902,753	)	—		—
Stock-based compensation programs	(5,179,028	)	(3,932,373	)	(252,006	)
Stock issuances:
Stock-based compensation programs	5,257,467		2,964,329		1,215,211

Treasury shares at end of year	(134,695,826	)	(132,871,512	)	(131,903,468	)

Net shares outstanding at end of year	225,205,918		227,030,232		227,998,276

Basic and Diluted Earnings Per Share

Basic and Diluted Earnings Per Share were computed based on the weighted-average number of shares of the Common Stock and the Class B Stock outstanding as follows:

For the years ended December 31,	2011		2010		2009
In thousands except per share amounts

Net income	$	628,962	$	509,799	$	435,994

Weighted-average shares—Basic
Common Stock		165,929		167,032		167,136
Class B Stock		60,645		60,708		60,709

Total weighted-average shares—Basic		226,574		227,740		227,845

Effect of dilutive securities:
Employee stock options		2,565		1,852		781
Performance and restricted stock units		780		721		369

Weighted-average shares—Diluted		229,919		230,313		228,995

Earnings Per Share—Basic
Common Stock	$	2.85	$	2.29	$	1.97

Class B Stock	$	2.58	$	2.08	$	1.77

Earnings Per Share—Diluted
Common Stock	$	2.74	$	2.21	$	1.90

Class B Stock	$	2.56	$	2.07	$	1.77

STOCK COMPENSATION PLAN (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Stock Compensation Costs

The following table summarizes our compensation costs:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Total compensation amount charged against income for stock compensation plans, including stock options, performance stock units and restricted stock units	$	43.5	$	49.5	$	53.8
Total income tax benefit recognized in Consolidated Statements of Income for share-based compensation	$	15.1	$	17.4	$	19.1

Fair Value of Each Stock Option Grant

For the years ended December 31,	2011		2010		2009
Dividend yields		2.7%		3.2%		3.3%
Expected volatility		22.5%		21.7%		21.6%
Risk-free interest rates		2.8%		3.1%		2.1%
Expected lives in years		6.5		6.5		6.6

Compensation Costs for Stock Options

The following table summarizes our compensation costs for stock options:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Compensation amount charged against income for stock options	$	22.5	$	20.3	$	23.8
Compensation cost reductions related to stock option forfeitures associated with the Global Supply Chain Transformation Program	$	-	$	-	$	0 .3

Summary of the Status of Stock Options

A summary of the status of our Company’s stock options and changes during the years ending on those dates follows:

	2011					2010					2009
Stock Options	Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price
Outstanding at beginning of year		17,997,082		$	42.21		18,230,439		$	41.63		16,671,643		$	42.08
Granted		2,191,627		$	51.62		2,828,800		$	39.61		3,196,950		$	34.95
Exercised		(4,875,122	)	$	38.30		(2,646,860	)	$	34.74		(1,069,137	)	$	26.49
Forfeited		(773,145	)	$	43.90		(415,297	)	$	46.26		(569,017	)	$	45.86

Outstanding at end of year		14,540,442		$	44.86		17,997,082		$	42.21		18,230,439		$	41.63

Options exercisable at year-end		8,453,362		$	46.95		10,507,127		$	45.13		10,628,081		$	43.79

Weighted-average fair value of options granted during the year (per share)	$	9.97				$	6.86				$	5.32

Intrinsic Value of Options

The following table summarizes the intrinsic value of our stock options:

For the years ended December 31,	2011		2010		2009
In millions of dollars

Intrinsic value of options exercised	$	81.3	$	30.2	$	12.9

Summary of information on outstanding and exercisable stock options

The following table summarizes information about stock options outstanding as of December 31, 2011:

	Options Outstanding			Options Exercisable
Range of Exercise Prices	Number Outstanding as of 12/31/11	Weighted- Average Remaining Contractual Life in Years	Weighted- Average Exercise Price	Number Exercisable as of 12/31/11	Weighted- Average Exercise Price
$31.25 - $35.87	4,605,732	6.0	$35.17	2,406,420	$35.08
$35.89 - $51.42	5,696,037	6.9	$44.11	1,914,771	$41.44
$51.65 - $64.65	4,238,673	3.8	$56.39	4,132,171	$56.41

$31.25 - $64.65	14,540,442	5.7	$44.86	8,453,362	$46.95

Compensation amount charged against income for performance and restricted stock units

For the years ended December 31,	2011	2010	2009
In millions of dollars

Compensation amount charged against income for performance and restricted stock units	$ 21.0	$ 29.2	$ 30.0

Performance stock units and restricted stock units granted for potential future distribution

For the years ended December 31,	2011	2010	2009
Units granted	543,596	640,363	552,195
Weighted-average fair value at date of grant	$58.28	$43.84	$37.87
Monte Carlo simulation assumptions:
Estimated values	$37.79	$28.62	$24.63
Dividend yields	2.7%	3.2%	3.3%
Expected volatility	28.8%	29.5%	28.1%

Performance Stock Units and Restricted Stock Units

A summary of the status of our Company’s performance stock units and restricted stock units as of December 31, 2011 and the change during 2011 follows:

Performance Stock Units and Restricted Stock Units	2011		Weighted-average grant date fair value for equity awards or market value for liability awards
Outstanding at beginning of year		1,948,758	$39.27
Granted		543,596	$58.28
Performance assumption change		211,076	$52.48
Vested		(701,360)	$45.38
Forfeited		(261,591)	$50.26

Outstanding at end of year		1,740,479	$48.70

Intrinsic Value of Share-based Liabilities Paid

For the years ended December 31,	2011	2010	2009
In millions of dollars

Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested	$ 36.6	$ 16.5	$ 9.9

SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Schedule of inventory, current

December 31,	2011			2010
In thousands of dollars

Raw materials	$	241,812		$	209,058
Goods in process		91,956			73,068
Finished goods		482,095			404,666

Inventories at FIFO		815,863			686,792
Adjustment to LIFO		(166,910	)		(153,170	)

Total inventories	$	648,953		$	533,622

Property, plant and equipment

December 31,	2011			2010
In thousands of dollars

Land	$	92,495		$	71,060
Buildings		895,859			843,094
Machinery and equipment		2,600,204			2,410,609

Property, plant and equipment, gross		3,588,558			3,324,763
Accumulated depreciation		(2,028,841	)		(1,887,061	)

Property, plant and equipment, net	$	1,559,717		$	1,437,702

Goodwill and intangible assets

December 31,	2011			2010
In thousands of dollars

Unamortized intangible assets:
Goodwill balance at beginning of year	$	524,134		$	571,580
Effect of foreign currency translation		(7,389	)		5,467
Impairment charge		—			(52,913	)

Goodwill balance at end of year	$	516,745		$	524,134

Trademarks	$	88,513		$	91,305
Amortized intangible assets, gross:
Customer-related		33,926			33,926
Intangible asset associated with cooperative agreement with Bauducco		13,683			13,683
Patents		8,817			8,317
Effect of foreign currency translation		(5,568	)		(1,328	)

Total other intangible assets, gross		139,371			145,903
Accumulated amortization		(27,458	)		(22,823	)

Other intangibles	$	111,913		$	123,080
		,

Accrued liabilities

December 31,	2011		2010
In thousands of dollars

Payroll, compensation and benefits	$	233,547	$	219,353
Advertising and promotion		253,534		210,543
Other		125,105		163,412

Total accrued liabilities	$	612,186	$	593,308

Other long-term liabilities

December 31,	2011		2010
In thousands of dollars

Accrued post-retirement benefits	$	289,736	$	277,963
Other		327,540		216,498

Total other long-term liabilities	$	617,276	$	494,461

QUARTERLY DATA (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2011

Notes To Financial Statements Abstract

Quarterly data

Year 2011	First		Second		Third		Fourth
In thousands of dollars except per share amounts

Net sales	$	1,564,223	$	1,325,171	$	1,624,249	$	1,567,145
Gross profit		656,185		564,320		680,181		631,206
Net income		160,115		130,019		196,695		142,133
Per share-Basic-Class B Common Stock		.65		.53		.81		.59
Per share-Diluted-Class B Common Stock		.65		.53		.80		.58
Per share-Basic-Common Stock		.72		.59		.89		.65
Per share-Diluted-Common Stock		.70		.56		.86		.62

Year 2010	First		Second		Third		Fourth
In thousands of dollars except per share amounts

Net sales	$	1,407,843	$	1,233,242	$	1,547,115	$	1,482,809
Gross profit		593,980		546,538		655,220		619,470
Net income		147,394		46,723		180,169		135,513
Per share-Basic-Class B Common Stock		.60		.19		.74		.55
Per share-Diluted-Class B Common Stock		.60		.19		.73		.55
Per share-Basic-Common Stock		.66		.21		.81		.61
Per share-Diluted-Common Stock		.64		.20		.78		.59

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Tables)

12 Months Ended

Dec. 31, 2011

Schedule to Financial Statements [Abstract]

Schedule of Valuation and Qualifying Accounts Disclosure

Schedule II

THE HERSHEY COMPANY AND SUBSIDIARIES

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS

For the Years Ended December 31, 2011, 2010 and 2009


		Additions
Description	Balance at Beginning of Period	Charged to Costs and Expenses	Charged to Other Accounts	Deductions from Reserves		Balance at End of Period
In thousands of dollars

Year Ended December 31, 2011: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$15,190	$135,147	$-	$(135,360	)	$14,977

Year Ended December 31, 2010: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$15,721	$128,377	$-	$(128,908	)	$15,190

Year Ended December 31, 2009: Reserves deducted in the consolidated balance sheet from the assets to which they apply (a)
Accounts Receivable—Trade	$16,594	$125,967	$-	$(126,840	)	$15,721

(a) Includes allowance for doubtful accounts and anticipated discounts.

SUMMARY SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)	Dec. 31, 2009 USD ($)
Minority Interest [Line Items]
Total equity investments	$ 40,700	$ 36,500
Ownership interest in Lotte Confectionery Company, LTD (in hundredths)	44.00%
Property, plant, and equipment [Line items]
Property, Plant and Equipment, Net	$ 1,559,717	1,437,702
Accumulated Depreciation Depletion And Amortization Property Plant And Equipment	2,028,841	1,887,061
Finite-Lived Intangible Assets [Line Items]
Goodwill Impairment Loss Net Of Share For Noncontrolling Interests		44,700
Research and development expense	32,200	30,500	$ 28,100
Advertising expense for selling, marketing and administrative	$ 414,200	391,100	$ 241,200
Percentage ownership of interest in subsidiary (in hundredths)	49.00%
Machinery and equipment [Member]
Property, plant, and equipment [Line items]
Property, Plant and Equipment, Useful Life, Minimum (in years)	3
Property, Plant and Equipment, Useful Life, Maximum (in years)	15
Buildings and related improvements [Member]
Property, plant, and equipment [Line items]
Property, Plant and Equipment, Useful Life, Minimum (in years)	25
Property, Plant and Equipment, Useful Life, Maximum (in years)	40
Computer Software [Member]
Property, plant, and equipment [Line items]
Property, Plant and Equipment, Useful Life, Minimum (in years)	3
Property, Plant and Equipment, Useful Life, Maximum (in years)	5
Property, Plant and Equipment, Net	$ 49,400	45,500
Accumulated Depreciation Depletion And Amortization Property Plant And Equipment	$ 232,800	$ 211,600
Godrej hershey ltd subsidiary [Member]
Minority Interest [Line Items]
Ownership interest in Godrej Hershey Ltd (in hundredths)	51.00%
Finite-Lived Intangible Assets [Line Items]
Percentage ownership of interest in subsidiary (in hundredths)	51.00%
Hershey do brasil subsidiary [Member]
Minority Interest [Line Items]
Portion of interest in Hershey do Brasil conveyed to Bauducco (in hundredths)	49.00%
Ownership interest in Hershey do Brasil (in hundredths)	51.00%
Finite-Lived Intangible Assets [Line Items]
Percentage ownership of interest in subsidiary (in hundredths)	51.00%
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Useful Life	7
Customer-related intangible assets [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Useful Life	12

BUSINESS ACQUISITIONS AND DIVESTITURES (Details) $ in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)	Dec. 31, 2009 USD ($)	Jan. 29, 2012 CAD ($)
Notes To Financial Statements Abstract
Purchase price for acquisition of new business and licensing agreement				$ 175.0
Total liabilities assumed			$ 3,600
Percentage of ownership of subsidiary conveyed in association with cooperative agreement (in hundredths)	44.00%
Business acquisition	$ 5,750	$ 0	$ 15,220
Percentage ownership of interest in subsidiary (in hundredths)	49.00%

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Restructuring and Related Cost [Line Items]
Goodwill impairment loss		$ (52,913)
Proceeds from lease financing agreement	$ 47,601	0	$ 0
Lease financing obligation	50,000
Payments Against Restructuring Reserve	2,200	300
Restructuring reserve settled with cash		7,800	28,500
Total business realignment and impairment charges, net	(886)	83,433	82,875
Total Business Realignment and Impairment Charges	49,171	98,570	99,131
Severance Costs Credits	11,200
Curtailment Loss	1,700
Next Century Program [Member]
Restructuring and Related Cost [Line Items]
Restructuring and related costs, total estimated costs, minimum	150,000
Restructuring and related costs, total estimated costs, maximum	$ 160,000
Estimated time period for the program, from implementation to completion (in years)	3
Estimated project implementation costs	$ 20,000
Total costs recorded during the period for this program	43,400	53,900
Employee separation costs related to involuntary terminations at manufacturing facilities	19,500
Plant closure expense			0
Employee Separation Costs			0
Global Supply Chain Transformation Program [Member]
Restructuring and Related Cost [Line Items]
Net gain on sale of fixed assets	0	0	(3,418)
Plant closure expense	0	0	22,157
Pension settlement loss	0	0	60,431
Contract termination costs	0	0	1,231
Employee Separation Costs	0	0	2,474
Real estate with a carrying value or fair value less cost to sell being held for sale	6,900
Godrej Hershey Ltd. [Member]
Restructuring and Related Cost [Line Items]
Goodwill impairment loss		44,692
Costs Recorded in Cost of Sales [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	45,096	13,644	10,136
Costs Recorded in Cost of Sales [Member] \| Next Century Program [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	39,280	13,644	0
Costs Recorded in Cost of Sales [Member] \| Global Supply Chain Transformation Program [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	5,816	0	10,136
Costs Recorded in Selling, Marketing and Administrative [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	4,961	1,493	6,120
Costs Recorded in Selling, Marketing and Administrative [Member] \| Next Century Program [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	4,961	1,493	0
Costs Recorded in Selling, Marketing and Administrative [Member] \| Global Supply Chain Transformation Program [Member]
Restructuring and Related Cost [Line Items]
Total business realignment and impairment charges, net	0	0	$ 6,120
Costs Recorded as Realignment and Impairment Charges [Member]
Restructuring and Related Cost [Line Items]
Restructuring and related costs, total estimated costs, minimum	130,000
Restructuring and related costs, total estimated costs, maximum	140,000
Costs Recorded as Realignment and Impairment Charges [Member] \| Next Century Program [Member]
Restructuring and Related Cost [Line Items]
Plant closure expense	8,620	5,516
Employee Separation Costs	$ (9,506)	$ 33,225

NONCONTROLLING INTERESTS IN SUBSIDIARIES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Minority Interest [Line Items]
Percentage ownership of interest in subsidiary (in hundredths)	49.00%
Minority interest	$ 23,626	$ 35,285
Subsidiary net income (loss) attributable to noncontrolling interest	7,400	8,200	$ 4,100
Contributions from noncontrolling interests in subsidiaries	$ 0	10,199	7,322
Godrej hershey ltd subsidiary [Member]
Minority Interest [Line Items]
Percentage ownership of interest in subsidiary (in hundredths)	51.00%
Cash contribution to subsidiary			$ 8,700
Cash contributed by Company in association with rights agreement		11,100
Cash contributed by minority interest in association with rights agreement		9,300
Hershey do brasil subsidiary [Member]
Minority Interest [Line Items]
Percentage ownership of interest in subsidiary (in hundredths)	51.00%
Cash contribution to subsidiary		1,000
Cash contribution by noncontrolling interest to subsidiary		$ 900

COMMITMENTS AND CONTINGENCIES (Details) - 12 months ended Dec. 31, 2011 $ in Millions, $ in Millions	CAD ($)	USD ($)
Unrecorded Unconditional Purchase Obligation Payment Schedule [Abstract]
2012		$ 1,315.1
2013		488.2
2014		26.3
2015		7.6
Operating Leases, Future Minimum Payments Due [Abstract]
2012		16.9
2013		11.1
2014		8.8
2015		7.7
2016		6.7
Thereafter		$ 7.4
Loss Contingencies [Line Items]
Legal cash settlement	$ 5.3
US [Member]
Loss Contingencies [Line Items]
Civil Antitrust Suits		90
Canada [Member]
Loss Contingencies [Line Items]
Number of Canadian wholesalers involved in Canadian investigations		1
Civil Antitrust Suits		13

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)
Notes To Financial Statements Abstract
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months	$ 71,300
Minimum Length Of Time Hedged In Foreign Currency Cash Flow Hedge	3
Maximum Length Of Time Hedged In Foreign Currency Cash Flow Hedge	24
Minimum Notional Amount Of Foreign Currency Derivative Purchase Contracts	$ 2,700
Maximum Notional Amount Of Foreign Currency Derivative Purchase Contracts	93,200
Minimum Notional Amount Of Foreign Currency Derivative Sale Contracts	56,200
Maximum Notional Amount Of Foreign Currency Derivative Sale Contracts	$ 192,800
Description of Derivative Activity Minimum Volume	50,000
Description of Derivative Activity Maximum Volume	60,000
Minimum Length Of Time Hedged In Commodities Futures and Options Cash Flow Hedges	3
Maximum Length Of Time Hedged In Commodities Futures and Options Cash Flow Hedges	24
Cash Flow Hedging Derivatives
Fair value of foreign exchange forward contracts with gains	$ 3,900
Fair value of foreign exchange forward contracts with losses	5,300
Interest Rate Swap Agreements
Balance Sheet Caption
Prepaid expense and other current assets	0	$ 0
Other assets	0	0
Accrued liabilities	0	8,873
Other long-term liabilities	0	0
Cash Flow Hedging Derivatives
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(19,221)	(18,044)
Gains (losses) reclassified from accumulated OCI into income (effective portion)	1,263	679
Gains (losses) recognized in income (ineffective portion)	(996)	0
Foreign Exchange Forward Contracts and Options
Balance Sheet Caption
Prepaid expense and other current assets	3,954	6,748
Other assets	0	2,737
Accrued liabilities	5,297	5,109
Other long-term liabilities	12	2,348
Cash Flow Hedging Derivatives
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(1,655)	15,840
Gains (losses) reclassified from accumulated OCI into income (effective portion)	1,619	(6,545)
Gains (losses) recognized in income (ineffective portion)	0	0
Commodities Futures and Options Contracts
Balance Sheet Caption
Prepaid expense and other current assets	3,929	0
Other assets	0	0
Accrued liabilities	2,103	3,233
Other long-term liabilities	0	0
Cash Flow Hedging Derivatives
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(154,135)	5,464
Gains (losses) reclassified from accumulated OCI into income (effective portion)	17,400	58,500
Gains (losses) recognized in income (ineffective portion)	$ (982)	$ 781

FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	12 Months Ended
FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010
Derivative [Line Items]
Foreign exchange derivatives at fair value	$ (1,400)	$ 2,000
Derivative Currency Sold - Canadian Dollars	99,600	150,300
Carrying value of long-term debt	1,846,093	1,803,217
Long-term debt, including current portion	2,121,000	1,968,700
Derivative Currency Bought - Canadian Dollars		73,500
Derivative Currency Bought - British pound sterling	50,400
Carrying amount [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,846,100	1,803,200
Interest rate swap agreement March 2009 [Member]
Derivative [Line Items]
Amount of term financing expected to be executed during 2011	250,000
Interest rate swap cash settlement	$ 26,800
Notes due November 2016 [Member]
Derivative [Line Items]
Interest rate of Notes	1.50%
Maturity date of Notes	Nov. 01, 2016
Interest Rate Swap Agreement September 2011 [Member]
Derivative [Line Items]
Interest rate swap cash settlement	$ 2,300
Notes due December 2020 [Member]
Derivative [Line Items]
Interest rate swap cash settlement		$ 13,500
Interest rate of Notes		4.125%
Maturity date of Notes		Dec. 01, 2020

FAIR VALUE ACCOUNTING (Details) - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010
Cash Flow Hedging Derivatives Assets and Liabilities Measured on Recurring Basis, Financial Statement Captions [Line Items]
Cash flow hedging derivatives - Assets	$ 7,883	$ 9,485
Cash flow hedging derivatives - Liabilities	7,412	19,563
Quoted Prices in Active Markets of Identical Assets (Level 1)
Cash Flow Hedging Derivatives Assets and Liabilities Measured on Recurring Basis, Financial Statement Captions [Line Items]
Cash flow hedging derivatives - Assets	3,929	0
Cash flow hedging derivatives - Liabilities	2,103	3,233
Significant Other Observable Inputs (Level 2)
Cash Flow Hedging Derivatives Assets and Liabilities Measured on Recurring Basis, Financial Statement Captions [Line Items]
Cash flow hedging derivatives - Assets	3,954	9,485
Cash flow hedging derivatives - Liabilities	5,309	16,330
Significant Unobservable Inputs (Level 3)
Cash Flow Hedging Derivatives Assets and Liabilities Measured on Recurring Basis, Financial Statement Captions [Line Items]
Cash flow hedging derivatives - Assets	0	0
Cash flow hedging derivatives - Liabilities	$ 0	$ 0

COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	Dec. 31, 2011	Oct. 02, 2011	Jul. 03, 2011	Apr. 03, 2011	Dec. 31, 2010	Oct. 03, 2010	Jul. 04, 2010	Apr. 04, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Other comprehensive income (loss) Pre-Tax Amount:
Foreign currency translation adjustments									$ (21,213)	$ 14,123	$ 38,302
Pension and post-retirement benefit plans									(137,918)	10,529	68,217
Cash Flow Hedges:
Gains (Losses) on cash flow hedging derivatives									(175,011)	3,260	125,198
Reclassification adjustments									(20,282)	(52,634)	3,014
Total other comprehensive income (loss)									(354,424)	(24,722)	234,731
Other comprehensive income (loss) Tax (Expense) Benefit:
Foreign currency translation adjustments									0	0	0
Pension and post-retirement benefit plans									52,095	(5,399)	(29,574)
Cash Flow Hedges:
Gains (Losses) on cash flow hedging derivatives									67,298	(2,259)	(46,941)
Reclassification adjustments									7,767	20,157	(1,152)
Total other comprehensive income									127,160	12,499	(77,667)
Comprehensive income (loss) After-Tax Amount
Net income	$ 142,133	$ 196,695	$ 130,019	$ 160,115	$ 135,513	$ 180,169	$ 46,723	$ 147,394	628,962	509,799	435,994
Other comprehensive income (loss) After-Tax Amount:
Foreign currency translation adjustments									(21,213)	14,123	38,302
Pension and post-retirement benefit plans									(85,823)	5,130	38,643
Cash Flow Hedges:
Gains (Losses) on cash flow hedging derivatives									(107,713)	1,001	78,257
Reclassification adjustments									(12,515)	(32,477)	1,862
Total other comprehensive income									(227,264)	(12,223)	157,064
Comprehensive income									401,698	497,576	$ 593,058
Components of Accumulated Other Comprehensive Income (Loss) Abstract
Foreign currency translation adjustments	1,459				22,672				1,459	22,672
Pension and post-retirement benefit plans, net of tax	(356,403)				(270,580)				(356,403)	(270,580)
Cash flow hedges, net of tax	(87,387)				32,841				(87,387)	32,841
Total accumulated other comprehensive loss	$ (442,331)				$ (215,067)				$ (442,331)	$ (215,067)

INTEREST EXPENSE (Details) - USD ($) $ in Thousands	12 Months Ended
INTEREST EXPENSE (Details) - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Net interest expense
Long-term debt and lease obligations	$ 85,543	$ 91,144	$ 89,575
Short-term debt	17,051	8,676	4,401
Capitalized interest	(7,814)	(2,116)	(2,640)
Interest expense, gross	94,780	97,704	91,336
Interest income	(2,597)	(1,270)	(877)
Interest expense, net	$ 92,183	96,434	$ 90,459
Amount paid to repurchase notes due in 2012		63,400
Principal amount of notes purchased		$ 57,500
Percentage interest rate on debt purchased (in hundredths)		6.95%
Interest expense recorded as a result of the purchase		$ 5,900

SHORT-TERM DEBT (Details) - USD ($) $ in Millions	12 Months Ended
SHORT-TERM DEBT (Details) - USD ($) $ in Millions	Dec. 31, 2011	Dec. 31, 2010
Short-term Debt [Line Items]
Short-term debt, maximum amount outstanding during period	$ 42.1
Weighted-average interest rate on short-term borrowings outstanding (in hundredths)	9.20%	7.80%
Amount overdraft offsets reduced cash & cash equivalents	$ 0.6	$ 2.2
Line of Credit Facility, Commitment Fee Description	less than 0.1%
US [Member]
Short-term Debt [Line Items]
Unsecured revolving credit agreement expiration date	2012-12
Line of credit facilities maximum capacity	$ 1,100.0
Option for additional borrowings under unsecured revolving credit agreement	$ 400.0
Line of Credit Facility, Covenant Terms	2.0 to 1.0
International [Member]
Short-term Debt [Line Items]
Line of credit facilities maximum capacity	$ 76.9	77.2
Line of Credit Facility, Amount Outstanding	$ 42.1	$ 24.1

LONG-TERM DEBT (Details) - USD ($) $ in Thousands	12 Months Ended
LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Dec. 31, 2010	Dec. 31, 2011
Long-term debt [Line Items]
Total long-term debt	$ 1,803,217	$ 1,846,093
Current portion of long-term debt	261,392	97,593
Long-term portion	1,541,825	1,748,500
Aggregate annual maturities of long-term debt during the next five years [Abstract]
2012	261,392	97,593
2013		250,200
2014		200
2015		250,200
2016		500,100
Amount paid to repurchase notes due in 2012	63,400
Principal amount of notes purchased	57,500
Interest expense recorded as a result of the purchase	5,900
Lease financing obligation		$ 50,000
Notes Due 2011 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		5.30%
Total long-term debt	250,000	$ 0
Notes Due 2012 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		6.95%
Total long-term debt	92,533	$ 92,533
Notes Due 2013 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		5.00%
Total long-term debt	250,000	$ 250,000
Notes Due 2015 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		4.85%
Total long-term debt	250,000	$ 250,000
Notes Due 2016 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		5.45%
Total long-term debt	250,000	$ 250,000
Notes Due 2020 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		4.125%
Total long-term debt	350,000	$ 350,000
Debentures Due 2021 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		8.80%
Total long-term debt	100,000	$ 100,000
Debentures Due 2027 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		7.20%
Total long-term debt	250,000	$ 250,000
Other obligations, net of unamortized debt discount [Member]
Long-term debt [Line Items]
Total long-term debt	10,684	$ 53,560
Notes due November 2016 [Member]
Long-term debt [Line Items]
Interest rate (in hundredths)		1.50%
Total long-term debt	$ 0	$ 250,000

INCOME TAXES (Details) - USD ($) $ in Thousands	12 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Cumulative Effects of Changes in Accounting Principles, Noncontrolling Interest [Abstract]
Domestic	$ 904,418	$ 839,012	$ 670,753
Foreign	58,427	(30,148)	378
Income before Income Taxes	962,845	808,864	671,131
Current:
Federal	254,732	283,449	235,282
State	32,174	28,423	42,206
Foreign	13,366	5,847	(1,773)
Current provision for income taxes	300,272	317,719	275,715
Deferred:
Federal	37,160	(19,590)	(37,298)
State	(1,005)	(2,056)	(2,682)
Foreign	(2,544)	2,992	(598)
Deferred income tax provision (benefit)	33,611	(18,654)	(40,578)
Total provision for income taxes	333,883	299,065	$ 235,137
Income tax benefits associated with the exercise of non-qualified stock options	14,000	1,400
Deferred tax assets:
Post-retirement benefit obligations	120,174	115,068
Accrued expenses and other reserves	117,939	120,258
Stock-based compensation	62,666	72,498
Derivative Instruments	62,117	0
Pension	48,884	0
Lease financing obligation	19,159	0
Accrued trade promotion reserves	11,209	6,902
Net operating loss carryforwards	51,948	54,649
Other	9,016	5,598
Gross deferred tax assets	503,112	374,973
Valuation allowance	(64,551)	(64,799)
Total deferred tax assets	438,561	310,174
Deferred tax liabilities:
Property, plant and equipment, net	188,092	145,378
Derivative Instruments	0	12,925
Pension	0	4,906
Acquired intangibles	34,912	35,631
Inventories	32,775	25,746
Other	7,377	8,441
Total deferred tax liabilities	263,156	233,027
Net deferred tax assets	175,405	77,147
Current deferred tax liabilities, net	136,861	55,760
Non-current deferred tax assets, net	38,544	21,387
Net deferred tax assets	$ 175,405	$ 77,147
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract]
Federal statutory income tax rate (in hundredths)	35.00%	35.00%	35.00%
State income taxes, net of Federal income tax benefits (in hundredths)	2.40%	2.80%	3.00%
Qualified production income deduction (in hundredths)	(2.20%)	(2.40%)	(1.70%)
Business realignment initiatives (in hundredths)	(0.10%)	1.80%	(0.50%)
International operations (in hundredths)	(0.60%)	0.40%	(0.10%)
Other, net (in hundredths)	0.20%	(0.60%)	(0.70%)
Effective income tax rate (in hundredths)	34.70%	37.00%	35.00%
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at beginning of year	$ 58,004	$ 63,005
Additions for tax positions taken during prior years	4,207	1,980
Reductions for tax positions taken during prior years	(210)	(2,053)
Additions for tax positions taken during the current year	5,157	5,165
Settlements	(1,551)	(2,975)
Expiration of statutes of limitations	(12,054)	(7,118)
Balance at end of year	53,553	58,004	$ 63,005
Unrecognized Tax Benefits that Would Impact Effective Tax Rate	40,400	39,100
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense	300	3,400	$ 2,900
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	17,100	$ 17,800
Estimated reduction in liability for unrecognized tax benefits in the upcoming 12 months	$ 18,000

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011	Dec. 31, 2010
Change in benefit obligation [Roll Forward]
Benefits obligation at end of year	$ 1,156,756
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at end of year	$ 961,421
Accumulated benefit obligation and plan contributions disclosures [Abstract]
Accumulated benefit obligation				$ 1,100,000	$ 1,000,000
Accumulated benefit obligations in excess of plan assets
Projected benefit obligation at beginning of year				1,087,388	81,867
Accumulated benefit obligation				1,048,997	69,591
Fair value of plan assets				$ 898,852	$ 15,427
Assumed health care cost trend rates [Abstract]
Health care cost trend rates for the next fiscal year (in hundredths)	10.00%	10.00%
Ultimate health care cost trend rate (in hundredths)	5.00%	5.00%
Year that rate reaches ultimate trend rate				2019	2018
Effect of a one-percentage point change in assumed health care cost trend rates [Abstract]
Effect of a one-percentage point increase on total service and interest cost components	$ 240
Effect of a one-percentage point decrease on service and interest cost components	(218)
Effect of a one-percentage point increase on post-retirement benefit obligation	5,082
Effect of a one-percentage point decrease on post-retirement benefit obligation	$ (4,650)
Target allocations [Abstract]
Equity securities, minimum (in hundredths)	58.00%
Equity securities, maximum (in hundredths)	85.00%
Debt securities, minimum (in hundredths)	15.00%
Debt securities, maximum(in hundredths)	42.00%
Other securities, minimum (in hundredths)	0.00%
Other securities, maximum (in hundredths)	5.00%
The historical geometric average return over the 24 years prior to this fiscal year-end (in hundredths)				8.20%
Expected cash flows for benefit plans [Abstract]
Total investments	$ 961,421			$ 961,421
Pension Benefits
Change in benefit obligation [Roll Forward]
Projected benefit obligation at beginning of year	1,049,766	$ 957,538
Service cost	30,059	28,287	$ 25,877
Interest cost	52,960	53,500	58,435
Plan amendments	181	0
Actuarial loss (gain)	75,790	71,171
Net benefits curtailment loss	1,351	0
Settlement	(120)	(247)
ERRP proceeds and Medicare drug subsidy	0
Currency translation and other	(2,052)	3,512
Benefits paid	(51,179)	(63,995)
Benefits obligation at end of year		1,049,766	957,538
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	1,000,318	942,445
Actual return on plan assets	5,101	112,824
Employer contributions	8,861	6,073
Settlement	(120)	(247)
ERRP proceeds and Medicare drug subsidy	0
Currency translation and other	(1,560)	3,218
Benefits paid	51,179	63,995
Fair value of plan assets at end of year		1,000,318	942,445
Funded status of plan [Abstract]
Funded status at end of year				(195,335)	$ (49,448)
Accumulated benefit obligation and plan contributions disclosures [Abstract]
Total contributions to the pension plans during the period	8,861	6,073
Amounts recognized in the consolidated balance sheets [Abstract]
Other assets				0	25,886
Accrued liabilities				(21,742)	(14,050)
Other long-term liabilities				(173,593)	(61,284)
Total				$ (195,335)	$ (49,448)
Amounts recognized in accumulated other comprehensive income loss, net of tax [Abstract]
Actuarial net (loss) gain	(356,379)	(280,936)
Net prior service credit	5,101	4,265
Total	(351,278)	(276,671)
Components of net periodic benefit (income) cost and other amounts recognized in other comprehensive income [Abstract]
Service cost	30,059	28,287	25,877
Interest cost	52,960	53,500	58,435
Expected return on plan assets	(78,161)	(76,121)	(70,569)
Amortization of prior service cost (credit)	1,002	1,142	1,204
Amortization of net (gain) loss	28,004	28,522	33,603
Administrative expenses	653	412	321
Net periodic benefit cost	34,517	35,742	48,871
Curtailment loss	1,826	0	0
Settlement loss	46	16	60,496
Total amount reflected in earnings	36,389	35,758	109,367
Amounts recognized in other comprehensive loss (income) [Abstract]
Actuarial net loss (gain)	120,401	5,308	(78,654)
Prior service (credit) cost	(1,313)	(1,086)	(1,204)
Total recognized in other comprehensive loss (income)	119,088	4,222	(79,858)
Total recognized in net periodic benefit cost and other comprehensive loss (income)	153,605	$ 39,964	$ (30,987)
Estimated amounts amortized from accumulated other comprehensive income (loss) into net periodic benefit costs (income) over the next fiscal year
Amortization of net actuarial loss (gain)	39,108
Amortization of prior service cost (credit)	$ 729
Weighted-average assumptions used in computing benefit obligation [Abstract]
Discount rate (in hundredths)				4.50%	5.20%
Rate of increase in compensation levels (in hundredths)				4.10%	4.10%
Weighted-average assumptions used in computing net periodic benefit (income) cost [Abstract]
Discount rate (in hundredths)	5.20%	5.70%	6.40%
Expected long-term return on plan assets (in hundredths)	8.00%	8.50%	8.50%
Rate of compensation increase (in hundredths)	4.10%	4.10%	4.10%
Target allocations [Abstract]
Expected long-term return on plan assets (in hundredths)	8.00%	8.50%	8.50%
Expected cash flows for benefit plans [Abstract]
2012				$ 103,114
2013				57,499
2014				62,170
2015				68,428
2016				73,684
2017-2021				482,861
Total investments	$ 1,000,318	$ 1,000,318	$ 942,445		$ 1,000,318
Pension Benefits \| Cash and cash equivalents [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	10,016
Fair value of plan assets at end of year	20,141	10,016
Expected cash flows for benefit plans [Abstract]
Total investments	20,141	10,016		20,141	10,016
Pension Benefits \| Equity securities, US all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	152,561
Fair value of plan assets at end of year	212,744	152,561
Expected cash flows for benefit plans [Abstract]
Total investments	212,744	152,561		212,744	152,561
Pension Benefits \| Equity securities, US large-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	131,823
Fair value of plan assets at end of year	114,463	131,823
Expected cash flows for benefit plans [Abstract]
Total investments	114,463	131,823		114,463	131,823
Pension Benefits \| Equity securities, US small / mid-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	21,087
Fair value of plan assets at end of year	21,008	21,087
Expected cash flows for benefit plans [Abstract]
Total investments	21,008	21,087		21,008	21,087
Pension Benefits \| Equity securities, International all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	157,559
Fair value of plan assets at end of year	120,377	157,559
Expected cash flows for benefit plans [Abstract]
Total investments	120,377	157,559		120,377	157,559
Pension Benefits \| Equity Securities Global All Cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	221,682
Fair value of plan assets at end of year	221,794	221,682
Expected cash flows for benefit plans [Abstract]
Total investments	221,794	221,682		221,794	221,682
Pension Benefits \| Equity Securities Domestic Real Estate [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	20,691
Fair value of plan assets at end of year	22,250	20,691
Expected cash flows for benefit plans [Abstract]
Total investments	22,250	20,691		22,250	20,691
Pension Benefits \| Fixed income securities, US government / agency [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	83,942
Fair value of plan assets at end of year	92,722	83,942
Expected cash flows for benefit plans [Abstract]
Total investments	92,722	83,942		92,722	83,942
Pension Benefits \| Fixed income securities, Corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	79,763
Fair value of plan assets at end of year	48,365	79,763
Expected cash flows for benefit plans [Abstract]
Total investments	48,365	79,763		48,365	79,763
Pension Benefits \| Fixed Income Funds Collateralized Obligations [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	63,690
Fair value of plan assets at end of year	36,138	63,690
Expected cash flows for benefit plans [Abstract]
Total investments	36,138	63,690		36,138	63,690
Pension Benefits \| Fixed income securities, International government / corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	57,504
Fair value of plan assets at end of year	51,419	57,504
Expected cash flows for benefit plans [Abstract]
Total investments	51,419	57,504		51,419	57,504
Other Benefits
Change in benefit obligation [Roll Forward]
Projected benefit obligation at beginning of year	306,300	324,613
Service cost	1,333	1,385	1,529
Interest cost	14,967	16,254	18,704
Plan amendments	7,191	0
Actuarial loss (gain)	8,115	(15,055)
Net benefits curtailment loss	2,961	0
Settlement	0	0
ERRP proceeds and Medicare drug subsidy		671
Currency translation and other	(332)	753
Benefits paid	(22,810)	(22,321)
Benefits obligation at end of year		306,300	324,613
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Actual return on plan assets	0	0
Employer contributions	22,810	21,650
Settlement	0	0
ERRP proceeds and Medicare drug subsidy		671
Benefits paid	22,810	22,321
Fair value of plan assets at end of year	0	0
Accumulated benefit obligation and plan contributions disclosures [Abstract]
Total contributions to the pension plans during the period	22,810	21,650
Amounts recognized in the consolidated balance sheets [Abstract]
Other assets				0	0
Accrued liabilities				(28,800)	(28,337)
Other long-term liabilities				(289,736)	(277,963)
Total				$ (318,536)	$ (306,300)
Amounts recognized in accumulated other comprehensive income loss, net of tax [Abstract]
Actuarial net (loss) gain	(1,545)	5,118
Net prior service credit	(3,580)	973
Total	(5,125)	6,091
Components of net periodic benefit (income) cost and other amounts recognized in other comprehensive income [Abstract]
Service cost	1,333	1,385	1,529
Interest cost	14,967	16,254	18,704
Expected return on plan assets	0	0	0
Amortization of prior service cost (credit)	(255)	(278)	(474)
Amortization of net (gain) loss	(71)	(135)	(155)
Administrative expenses	244	261	281
Net periodic benefit cost	16,218	17,487	19,885
Curtailment loss	(174)	0	0
Settlement loss	0	0	0
Total amount reflected in earnings	16,044	17,487	19,885
Amounts recognized in other comprehensive loss (income) [Abstract]
Actuarial net loss (gain)	11,216	(15,044)	11,167
Prior service (credit) cost	7,614	293	474
Total recognized in other comprehensive loss (income)	18,830	(14,751)	11,641
Total recognized in net periodic benefit cost and other comprehensive loss (income)	35,048	$ 2,736	$ 31,526
Estimated amounts amortized from accumulated other comprehensive income (loss) into net periodic benefit costs (income) over the next fiscal year
Amortization of net actuarial loss (gain)	(70)
Amortization of prior service cost (credit)	$ 620
Weighted-average assumptions used in computing benefit obligation [Abstract]
Discount rate (in hundredths)				4.50%	5.20%
Weighted-average assumptions used in computing net periodic benefit (income) cost [Abstract]
Discount rate (in hundredths)	5.20%	5.70%	6.40%
Expected long-term return on plan assets (in hundredths)
Rate of compensation increase (in hundredths)
Target allocations [Abstract]
Expected long-term return on plan assets (in hundredths)
Expected cash flows for benefit plans [Abstract]
2012				$ 28,818
2013				28,352
2014				27,674
2015				26,901
2016				26,129
2017-2021				106,526
Total investments	$ 0	$ 0		0	$ 0
Fair value, inputs, Level 1 [Member] \| Pension Benefits
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	709,417
Fair value of plan assets at end of year	757,296	709,417
Expected cash flows for benefit plans [Abstract]
Total investments	757,296	709,417		757,296	709,417
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Cash and cash equivalents [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	131
Fair value of plan assets at end of year	4,266	131
Expected cash flows for benefit plans [Abstract]
Total investments	4,266	131		4,266	131
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity securities, US all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	19,928
Fair value of plan assets at end of year	79,164	19,928
Expected cash flows for benefit plans [Abstract]
Total investments	79,164	19,928		79,164	19,928
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity securities, US large-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	131,494
Fair value of plan assets at end of year	114,463	131,494
Expected cash flows for benefit plans [Abstract]
Total investments	114,463	131,494		114,463	131,494
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity securities, US small / mid-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	20,325
Fair value of plan assets at end of year	21,008	20,325
Expected cash flows for benefit plans [Abstract]
Total investments	21,008	20,325		21,008	20,325
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity securities, International all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	154,191
Fair value of plan assets at end of year	117,415	154,191
Expected cash flows for benefit plans [Abstract]
Total investments	117,415	154,191		117,415	154,191
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity Securities Global All Cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	210,128
Fair value of plan assets at end of year	212,891	210,128
Expected cash flows for benefit plans [Abstract]
Total investments	212,891	210,128		212,891	210,128
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Equity Securities Domestic Real Estate [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	19,568
Fair value of plan assets at end of year	22,250	19,568
Expected cash flows for benefit plans [Abstract]
Total investments	22,250	19,568		22,250	19,568
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Fixed income securities, US government / agency [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	52,199
Fair value of plan assets at end of year	90,403	52,199
Expected cash flows for benefit plans [Abstract]
Total investments	90,403	52,199		90,403	52,199
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Fixed income securities, Corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	43,084
Fair value of plan assets at end of year	44,932	43,084
Expected cash flows for benefit plans [Abstract]
Total investments	44,932	43,084		44,932	43,084
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Fixed Income Funds Collateralized Obligations [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	32,594
Fair value of plan assets at end of year	29,507	32,594
Expected cash flows for benefit plans [Abstract]
Total investments	29,507	32,594		29,507	32,594
Fair value, inputs, Level 1 [Member] \| Pension Benefits \| Fixed income securities, International government / corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	25,775
Fair value of plan assets at end of year	20,997	25,775
Expected cash flows for benefit plans [Abstract]
Total investments	20,997	25,775		20,997	25,775
Fair value, inputs, Level 2 [Member] \| Pension Benefits
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	290,901
Fair value of plan assets at end of year	204,125	290,901
Expected cash flows for benefit plans [Abstract]
Total investments	204,125	290,901		204,125	290,901
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Cash and cash equivalents [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	9,885
Fair value of plan assets at end of year	15,875	9,885
Expected cash flows for benefit plans [Abstract]
Total investments	15,875	9,885		15,875	9,885
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity securities, US all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	132,633
Fair value of plan assets at end of year	133,580	132,633
Expected cash flows for benefit plans [Abstract]
Total investments	133,580	132,633		133,580	132,633
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity securities, US large-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	329
Fair value of plan assets at end of year	0	329
Expected cash flows for benefit plans [Abstract]
Total investments	0	329		0	329
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity securities, US small / mid-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	762
Fair value of plan assets at end of year	0	762
Expected cash flows for benefit plans [Abstract]
Total investments	0	762		0	762
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity securities, International all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	3,368
Fair value of plan assets at end of year	2,962	3,368
Expected cash flows for benefit plans [Abstract]
Total investments	2,962	3,368		2,962	3,368
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity Securities Global All Cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	11,554
Fair value of plan assets at end of year	8,903	11,554
Expected cash flows for benefit plans [Abstract]
Total investments	8,903	11,554		8,903	11,554
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Equity Securities Domestic Real Estate [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	1,123
Fair value of plan assets at end of year	0	1,123
Expected cash flows for benefit plans [Abstract]
Total investments	0	1,123		0	1,123
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Fixed income securities, US government / agency [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	31,743
Fair value of plan assets at end of year	2,319	31,743
Expected cash flows for benefit plans [Abstract]
Total investments	2,319	31,743		2,319	31,743
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Fixed income securities, Corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	36,679
Fair value of plan assets at end of year	3,433	36,679
Expected cash flows for benefit plans [Abstract]
Total investments	3,433	36,679		3,433	36,679
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Fixed Income Funds Collateralized Obligations [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	31,096
Fair value of plan assets at end of year	6,631	31,096
Expected cash flows for benefit plans [Abstract]
Total investments	6,631	31,096		6,631	31,096
Fair value, inputs, Level 2 [Member] \| Pension Benefits \| Fixed income securities, International government / corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	31,729
Fair value of plan assets at end of year	30,422	31,729
Expected cash flows for benefit plans [Abstract]
Total investments	30,422	31,729		30,422	31,729
Fair value, inputs, Level 3 [Member] \| Equity securities, US small / mid-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at end of year	0
Expected cash flows for benefit plans [Abstract]
Total investments	0			0
Fair value, inputs, Level 3 [Member] \| Equity Securities Domestic Real Estate [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at end of year	0
Expected cash flows for benefit plans [Abstract]
Total investments	0			0
Fair value, inputs, Level 3 [Member] \| Pension Benefits
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year		0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0			0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Cash and cash equivalents [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity securities, US all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity securities, US large-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity securities, US small / mid-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year		0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0			0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity securities, International all-cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity Securities Global All Cap [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Equity Securities Domestic Real Estate [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year		0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0			0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Fixed income securities, US government / agency [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Fixed income securities, Corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Fixed Income Funds Collateralized Obligations [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	0	0		0	0
Fair value, inputs, Level 3 [Member] \| Pension Benefits \| Fixed income securities, International government / corporate bonds [Member]
Change in fair value of plan assets [Roll Forward]
Fair value of plan assets at beginning of year	0
Fair value of plan assets at end of year	0	0
Expected cash flows for benefit plans [Abstract]
Total investments	$ 0	$ 0		$ 0	$ 0

SAVINGS PLAN (Details) - USD ($) $ in Millions	12 Months Ended
SAVINGS PLAN (Details) - USD ($) $ in Millions	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Notes To Financial Statements Abstract
Expense associated with the defined contribution plans	$ 35.7	$ 34.0	$ 29.7

CAPITAL STOCK NET INCOME PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Oct. 02, 2011	Jul. 03, 2011	Apr. 03, 2011	Dec. 31, 2010	Oct. 03, 2010	Jul. 04, 2010	Apr. 04, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Class of Stock [Line Items]
Preferred stock	$ 0				$ 0				$ 0	$ 0
Capital stock authorized (in shares)	1,055,000,000								1,055,000,000
Preferred stock authorized (in shares)	5,000,000								5,000,000
Common stock par value (in dollars per share)	$ 1								$ 1
Common Stock, shares issued (in shares)	299,269,702				299,195,325				299,269,702	299,195,325
Common stock outstanding (in shares)	225,205,918				227,030,232				225,205,918	227,030,232	227,998,276
Treasury shares at beginning of year (in shares)				(132,871,512)				(131,903,468)	(132,871,512)	(131,903,468)	(132,866,673)
Repurchase programs									(1,902,753)	0	0
Stock repurchases: [Abstract]
Stock-based compensation programs (in shares)									(5,179,028)	(3,932,373)	(252,006)
Stock issuances: [Abstract]
Stock-based compensation programs (stock issuances)									5,257,467	2,964,329	1,215,211
Treasury shares at end of year (in shares)	(134,695,826)				(132,871,512)				(134,695,826)	(132,871,512)	(131,903,468)
Basic and Diluted Earnings Per Share [Abstract]
Net income	$ 142,133	$ 196,695	$ 130,019	$ 160,115	$ 135,513	$ 180,169	$ 46,723	$ 147,394	$ 628,962	$ 509,799	$ 435,994
Total weighted-average shares - Basic (in shares)									226,574	227,740	227,845
Effect of dilutive securities: [Abstract]
Employee stock options (in shares)									2,565	1,852	781
Performance and restricted stock units (in shares)									780	721	369
Weighted-average shares - Diluted (in shares)									229,919	230,313	228,995
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in stock options)									6,900,000	8,700,000	17,100,000
Number of shares of common stock held by Hershey Trust Company (in shares)	12,902,521								12,902,521
Number of shares of Class B stock held by Hershey Trust Company for the benefit of Milton Hershey School (in shares)	60,612,012								60,612,012
Approximate percentage of total votes of both classes held by Hershey Trust Company (in hundredths)	80.00%								80.00%
Number Of Shares Of Class B Stock Converted To Common Stock During Period	74,377				2,489				74,377	2,489	2,000
Common Stock [Member]
Class of Stock [Line Items]
Capital stock authorized (in shares)	900,000,000								900,000,000
Common Stock, shares issued (in shares)	359,901,744				359,901,744				359,901,744	359,901,744	359,901,744
Voting rights per share									1
Dividend rights on common stock									10% higher
Basic and Diluted Earnings Per Share [Abstract]
Total weighted-average shares - Basic (in shares)									165,929	167,032	167,136
Effect of dilutive securities: [Abstract]
Earnings Per Share - Basic (in dollars per share)	$ 0.65	$ 0.89	$ 0.59	$ 0.72	$ 0.61	$ 0.81	$ 0.21	$ 0.66	$ 2.85	$ 2.29	$ 1.97
Earnings Per Share - Diluted (in dollars per share)	$ 0.62	0.86	0.56	0.70	0.59	0.78	0.20	0.64	$ 2.74	$ 2.21	$ 1.90
Class B Stock [Member]
Class of Stock [Line Items]
Capital stock authorized (in shares)	150,000,000								150,000,000
Voting rights per share									10
Basic and Diluted Earnings Per Share [Abstract]
Total weighted-average shares - Basic (in shares)									60,645	60,708	60,709
Effect of dilutive securities: [Abstract]
Earnings Per Share - Basic (in dollars per share)	$ 0.59	0.81	0.53	0.65	0.55	0.74	0.19	0.60	$ 2.58	$ 2.08	$ 1.77
Earnings Per Share - Diluted (in dollars per share)	$ 0.58	$ 0.80	$ 0.53	$ 0.65	$ 0.55	$ 0.73	$ 0.19	$ 0.60	$ 2.56	$ 2.07	$ 1.77

STOCK COMPENSATION PLAN (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2011 USD ($) $ / shares shares	Dec. 31, 2010 USD ($) $ / shares shares	Dec. 31, 2009 USD ($) $ / shares shares
Notes To Financial Statements Abstract
Number of shares authorized and approved for grants under Equity and Incentive Compensation Plan (in shares) \| shares	68,500,000
Minimum number of employees included in stock option grant under Broad Based Stock Option Plan in July 2004 (in number of employees)	13,000
Number of stock options awarded to each employee under the Broad Based Stock Option Plan (in number of stock options)	100
Stock option price for options granted under the Broad Based Stock Option Plan (in dollars per share)	$ 46.44
Term, in years, of the stock option grants under the Broad Based Stock Option Plan (in years)	10
Compensation costs and related income tax benefit [Abstract]
Total compensation amount charged against income for stock options, performance stock units (PSUs) and restricted stock units \| $	$ 43.5	$ 49.5	$ 53.8
Assumptions used to calculate fair value of market based total shareholder return component of performance stock units granted [Abstract]
Estimated values (in hundredths)	$ 37.79	$ 28.62	$ 24.63
Dividend yields (in hundredths)	2.70%	3.20%	3.30%
Expected volatility (in hundredths)	28.80%	29.50%	28.10%
Assumptions used to calculate the weighted-average fair value of options [Abstract]
Dividend yield (in hundredths)	2.70%	3.20%	3.30%
Expected volatility (in hundredths)	22.50%	21.70%	21.60%
Risk-free interest rates (in hundredths)	2.80%	3.10%	2.10%
Expected lives in years (in years)	6.5	6.5	6.6
Maximum term, in years, of the stock options granted under the Equity and Incentive Compensation Plan (in years)	10
Number of years over which the grants provide for pro-rated vesting. (in years)	four
Compensaton costs for stock options [Abstract]
Compensation amount charged against income for stock options \| $	$ 22.5	$ 20.3	$ 23.8
Compensation costs reduction related to stock options forfeitures associated with Restructuring \| $	$ 0.0	$ 0.0	$ 0.3
Status of Company's stock options and changes during the year [Roll Forward]
Options outstanding at beginning of year (in shares) \| shares	17,997,082	18,230,439	16,671,643
Options Granted (in shares) \| shares	2,191,627	2,828,800	3,196,950
Options Exercised (in shares) \| shares	(4,875,122)	(2,646,860)	(1,069,137)
Options Forfeited (in shares) \| shares	(773,145)	(415,297)	(569,017)
Options outstanding at end of year (in shares) \| shares	14,540,442	17,997,082	18,230,439
Options exercisable at end of year (in shares) \| shares	8,453,362	10,507,127	10,628,081
Options outstanding at beginning of year weighted average exercise price (in dollars per share)	$ 42.21	$ 41.63	$ 42.08
Options granted weighted average exercise price (in dollars per share)	51.62	39.61	34.95
Options exercised weighted average exercise price (in dollars per share)	38.30	34.74	26.49
Options forfeited weighted average exercise price (in dollars per share)	43.90	46.26	45.86
Options outstanding at end of period weighted average exercise price (in dollars per share)	44.86	42.21	41.63
Options exercisable at end of year weighted average exercise price (in dollars per share)	46.95	45.13	43.79
Weighted-average fair value of options granted (in dollars per share)	$ 9.97	$ 6.86	$ 5.32
Intrinsic value of options exercised (in millions of dollars) \| $	$ 81.3	$ 30.2	$ 12.9
Aggregate intrinsic value of options outstanding \| $	246.2
Aggregate intrinsic value of options exercisable \| $	125.5
Total unrecognized compensation cost related to non-vested stock option compensation arrangements granted under stock option plan \| $	$ 16.7
Weighted-average period total unrecognized compensation cost is expected to be recognized (in years)	2.4
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in dollars per share)	$ 31.25
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in dollars per share)	$ 64.65
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options (in shares) \| shares	14,540,442
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Remaining Contractual Term (in years)	5.7
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price, End of Period (in dollars per share)	$ 44.86
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options (in shares) \| shares	8,453,362
Share-based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range, Exercisable Options Weighted-average Exercise Price (in dollars per share)	$ 46.95
Number of years over which performance stock units are calculated (in years)	3
Minimum score for grants of performance stock units (in hundredths)	0.00%
Maximum score for grants of performance stock units (in hundredths)	250.00%
Number of years over which performance stock units compensation costs were amortized (in years)	3
Compensation amount charged against income for performance and restricted stock units \| $	$ 21.0	$ 29.2	$ 30.0
Performance stock units and restricted stock units granted for potential future distribution [Abstract]
Units granted \| shares	543,596	640,363	552,195
Weighted-average fair value at grant date \| shares	58.28	43.84	37.87
Summary of the status of performance stock units and restricted stock units [Abstract]
Outstanding performance stock units and restricted stock units at beginning of year (in shares) \| shares	1,948,758
Performance stock units and restricted stock units - Performance assumption change (in shares) \| shares	211,076
Performance stock units and restricted stock units - Vested (in shares) \| shares	(701,360)
Performance stock units and restricted stock units - Forfeited (in shares) \| shares	(261,591)
Outstanding performance stock units and restricted stock units at end of year (in shares) \| shares	1,740,479	1,948,758
Outstanding stock performance units and restricted stock units at beginning of year - weighted-average grant date fair value for equity awards or market value for liability awards (in dollars per share)	$ 39.27
Performance stock units and restricted stock units - weighted-average grant date fair value for equity awards or market value for liability awards - Performance assumption change (in dollars per share)	52.48
Performance stock units and restricted stock units - weighted-average grant date fair value for equity awards or market value for liability awards - Vested (in dollars per share)	45.38
Performance stock units and restricted stock units - weighted-average grant date fair value for equity awards or market value for liability awards - Forfeited (in dollars per share)	50.26
Outstanding stock performance units and restricted stock units at end of year - weighted-average grant date fair value for equity awards or market value for liability awards (in dollars per share)	$ 48.70	$ 39.27
PSU awards excluded \| shares	71,676	85,694
Total unrecognized compensation cost related to non-vested stock units and restricted stock units \| $	$ 35.3
Weighted-average period total unrecognized compensation cost related to non-vested stock units and restricted stock units is expected to be recognized (in years)	2.1
Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested (in millions of dollars) \| $	$ 36.6	$ 16.5	$ 9.9
Stock appreciation rights outstanding (in units) \| shares	0
Deferred performance stock units, deferred restricted stock units, deferred directors' fees and accumulated dividend amounts \| shares	533,317
Total income tax benefit recognized in the Consolidated Statements of Income for share-based compensation \| $	$ 15.1	$ 17.4	$ 19.1
Price Range 1 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in dollars per share)	$ 31.25
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in dollars per share)	$ 35.87
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options (in shares) \| shares	4,605,732
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Remaining Contractual Term (in years)	6.0
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price, End of Period (in dollars per share)	$ 35.17
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options (in shares) \| shares	2,406,420
Share-based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range, Exercisable Options Weighted-average Exercise Price (in dollars per share)	$ 35.08
Price Range 2 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in dollars per share)	35.89
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in dollars per share)	$ 51.42
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options (in shares) \| shares	5,696,037
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Remaining Contractual Term (in years)	6.9
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price, End of Period (in dollars per share)	$ 44.11
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options (in shares) \| shares	1,914,771
Share-based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range, Exercisable Options Weighted-average Exercise Price (in dollars per share)	$ 41.44
Price Range 3 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in dollars per share)	51.65
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in dollars per share)	$ 64.65
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options (in shares) \| shares	4,238,673
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Remaining Contractual Term (in years)	3.8
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price, End of Period (in dollars per share)	$ 56.39
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options (in shares) \| shares	4,132,171
Share-based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range, Exercisable Options Weighted-average Exercise Price (in dollars per share)	$ 56.41

SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)	Dec. 31, 2009 USD ($)
Concentration Risk [Line Items]
Percentage of total accounts receivable accounted for by Wal-Mart						17.20%
Percentage of total accounts receivable which exceeds amount accounted for by an individual customer other than major customer (in hundredths)						13.50%
Allowances and anticipated discounts						$ 19,500	$ 19,500
LIFO cost of inventories valued using the LIFO method						361,400	292,700
Total inventories [Abstract]
Raw materials						241,812	209,058
Goods in process						91,956	73,068
Finished goods						482,095	404,666
Inventories at FIFO						815,863	686,792
Adjustment to LIFO						(166,910)	(153,170)
Total inventories						648,953	533,622
Property, plant and equipment balance included construction in progress						239,900	179,800
Property, plant, and equipment [Line items]
Property, plant and equipment, gross						3,588,558	3,324,763
Less-accumulated depreciation and amortization						(2,028,841)	(1,887,061)
Property, plant and equipment, net						1,559,717	1,437,702
Accelerated depreciation of property, plant and equipment associated with Next Century program						33,000
Unamortized intangible assets [Abstract]
Goodwill balance at beginning of year					$ 516,745	524,134	571,580
Effect of foreign currency translation						(7,389)	5,467
Goodwill impairment loss							(52,913)
Goodwill balance at end of year						516,745	524,134	$ 571,580
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						139,371	145,903
Accumulated amortization						(27,458)	(22,823)
Other intangibles						111,913	123,080
Total amortization expense for other intangible assets						4,600	4,500	4,200
Estimated amortization expense for other intangibles over the next five years	$ 4,000	$ 4,000	$ 4,600	$ 4,600	$ 4,600
Accrued liabilities [Abstract]
Payroll, compensation and benefits						233,547	219,353
Advertising and promotion						253,534	210,543
Other						125,105	163,412
Total accrued liabilities						612,186	593,308
Other long-term liabilities [Abstract]
Accrued post-retirement benefits						289,736	277,963
Other						327,540	216,498
Total other long-term liabilities						617,276	494,461
Noncontrolling Interests Share Goodwill Impairment Loss							8,200
Accumulated goodwill impairment losses						65,200	65,200	12,300
Accumulated trademark impairment losses						45,700	45,700	$ 45,700
Adjustment to Reduce Carrying Amount of Properties						5,800
Trademarks [Member]
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						88,513	91,305
Customer related [Member]
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						$ 33,926	33,926
Useful lives of customer-related intangible assets and patents						12
Intangible asset associated with cooperative agreement with Bauducco [Member]
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						$ 13,683	13,683
Patents [Member]
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						$ 8,817	8,317
Useful lives of customer-related intangible assets and patents						7
Effect of foreign currency translation [Member]
Intangible assets, gross: [Abstract]
Total other intangible assets, gross						$ (5,568)	(1,328)
Land [Member]
Property, plant, and equipment [Line items]
Property, plant and equipment, gross						92,495	71,060
Buildings [Member]
Property, plant, and equipment [Line items]
Property, plant and equipment, gross						895,859	843,094
Machinery and equipment [Member]
Property, plant, and equipment [Line items]
Property, plant and equipment, gross						$ 2,600,204	$ 2,410,609

SEGMENT INFORMATION (Details) - USD ($) $ in Billions	12 Months Ended
SEGMENT INFORMATION (Details) - USD ($) $ in Billions	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Notes To Financial Statements Abstract
Number of brand names under which products are sold (in brand names)	80
Number of geographic regions in which the company operates (in operating segments)	3
Approximate Number Of Countries In Which Confectionary Products Are Marketed	70
Number of reportable segments	1
Percentage of revenues, operating profits and assets in other international operations segment	less than 10%
Percentage of total net sales to McLane Company, Inc.	exceeded 10%
Total net sales to McLane Company, Inc.	$ 1.4	$ 1.3	$ 1.4
Percentage of sales from foreign countries	15.60%	14.60%	14.30%
Percentage of assets outside of the United States	14.50%	14.80%

SUBSEQUENT EVENT (Details) $ in Millions, $ in Millions	12 Months Ended
SUBSEQUENT EVENT (Details) $ in Millions, $ in Millions	Dec. 31, 2011 USD ($)	Jan. 29, 2012 CAD ($)
Notes To Financial Statements Abstract
Purchase price		$ 175.0
Annual net sales	$ 90

QUARTERLY DATA (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Oct. 02, 2011	Jul. 03, 2011	Apr. 03, 2011	Dec. 31, 2010	Oct. 03, 2010	Jul. 04, 2010	Apr. 04, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Summary quarterly results [Abstract]
Net sales	$ 1,567,145	$ 1,624,249	$ 1,325,171	$ 1,564,223	$ 1,482,809	$ 1,547,115	$ 1,233,242	$ 1,407,843	$ 6,080,788	$ 5,671,009	$ 5,298,668
Gross profit	631,206	680,181	564,320	656,185	619,470	655,220	546,538	593,980
Net income	$ 142,133	$ 196,695	$ 130,019	$ 160,115	$ 135,513	$ 180,169	$ 46,723	$ 147,394	$ 628,962	$ 509,799	$ 435,994
Common Stock [Member]
Class of Stock [Line Items]
Earnings Per Share - Basic (in dollars per share)	$ 0.65	$ 0.89	$ 0.59	$ 0.72	$ 0.61	$ 0.81	$ 0.21	$ 0.66	$ 2.85	$ 2.29	$ 1.97
Earnings Per Share - Diluted (in dollars per share)	0.62	0.86	0.56	0.70	0.59	0.78	0.20	0.64	2.74	2.21	1.90
Class B Stock [Member]
Class of Stock [Line Items]
Earnings Per Share - Basic (in dollars per share)	0.59	0.81	0.53	0.65	0.55	0.74	0.19	0.60	2.58	2.08	1.77
Earnings Per Share - Diluted (in dollars per share)	$ 0.58	$ 0.80	$ 0.53	$ 0.65	$ 0.55	$ 0.73	$ 0.19	$ 0.60	$ 2.56	$ 2.07	$ 1.77

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at Beginning of Period	$ 15,190	$ 15,721	$ 16,594
Charged to Costs and Expenses	135,147	128,377	125,967
Charged to Other Accounts(a)	0	0	0
Deductions from Reserves	(135,360)	(128,908)	(126,840)
Balance at End of Period	$ 14,977	$ 15,190	$ 15,721

Document Information	12 Months Ended
Document Information	Dec. 31, 2011
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2011

Entity Information - USD ($)	12 Months Ended
Entity Information - USD ($)	Dec. 31, 2011	Feb. 08, 2012	Jul. 01, 2011
Entity Registrant Name	HERSHEY CO
Entity Central Index Key	0000047111
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 8,822,561,206
Entity Common Stock, Shares Outstanding		225,520,177
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY