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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 28, 2014	Oct. 17, 2014
Document And Entity Information [Abstract]
Entity Registrant Name	HERSHEY CO
Entity Central Index Key	0000047111
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 28, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Well-known Seasoned Issuer	Yes
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Common Class A
Entity Common Stock, Shares Outstanding		160,249,732
Common Class B
Entity Common Stock, Shares Outstanding		60,619,777

CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Net Sales	$ 1,961,578	$ 1,853,886	$ 5,411,741	$ 5,189,826
Costs and Expenses
Cost of sales	1,101,441	998,335	2,962,640	2,766,364
Selling, marketing and administrative	477,569	481,986	1,381,291	1,378,725
Business realignment and impairment charges, net	16,372	2,929	20,544	13,367
Total costs and expenses	1,595,382	1,483,250	4,364,475	4,158,456
Income before Interest and Income Taxes	366,196	370,636	1,047,266	1,031,370
Interest expense, net	20,773	21,759	62,792	66,486
Income before Income Taxes	345,423	348,877	984,474	964,884
Provision for income taxes	121,682	115,892	340,070	330,489
Net Income	$ 223,741	$ 232,985	$ 644,404	$ 634,395
Common Stock
Earnings Per Share
Earnings Per Share - Basic	$ 1.03	$ 1.07	$ 2.97	$ 2.91
Earnings Per Share - Diluted	1.00	1.03	2.86	2.79
Cash Dividends Paid Per Share
Common Stock	0.535	0.485	1.505	1.325
Common Class B
Earnings Per Share
Earnings Per Share - Basic	0.94	0.96	2.68	2.63
Earnings Per Share - Diluted	0.94	0.95	2.67	2.61
Cash Dividends Paid Per Share
Common Stock	$ 0.486	$ 0.435	$ 1.356	$ 1.195

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Net Income	$ 223,741	$ 232,985	$ 644,404	$ 634,395
Other comprehensive (Loss) Income, Net of Tax:
Foreign currency translation adjustments	(17,321)	1,053	(12,016)	(17,928)
Pension and post-retirement benefit plans	3,624	6,160	10,784	19,781
Cash flow hedges:
(Losses) gains on cash flow hedging derivatives	(932)	57,345	26,849	61,355
Reclassification adjustments	(15,544)	(2,687)	(35,566)	3,081
Total Other Comprehensive (Loss) Income, Net of Tax	(30,173)	61,871	(9,949)	66,289
Comprehensive Income	$ 193,568	$ 294,856	$ 634,455	$ 700,684

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 28, 2014	Dec. 31, 2013
Assets
Cash and cash equivalents	$ 477,088	$ 1,118,508
Short-term investments	98,309	0
Accounts receivable - trade, net	786,366	477,912
Inventories	900,743	659,541
Deferred income taxes	56,871	52,511
Prepaid expenses and other	213,195	178,862
Total current assets	2,532,572	2,487,334
Property, plant and equipment, net	2,078,713	1,805,345
Goodwill	778,374	576,561
Other Intangibles	331,647	195,244
Other Long-term Assets	195,247	293,004
Total assets	5,916,553	5,357,488
Liabilities
Accounts payable	522,787	461,514
Accrued liabilities	737,788	699,722
Accrued income taxes	31,568	79,911
Short-term debt	649,195	165,961
Current portion of long-term debt	250,881	914
Total current liabilities	2,192,219	1,408,022
Long-term Debt	1,559,770	1,795,142
Other Long-term Liabilities	410,857	434,068
Deferred Income Taxes	145,847	104,204
Total liabilities	4,308,693	3,741,436
Stockholders' Equity
Preferred Stock, shares issued: none at September 28, 2014 and December 31, 2013, respectively	0	0
Common Stock, shares issued: 299,281,967 and 299,281,527 at September 28, 2014 and December 31, 2013, respectively	299,281	299,281
Class B Common Stock, shares issued: 60,619,777 and 60,620,217 at September 28, 2014 and December 31, 2013, respectively	60,620	60,620
Additional paid-in capital	734,267	664,944
Retained earnings	5,773,534	5,454,286
Treasury-Common Stock shares at cost: 138,987,173 and 136,007,023 at September 28, 2014 and December 31, 2013, respectively	(5,147,232)	(4,707,730)
Accumulated other comprehensive loss	(176,516)	(166,567)
The Hershey Company stockholders' equity	1,543,954	1,604,834
Noncontrolling interests in subsidiaries	63,906	11,218
Total stockholders' equity	1,607,860	1,616,052
Total liabilities and stockholders' equity	$ 5,916,553	$ 5,357,488

CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Sep. 28, 2014	Dec. 31, 2013
STOCKHOLDERS' EQUITY
Treasury - Common Stock, shares at cost	138,987,173	136,007,023
Preferred Stock
STOCKHOLDERS' EQUITY
Preferred Stock, shares issued	0	0
Common Stock
STOCKHOLDERS' EQUITY
Common Stock, shares issued	299,281,967	299,281,527
Common Class B
STOCKHOLDERS' EQUITY
Common Stock, shares issued	60,619,777	60,620,217

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013
Cash Flows Provided by Operating Activities
Net Income	$ 644,404	$ 634,395
Adjustments to Reconcile Net Income to Net Cash Flows
Depreciation and amortization	153,006	150,557
Stock-based compensation expense	41,759	39,582
Excess tax benefits from stock-based compensation	(46,222)	(42,899)
Deferred income taxes	(10,031)	(13,007)
Noncash trademark impairment charge	13,340	0
Contributions to pension and other benefit plans	(41,446)	(48,150)
Changes in assets and liabilities, net of effects from business acquisitions
Accounts receivable - trade	(217,114)	(198,357)
Inventories	(165,205)	(132,773)
Accounts payable and accrued liabilities	(23,053)	75,989
Other assets and liabilities	37,995	158,377
Net Cash Flows Provided by Operating Activities	387,433	623,714
Cash Flows Used in Investing Activities
Capital additions	(214,259)	(215,257)
Capitalized software additions	(18,007)	(13,063)
Proceeds from sales of property, plant and equipment	655	15,149
Loan to affiliate	0	(16,000)
Business acquisitions, net of cash and cash equivalents acquired	(362,447)	0
Purchase of short-term investments	(98,309)	0
Net Cash Flows Used in Investing Activities	(692,367)	(229,171)
Cash Flows Used in Financing Activities
Net increase (decrease) in short-term debt	381,352	(7,086)
Long-term borrowings	1,348	250,767
Repayment of long-term debt	(1,075)	(250,422)
Cash dividends paid	(325,156)	(288,269)
Exercise of stock options	100,526	133,248
Excess tax benefits from stock-based compensation	46,222	42,899
Contributions from noncontrolling interests	2,940	2,940
Repurchase of common stock	(542,643)	(305,564)
Net Cash Flows Used in Financing Activities	(336,486)	(421,487)
Decrease in Cash and Cash Equivalents	(641,420)	(26,944)
Cash and Cash Equivalents, beginning of period	1,118,508	728,272
Cash and Cash Equivalents, end of period	477,088	701,328
Interest Paid	73,002	77,190
Income Taxes Paid	$ 278,775	$ 240,305

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - 9 months ended Sep. 28, 2014 - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Class B Common Stock	Additional Paid-in Capital	Retained Earnings	Treasury Common Stock	Accumulated Other Comprehensive Loss	Noncontrolling Interests in Subsidiaries	Total Stockholders' Equity
Balance at Dec. 31, 2013	$ 1,616,052	$ 0	$ 299,281	$ 60,620	$ 664,944	$ 5,454,286	$ (4,707,730)	$ (166,567)	$ 11,218	$ 1,616,052
Net income	644,404					644,404				644,404
Other comprehensive income	(9,949)							(9,949)		(9,949)
Common Stock, $1.505 per share						(242,956)				(242,956)
Class B Common Stock, $1.356 per share						(82,200)				(82,200)
Stock-based compensation					40,845					40,845
Exercise of stock options and incentive-based transactions					28,478		103,141			131,619
Repurchase of Common Stock	542,643						(542,643)			542,643
Acquisition of Lotte Shanghai Food Company									49,724	49,724
Earnings of and contributions from noncontrolling interests, net									2,964	2,964
Balance at Sep. 28, 2014	$ 1,607,860	$ 0	$ 299,281	$ 60,620	$ 734,267	$ 5,773,534	$ (5,147,232)	$ (176,516)	$ 63,906	$ 1,607,860

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Common Stock
Common Stock, Dividends, Per Share, Cash Paid	$ 0.535	$ 0.485	$ 1.505	$ 1.325
Common Class B
Common Stock, Dividends, Per Share, Cash Paid	$ 0.486	$ 0.435	$ 1.356	$ 1.195

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
SIGNIFICANT ACCOUNTING POLICIES	Sep. 28, 2014
Significant Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The unaudited consolidated financial statements provided in this report include the accounts of The Hershey Company (the “Company,” “Hershey,” “we” or “us”) 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 the noncontrolling 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. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and with the rules and regulations for reporting on Form 10-Q. Accordingly, they do not contain certain information and disclosures required by GAAP for comprehensive financial statements. Our significant interim accounting policies include the recognition of a pro-rata share of certain estimated annual amounts primarily for raw material purchase price variances, advertising expense, incentive compensation expenses and the effective income tax rate. We have included all adjustments (consisting only of normal recurring accruals) that we believe are considered necessary for a fair presentation. Operating results for the quarter ended September 28, 2014 may not be indicative of the results that may be expected for the year ending December 31, 2014 because of seasonal effects on our business. These financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2013 (our “2013 Annual Report on Form 10-K”), which provides a more complete understanding of our accounting policies, financial position, operating results and other matters. Short-Term Investments Short-term investments consist of bank term deposits that have original maturity dates ranging from greater than three months to twelve months. Short-term investments are carried at cost, which approximates fair value.

BUSINESS ACQUISITIONS

9 Months Ended

Sep. 28, 2014

Business Combinations [Abstract]

BUSINESS ACQUISITIONS

Acquisitions of businesses are accounted for as purchases and, accordingly, their results of operations are included in the consolidated financial statements from the respective dates of the acquisitions. The purchase price for business acquisitions is allocated to the assets acquired and liabilities assumed.

Shanghai Golden Monkey

On September 26, 2014 (the “Initial Acquisition”), our wholly-owned subsidiary, Hershey Netherlands B.V., completed the acquisition of 80% of the total outstanding shares of Shanghai Golden Monkey Food Joint Stock Co., Ltd. (“SGM”) for cash consideration of $393,238, subject to working capital and net debt adjustments. SGM is a privately held confectionery company based in Shanghai, China operating through six production facilities located in China. The Golden Monkey product line is primarily sold in China's traditional trade channels. Annual net sales of the business are approximately $200 million. The business complements our position in China, and we expect to take advantage of Golden Monkey's distribution and manufacturing capabilities to expand sales of our Hershey products in the China marketplace.

Hershey Netherlands B.V. has contractually agreed to purchase the remaining 20% of the outstanding shares of SGM on the one-year anniversary of the Initial Acquisition, subject to the parties obtaining government and regulatory approvals and satisfaction of other closing conditions. As such, we have recorded a liability of $100,067, reflecting the fair value of the future payment to be made to the SGM shareholders. This liability is included within accrued liabilities in the consolidated balance sheet at September 28, 2014.

The purchase consideration, net of cash and cash equivalents acquired totaling $20,756, was allocated to the net assets acquired based on their respective fair values at September 26, 2014, as follows:



In millions of dollars	Purchase Price Allocation			Estimated Useful Life
Goodwill	$	208		Indefinite
Distribution channel relationships	94			16 years
Trademarks	67			22 years
Property, plant and equipment	110			3	to	40 years
Other assets, net of liabilities assumed	41
Deferred taxes, primarily non-current deferred tax liabilities	(48		)
Net assets acquired	$	472

Since the acquisition was completed at the end of the quarter, the purchase price allocation presented above is preliminary. We are in the process of refining the valuations of acquired assets and liabilities and expect to finalize the purchase price allocation in 2015.

Goodwill is calculated as the excess of the purchase price over the fair value of the net assets acquired. The goodwill resulting from the acquisition is attributable primarily to the value of providing an established platform to leverage our brands in the China market, as well as expected synergies and other benefits from the combined brand portfolios. The recorded goodwill is not expected to be deductible for tax purposes.

Lotte Shanghai Food Company

In March 2014, we acquired an additional 5.9% interest in Lotte Shanghai Food Company (“LSFC”), a joint venture established in 2007 in China for the purpose of manufacturing and selling product to the venture partners. For this additional interest, we paid $5,580 in cash, increasing our ownership from 44.1% to 50%. At the same time, we also amended the LSFC shareholders' agreement resulting in our operational control over the venture. With the additional operational control, we reassessed our involvement with LSFC and concluded that we now have a controlling financial interest. Therefore, we have consolidated the venture as of the March 2014 acquisition date. We had previously accounted for our investment in LSFC using the equity method.

Total consideration transferred was approximately $99,161, including the $5,580 cash consideration paid, the estimated fair value of our previously held equity interest of $43,857 and the estimated fair value of the remaining noncontrolling interest in LSFC of $49,724, which fair values were determined using a market-based approach. The preliminary estimate of the fair value of the LSFC assets acquired and liabilities assumed on the acquisition date was $99,449, including fixed assets of $106,253, short-term debt obligations of $13,292 and other net assets of $6,488. We expect to finalize the purchase price allocation by the end of 2014.

We recognized a gain of approximately $4,627 in connection with this transaction, primarily related to the remeasurement of the fair value of our equity interest immediately before the business combination. The gain is included in selling, marketing and administrative within our consolidated statement of income. Additionally, cash acquired in the transaction exceeded the $5,580 paid for the controlling interest by $10,035, resulting in a positive cash impact from the acquisition as presented in the consolidated statement of cash flows.

Pro forma results of operations have not been presented for these acquisitions, as the impact on our consolidated financial statements is not material. In the nine-month period ended September 28, 2014 we incurred $14,097 in acquisition-related costs for the SGM acquisition. These costs are recorded within selling, marketing and administrative costs in the consolidated statement of income and include third-party advisory fees as well as net foreign currency exchange losses relating to our strategy to cap the acquisition price as denominated in U.S. dollars.

The Allan Candy Company Limited

In October 2014, our wholly-owned subsidiary, Hershey Canada Inc., entered into an agreement to acquire all of the outstanding shares of The Allan Candy Company Limited (“Allan”) for cash consideration of approximately $28 million, subject to customary regulatory approvals and a working capital adjustment. Allan is headquartered in Ontario, Canada and currently manufactures certain non-chocolate products on behalf of Hershey, in addition to manufacturing and distributing its own branded products, principally in Canada. The acquisition is expected to close by year-end 2014.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

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+ Details

NONCONTROLLING INTERESTS IN SUBSIDIARIES	9 Months Ended
NONCONTROLLING INTERESTS IN SUBSIDIARIES	Sep. 28, 2014
Noncontrolling Interest [Abstract]
NONCONTROLLING INTERESTS IN SUBSIDIARIES	NONCONTROLLING INTERESTS IN SUBSIDIARIES Noncontrolling interests in subsidiaries totaled $63,906 as of September 28, 2014 and $11,218 as of December 31, 2013, with the increase primarily reflecting the 50% noncontrolling interest resulting from our March 2014 acquisition of LSFC, as discussed in Note 2. We also 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. During each of the first nine months of 2014 and 2013, we contributed cash of $3,060 to Hershey do Brasil and Bauducco contributed $2,940 in each of these time periods. The share of losses pertaining to the noncontrolling interests in subsidiaries was $202 for the quarter ended September 28, 2014 and the share of gains pertaining to noncontrolling interests in subsidiaries was $275 for the quarter ended September 29, 2013. The share of losses pertaining to the noncontrolling interests in subsidiaries was $511 for the nine months ended September 28, 2014 and $1,888 for the nine months ended September 29, 2013. These amounts are reflected in selling, marketing and administrative expenses.

STOCK COMPENSATION PLAN

9 Months Ended

Sep. 28, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

STOCK COMPENSATION PLANS

The Hershey Company Equity and Incentive Compensation Plan (“EICP”) is the plan under which grants using shares for compensation and incentive purposes are made. The following table summarizes our stock compensation costs:



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
Total compensation amount charged against income for stock options, performance stock units (“PSUs”) and restricted stock units (“RSUs”)	$	14,062	$	13,594	$	41,759	$	39,582
Total income tax benefit recognized in the Consolidated Statements of Income for stock-based compensation	$	4,907	$	4,507	$	14,407	$	13,577

Stock Options

A summary of the status of our stock options as of September 28, 2014 and the change during 2014 is presented below:



	Nine Months Ended September 28, 2014
Stock Options	Shares		Weighted-Average Exercise Price (per share)	Weighted-Average Remaining Contractual Term
Outstanding at beginning of the period	8,660,336		$55.47	6.3 years
Granted	1,371,610		$105.88
Exercised	(2,076,476	)	$48.88
Forfeited	(151,676	)	$83.04
Outstanding as of September 28, 2014	7,803,794		$65.57	6.5 years
Options exercisable as of September 28, 2014	4,114,106		$50.51	4.9 years



	Nine Months Ended
	September 28, 2014	September 29, 2013
Weighted-average fair value of options granted (per share)	$21.54	$14.48
Intrinsic value of options exercised	$110,329	$117,520

We estimated the fair value of each stock option grant on the date of the grant using a Black-Scholes option-pricing model and the weighted-average assumptions set forth in the following table:



	Nine Months Ended
	September 28, 2014		September 29, 2013
Dividend yields	2.0	%	2.2	%
Expected volatility	22.3	%	22.2	%
Risk-free interest rates	2.1	%	1.4	%
Expected lives in years	6.7		6.6

As of September 28, 2014, the aggregate intrinsic value of options outstanding was $226,306 and the aggregate intrinsic value of options exercisable was $171,913.

As of September 28, 2014, unrecognized compensation cost related to non-vested stock option compensation arrangements totaled $29,634, which is expected to be recognized over a weighted-average period of 2.3 years.

Performance Stock Units and Restricted Stock Units

A summary of the status of our PSUs and RSUs as of September 28, 2014 and the change during 2014 is presented below:



Performance Stock Units and Restricted Stock Units	Nine Months Ended September 28, 2014		Weighted-average grant date fair value for equity awards or market value for liability awards (per unit)
Outstanding at beginning of year	1,411,399		$72.43
Granted	308,980		$116.90
Performance assumption change	(191,588	)	$84.55
Vested	(541,848	)	$63.36
Forfeited	(36,933	)	$88.20
Outstanding as of September 28, 2014	950,010		$93.86

The table above excludes PSU awards for 29,596 units as of December 31, 2013 and 26,396 units as of September 28, 2014 for which the measurement date has not yet occurred for accounting purposes.

The following table sets forth information about the fair value of the PSUs and RSUs granted during the periods indicated for potential future distribution to employees and directors. In addition, the table provides assumptions used to determine the fair value of the market-based total shareholder return component of the PSU grants using a Monte Carlo simulation model on the date of grant:



	Nine Months Ended
	September 28, 2014		September 29, 2013
Units granted	308,980		371,695
Weighted-average fair value at date of grant (per unit)	$116.90		$88.11
Monte Carlo simulation assumptions:
Estimated values (per unit)	$80.95		$55.49
Dividend yields	1.8	%	2.0	%
Expected volatility	15.5	%	17.1	%

As of September 28, 2014, there was $46,628 of total unrecognized compensation cost related to non-vested PSUs and RSUs. We expect to recognize that cost over a weighted-average period of 2.1 years.



	Nine Months Ended
	September 28, 2014		September 29, 2013
Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested	$	57,001	$	60,507

Deferred PSUs, deferred RSUs and deferred stock units representing directors’ fees totaled 534,637 units as of September 28, 2014. Each unit is equivalent to one share of the Company’s Common Stock.

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES

9 Months Ended

Sep. 28, 2014

Restructuring and Related Activities [Abstract]

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 Next Century program, production transitioned 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.

Project-to-date costs for the Next Century program totaled $197.6 million through September 28, 2014, in line with our estimates of total pre-tax charges and non-recurring project implementation costs of $190 million to $200 million.

Business realignment and impairment charges recorded during the three-month and nine-month periods ended September 28, 2014 and September 29, 2013 were as follows:



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
Cost of sales – Next Century program	$	—	$	62	$	93	$	209
Selling, marketing and administrative – Next Century program	—		1		—		18
Business realignment and impairment charges, net
Impairment of trademark	13,340		—		13,340		—
Next Century program - plant closure expenses	3,032		2,929		7,204		13,367
Total business realignment and impairment charges, net	16,372		2,929		20,544		13,367
Total business realignment and impairment charges	$	16,372	$	2,992	$	20,637	$	13,594

The majority of the Next Century program charges incurred in both the quarter and year-to-date periods ending September 28, 2014 and September 29, 2013 related to ongoing costs associated with the demolition of a former manufacturing facility.

During the third quarter of 2014, we obtained information indicating that the fair value of one of our indefinite-lived intangibles may be impaired. We therefore conducted an impairment assessment, using a relief from royalty methodology, on this indefinite-lived trademark related to a non-chocolate brand. As a result of this assessment, we recorded a $13,340 impairment charge during the quarter.

EARNINGS PER SHARE

9 Months Ended

Sep. 28, 2014

Earnings Per Share [Abstract]

EARNINGS PER SHARE

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



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
In thousands except per share data
Net income	$	223,741	$	232,985	$	644,404	$	634,395
Weighted-average shares - Basic
Common Stock	161,253		163,364		162,330		163,483
Class B Common Stock	60,620		60,629		60,620		60,629
Total weighted-average shares - Basic	221,873		223,993		222,950		224,112
Effect of dilutive securities:
Employee stock options	1,705		2,431		1,985		2,488
Performance and restricted stock units	299		463		358		549
Weighted-average shares - Diluted	223,877		226,887		225,293		227,149
Earnings Per Share - Basic
Common Stock	$	1.03	$	1.07	$	2.97	$	2.91
Class B Common Stock	$	0.94	$	0.96	$	2.68	$	2.63

Earnings Per Share - Diluted
Common Stock	$	1.00	$	1.03	$	2.86	$	2.79
Class B Common Stock	$	0.94	$	0.95	$	2.67	$	2.61

The Class B Common Stock is convertible into Common Stock on a share for share basis at any time. The calculation of earnings per share-diluted for the Class B Common Stock was performed using the two-class method and the calculation of earnings per share-diluted for the Common Stock was performed using the if-converted method.



	Three Months Ended		Nine Months Ended
	September 28, 2014	September 29, 2013	September 28, 2014	September 29, 2013
In thousands
Stock options excluded from diluted earnings per share calculations because the effect would have been antidilutive	1,510	1,011	1,510	1,759

FINANCIAL INSTRUMENTS AND FAIR VALUE

9 Months Ended

Sep. 28, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

FINANCIAL INSTRUMENTS AND FAIR VALUE

We are exposed to market risks arising principally from changes in foreign currency exchange rates, interest rates and commodity prices. We use certain derivative instruments to manage these 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 also use derivatives that do not qualify for hedge accounting treatment. We account for such derivatives at market value with the resulting gains and losses reflected in the income statement. We do not hold or issue derivative instruments for trading or speculative 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 entering into exchanged-traded contracts with collateral posting requirements and/or 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.

Commodity Price Risk

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. The majority of our commodity derivative instruments meet hedge accounting requirements and are designated as cash flow hedges. We account for the effective portion of mark-to-market gains and losses in other comprehensive income, to be recognized in cost of sales in the same period that we record the hedged raw material requirements in cost of sales. The ineffective portion of gains and losses is recorded currently in cost of sales.

Foreign Exchange Price Risk

We are exposed to foreign currency exchange rate risk related to our international operations, including non-functional currency intercompany debt and other non-functional currency transactions of certain subsidiaries. Principal currencies hedged include the euro, Canadian dollar, Malaysian ringgit, Swiss franc, Chinese renminbi, Japanese yen, and Brazilian real. We typically utilize foreign currency forward exchange contracts and options to hedge these exposures for periods ranging from 3 to 24 months. The contracts are either designated as cash flow hedges or are undesignated. The net notional amount of foreign exchange contracts accounted for as cash flow hedges was $506 at September 28, 2014 and $158,375 at December 31, 2013. The effective portion of the changes in fair value on these contracts is recorded in other comprehensive income and reclassified into earnings in the same period in which the hedged transactions affect earnings. The net notional amount of foreign exchange contracts that are not designated as accounting hedges was $5,354 at September 28, 2014 and $2,823 at December 31, 2013. The change in fair value on these instruments is recorded directly in cost of sales or selling, marketing and administrative expense, depending on the nature of the underlying exposure.

Interest Rate Risk

In order to manage interest rate exposure, from time to time we enter into interest rate swap agreements, which are designated as cash flow hedges, with gains and losses deferred in other comprehensive income to be recognized as an adjustment to interest expense in the same period that the hedged interest payments affect earnings. The notional amount of interest rate derivative instruments outstanding was $700,000 at September 28, 2014 and $250,000 at December 31, 2013.

Equity Price Risk

We are exposed to market price changes in certain broad market indices related to our deferred compensation obligations to our employees. In the first quarter of 2014, we entered into equity swap contracts to hedge the portion of the exposure that is linked to market-level equity returns. These contracts are not designated as hedges for accounting purposes and are entered into for periods of 3 to 12 months. The change in fair value of these derivatives is recorded in selling, marketing and administrative expense, together with the change in the related liabilities. The notional amount of the contracts outstanding at September 28, 2014 was $25,306.

Fair Value of Derivative Instruments

The following table summarizes the fair value of the derivative instruments as recorded in the Consolidated Balance Sheets as of the dates below:



	Balance Sheet Caption	September 28, 2014		December 31, 2013
Derivative Assets
Derivatives designated as hedges:
Commodities futures and options (1)	Prepaid expenses and other current assets	$	6,313	$	4,306
Foreign exchange contracts (2)	Prepaid expenses and other current assets	497		2,227
Interest rate swap agreements (3)	Prepaid expenses and other current assets	5,083		—
Foreign exchange contracts (2)	Other long-term assets	244		586
Interest rate swap agreements (3)	Other long-term assets	—		22,745
Cross-currency swap agreement (4)	Other long-term assets	1,559		—
Total derivatives designated as hedges		$	13,696	$	29,864

Derivatives not designated as hedges:
Deferred compensation derivatives (5)	Prepaid expenses and other current assets	$	371	$	—
Foreign exchange contracts (2)	Prepaid expenses and other current assets	3,328		445
Foreign exchange contracts (2)	Other long-term assets	170		166
Total derivatives not designated as hedges		$	3,869	$	611

Derivative Liabilities
Derivatives designated as hedges:
Commodities futures and options (1)	Accrued liabilities	$	2,622	$	129
Foreign exchange contracts (2)	Accrued liabilities	1,408		—
Foreign exchange contracts (2)	Other long-term liabilities	422		—
Interest rate swap agreements (3)	Other long-term liabilities	2,336		—
Total derivatives designated as hedges		$	6,788	$	129

Derivatives not designated as hedges:
Foreign exchange contracts (2)	Accrued liabilities	$	698	$	—
Foreign exchange contracts (2)	Other long-term liabilities	115		198
Total derivatives not designated as hedges		$	813	$	198

(1)

The fair value of commodities futures and options contracts is based on quoted market prices and is, therefore, categorized as Level 1 within the fair value hierarchy. As of September 28, 2014, accrued liabilities reflects the net of assets of $44,675 and accrued liabilities of $47,195 associated with cash transfers receivable or payable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period. The comparable amounts reflected on a net basis in accrued liabilities at December 31, 2013 were assets of $23,780 and accrued liabilities of $23,909. At September 28, 2014 and December 31, 2013, the amount reflected in prepaid expenses and other current assets related to the fair value of options contracts.

(2)

The fair value of foreign currency forward exchange contracts is the difference between the contract and current market foreign currency exchange rates at the end of the period. We estimate the fair value of foreign currency forward exchange contracts on a quarterly basis by obtaining market quotes of spot and forward rates for contracts with similar terms, adjusted where necessary for maturity differences. These contracts are classified as Level 2 within the fair value hierarchy.

(3)

The fair value of interest rate swap agreements represents the difference in the present value 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. Such contracts are categorized as Level 2 within the fair value hierarchy.


(4)	The fair value of the cross-currency swap agreement is categorized as Level 2 within the fair value hierarchy and is estimated based on the difference between the contract and current market foreign currency exchange rates at the end of the period.


(5)	The fair value of deferred compensation derivatives is based on quoted prices for market interest rates and a broad market equity index and is, therefore, categorized as Level 2 within the fair value hierarchy.

Fair Value of Other Financial Instruments

The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and short-term debt approximated fair value as of September 28, 2014 and December 31, 2013 because of the relatively short maturity of these instruments.

The carrying value of long-term debt, including the current portion, was $1,810,651 as of September 28, 2014, compared with a fair value of $1,973,308. The estimated fair value of long-term debt is based on quoted market prices for similar debt issues and is, therefore, classified as Level 2 within the valuation hierarchy.

Income Statement Impact of Derivative Instruments

The effect of derivative instruments on the Consolidated Statements of Income for the three months ended September 28, 2014 and September 29, 2013 was as follows:



	Non-designated Hedges				Cash Flow Hedges
	Non-designated Hedges				Cash Flow Hedges
	Gains recognized in income (a)				Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)					Gains (losses) reclassified from accumulated OCI into income (effective portion) (b)						Gains recognized in income (ineffective portion) (c)

	2014		2013		2014			2013		2014			2013			2014		2013
Commodities futures and options	$	393	$	—	$	3,256		$	84,170	$	27,000		$	4,000		$	2,553	$	2,728
Foreign exchange contracts	7,033		—		(612		)	6,286		(361		)	1,456			—		—
Interest rate swap agreements	—		—		(4,661		)	1,200		(1,114		)	(1,114		)	—		428
Deferred compensation derivatives	371		—		—			—		—			—			—		—
Total	$	7,797	$	—	$	(2,017	)	$	91,656	$	25,525		$	4,342		$	2,553	$	3,156


(a)	Gains recognized in income for non-designated commodities futures and options contracts were included in cost of sales. Gains recognized in income for non-designated foreign currency forward exchange contracts and deferred compensation derivatives were included in selling, marketing and administrative expenses.

(b)


(c)	Gains representing hedge ineffectiveness were included in cost of sales for commodities futures and options contracts and in interest expense for interest rate swap agreements.

The effect of derivative instruments on the Consolidated Statements of Income for the nine months ended September 28, 2014 and September 29, 2013 was as follows:



	Non-designated Hedges					Cash Flow Hedges
	Non-designated Hedges					Cash Flow Hedges
	Gains (losses) recognized in income (a)					Gains (losses) recognized in OCI (effective portion)					Gains (losses) reclassified from accumulated OCI into income (effective portion) (b)						Gains recognized in income (ineffective portion) (c)

	2014			2013		2014			2013		2014			2013			2014		2013
Commodities futures and options	$	2,732		$	—	$	62,523		$	69,670	$	55,300		$	(5,500	)	$	2,461	$	3,271
Foreign exchange contracts	(1,759		)	—		(301		)	6,501		3,536			3,382			—		—
Interest rate swap agreements	—			—		(19,998		)	21,515		(3,351		)	(2,858		)	—		—
Deferred compensation derivatives	1,909			—		—			—		—			—			—		—
Total	$	2,882		$	—	$	42,224		$	97,686	$	55,485		$	(4,976	)	$	2,461	$	3,271


(a)	Gains recognized in income for non-designated commodities futures and options contracts were included in cost of sales. Gains (losses) recognized in income for non-designated foreign currency forward exchange contracts and deferred compensation derivatives were included in selling, marketing and administrative expenses.

(b)

Gains (losses) reclassified from accumulated OCI into income were included in cost of sales for commodities futures and options contracts and for foreign currency forward exchange contracts designated as hedges of purchases of inventory or other productive assets. Other gains for foreign currency forward exchange contracts were included in selling, marketing and administrative expenses. For the nine months ended September 28, 2014, this included $3,801 relating to unrealized gains on foreign currency forward exchange contracts that were reclassified from accumulated OCI to selling, marketing and administrative expenses as a result of the discontinuance of cash flow hedge accounting because it was determined to be probable that the original forecasted transactions would not occur within the time period originally designated or the subsequent two months thereafter. Losses reclassified from accumulated OCI into income for interest rate swap agreements were included in interest expense.


(c)	Gains representing hedge ineffectiveness were included in cost of sales for commodities futures and options contracts.

The amount of net gains on cash flow hedging derivatives, including interest rate swap agreements, foreign currency forward exchange contracts, and commodities futures and options contracts, expected to be reclassified into income in the next twelve months was approximately $28,781 after tax as of September 28, 2014. This amount was primarily associated with commodities futures and options contracts.

COMPREHENSIVE INCOME

9 Months Ended

Sep. 28, 2014

Comprehensive Income Disclosure [Abstract]

COMPREHENSIVE INCOME

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



	Three Months Ended
	September 28, 2014
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	223,741

Other comprehensive (loss) income:
Foreign currency translation adjustments	$	(17,321	)	$	—		(17,321		)
Pension and post-retirement benefit plans (a)	5,851			(2,227		)	3,624
Cash flow hedges:
Losses on cash flow hedging derivatives	(2,017		)	1,085			(932		)
Reclassification adjustments (b)	(25,525		)	9,981			(15,544		)

Total other comprehensive loss	$	(39,012	)	$	8,839		(30,173		)

Comprehensive income							$	193,568



	Three Months Ended
	September 29, 2013
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	232,985

Other comprehensive income (loss):
Foreign currency translation adjustments	$	1,053		$	—		1,053
Pension and post-retirement benefit plans (a)	9,930			(3,770		)	6,160
Cash flow hedges:
Gains on cash flow hedging derivatives	91,656			(34,311		)	57,345
Reclassification adjustments (b)	(4,342		)	1,655			(2,687		)

Total other comprehensive income	$	98,297		$	(36,426	)	61,871

Comprehensive income							$	294,856



	Nine Months Ended
	September 28, 2014
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	644,404

Other comprehensive (loss) income:
Foreign currency translation adjustments	$	(12,016	)	$	—		(12,016		)
Pension and post-retirement benefit plans (a)	17,386			(6,602		)	10,784
Cash flow hedges:
Gains on cash flow hedging derivatives	42,224			(15,375		)	26,849
Reclassification adjustments (b)	(55,485		)	19,919			(35,566		)

Total other comprehensive loss	$	(7,891	)	$	(2,058	)	(9,949		)

Comprehensive income							$	634,455



	Nine Months Ended
	September 29, 2013
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	634,395

Other comprehensive income (loss):
Foreign currency translation adjustments	$	(17,928	)	$	—		(17,928		)
Pension and post-retirement benefit plans (a)	32,231			(12,450		)	19,781
Cash flow hedges:
Gains on cash flow hedging derivatives	97,686			(36,331		)	61,355
Reclassification adjustments (b)	4,976			(1,895		)	3,081

Total other comprehensive income	$	116,965		$	(50,676	)	66,289

Comprehensive income							$	700,684


(a)	These amounts are included in the computation of net periodic benefit costs. For more information, see Note 13. Pension and Other Post-Retirement Benefit Plans.


(b)	For information on the presentation of reclassification adjustments for cash flow hedges on the Consolidated Statements of Income, see Note 7. Financial Instruments and Fair Value.

The components of accumulated other comprehensive loss as shown on the Consolidated Balance Sheets are as follows:



	September 28, 2014			December 31, 2013
Foreign currency translation adjustments	$	(28,846	)	$	(16,830	)
Pension and post-retirement benefit plans, net of tax	(188,850		)	(199,634		)
Cash flow hedges, net of tax	41,180			49,897
Total accumulated other comprehensive loss	$	(176,516	)	$	(166,567	)

- Definition

The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=36458714&loc=d3e689-108580

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
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-Section 45
-Paragraph 12
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.3-04)
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 11
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Reclassification Adjustments
-URI http://asc.fasb.org/extlink&oid=6522872

+ Details

INVENTORIES

9 Months Ended

Sep. 28, 2014

Inventory Disclosure [Abstract]

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 were as follows:



	September 28, 2014			December 31, 2013
Raw materials	$	303,338		$	226,978
Goods in process	93,788			79,861
Finished goods	668,083			517,968
Inventories at FIFO	1,065,209			824,807
Adjustment to LIFO	(164,466		)	(165,266		)
Total inventories	$	900,743		$	659,541

Total inventories at September 28, 2014 included $85,772 relating to SGM and LSFC, the two businesses we acquired during the first nine months of 2014. In addition, raw materials at September 28, 2014 increased in part due to bulk purchases of certain ingredients at favorable pricing.

Property, Plant and Equipment

9 Months Ended

Sep. 28, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

PROPERTY, PLANT AND EQUIPMENT

Major classes of property, plant and equipment were as follows:



	September 28, 2014			December 31, 2013
Land	$	96,396		$	96,334
Buildings	1,130,397			956,890
Machinery and equipment	3,006,583			2,726,170
Property, plant and equipment, gross	4,233,376			3,779,394
Accumulated depreciation	(2,154,663		)	(1,974,049		)
Property, plant and equipment, net	$	2,078,713		$	1,805,345

DEBT AND FINANCING ARRANGEMENTS

9 Months Ended

Sep. 28, 2014

Long-term Debt, Unclassified [Abstract]

DEBT AND FINANCING ARRANGEMENTS

As a source of short-term financing, we utilize cash on hand and commercial paper or bank loans with an original maturity of three months or less. We maintain a $1.0 billion unsecured revolving credit facility, which expires in November 2018. At September 28, 2014, we had outstanding commercial paper totaling $329,987, at a weighted average interest rate of 0.09%. We had no commercial paper borrowings at December 31, 2013.

The credit agreement contains certain financial and other covenants, customary representations, warranties and events of default. As of September 28, 2014, we were in compliance with all covenants pertaining to the credit agreement, and we had no significant compensating balance agreements that legally restricted these funds. For more information, refer to the consolidated financial statements and notes included in our 2013 Annual Report on Form 10-K.

At September 28, 2014, we reclassified to current liabilities $250,000 in outstanding principal amount relating to our 4.85% Notes which come due in August 2015.

Our short-term and long-term debt balances at September 28, 2014 include $96,868 and $16,253, respectively, related to debt assumed in the SGM acquisition.

In May 2012, we filed a Registration Statement on Form S-3 with the U.S. Securities and Exchange Commission that registered an indeterminate amount of debt securities. In April 2013, we repaid $250.0 million of 5.0% Notes due in 2013. In May 2013, we issued $250.0 million of 2.625% Notes due in 2023 under this Registration Statement.

Interest Expense

Net interest expense consisted of the following:



	Three Months Ended						Nine Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Interest expense	$	23,441		$	22,838		$	69,839		$	69,619
Interest income	(1,125		)	(696		)	(3,209		)	(2,109		)
Capitalized interest	(1,543		)	(383		)	(3,838		)	(1,024		)
Interest expense, net	$	20,773		$	21,759		$	62,792		$	66,486

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 28, 2014
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES 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. U.S., Canadian and Mexican federal audit issues typically involve the timing of deductions and transfer pricing adjustments. During the first quarter of 2013, the U.S. Internal Revenue Service (“IRS”) commenced its audit of our U.S. income tax returns for 2009 through 2011. The audit was concluded in the second quarter of 2014. Tax examinations by various state taxing authorities could be conducted for years beginning in 2010. We are no longer subject to Canadian federal income tax examinations by the Canada Revenue Agency (“CRA”) for years before 2007. The CRA commenced its audit of our Canadian income tax returns for 2010 through 2012 in the second quarter of 2014. During the fourth quarter of 2013, the CRA concluded its audit for 2007 through 2009 and issued a letter to us indicating proposed adjustments primarily associated with business realignment charges and transfer pricing. During the third quarter of 2014, the CRA withdrew the proposed adjustments related to business realignment charges and transfer pricing of inventory, and we paid a $2.2 million assessment related to other cross-border adjustments. We provided notice to the U.S. Competent Authority and the CRA provided notice to the Canada Competent Authority of the likely need for their assistance to resolve the adjustments. Accordingly, as of September 28, 2014, we recorded a non-current receivable of approximately $1.5 million associated with the anticipated resolution of the adjustments by the Competent Authority of each country. We are no longer subject to Mexican federal income tax examinations by the Servicio de Administracion Tributaria (“SAT”) for years before 2009. 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 $6.2 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

9 Months Ended

Sep. 28, 2014

Compensation and Retirement Disclosure [Abstract]

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS

Components of net periodic benefit cost consisted of the following:



	Pension Benefits						Other Benefits
	Three Months Ended						Three Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Service cost	$	6,670		$	7,830		$	177		$	274
Interest cost	12,218			10,984			2,927			2,686
Expected return on plan assets	(18,519		)	(18,277		)	—			—
Amortization of prior service cost	(167		)	106			154			209
Recognized net actuarial loss (gains)	5,838			10,106			(36		)	(73		)
Administrative expenses	193			270			23			24
Net periodic benefit cost	$	6,233		$	11,019		$	3,245		$	3,120

We made contributions of $24,696 and $4,105 to the pension plans and other benefits plans, respectively, during the third quarter of 2014. In the third quarter of 2013, we made contributions of $28,647 and $6,254 to our pension plans and other benefits plans, respectively. The contributions in 2014 and 2013 also included benefit payments from our non-qualified pension plans and post-retirement benefit plans.

Components of net periodic benefit cost consisted of the following:



	Pension Benefits						Other Benefits
	Nine Months Ended						Nine Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Service cost	$	20,003		$	23,528		$	530		$	821
Interest cost	36,643			32,986			8,778			8,063
Expected return on plan assets	(55,537		)	(54,862		)	—			—
Amortization of prior service cost	(501		)	317			462			463
Recognized net actuarial loss (gains)	17,511			30,324			(107		)	(55		)
Administrative expenses	586			537			78			74
Net periodic benefit cost	$	18,705		$	32,830		$	9,741		$	9,366

We made contributions of $26,669 and $14,777 to the pension plans and other benefits plans, respectively, during the first nine months of 2014. In the first nine months of 2013, we made contributions of $29,875 and $18,275 to our pension plans and other benefits plans, respectively. The contributions in 2014 and 2013 also included benefit payments from our non-qualified pension plans and post-retirement benefit plans.

TREASURY STOCK ACTIVITY

9 Months Ended

Sep. 28, 2014

Stockholders' Equity Note [Abstract]

TREASURY STOCK ACTIVITY

A summary of our treasury stock activity is as follows:



	Nine Months Ended September 28, 2014
	Shares		Dollars
			In thousands
Shares repurchased in the open market under pre-approved share repurchase programs	2,112,408		$	200,067
Shares repurchased to replace Treasury Stock issued for stock options and incentive compensation	3,346,513		342,576
Total share repurchases	5,458,921		542,643
Shares issued for stock options and incentive compensation	(2,478,771	)	(103,141		)
Net change	2,980,150		$	439,502

The $250 million share repurchase program approved by our Board of Directors in April 2011 was completed in the second quarter of 2014.

In February 2014, our Board of Directors approved an additional $250 million authorization to repurchase shares of our Common Stock. As of September 28, 2014, we had repurchased $75 million of our Common Stock under this program and $175 million remained available for repurchases. We are authorized to purchase our outstanding shares in open market and privately negotiated transactions. The program has no expiration date and acquired shares of Common Stock will be held as treasury shares. Similar to prior programs, approved share repurchase authorizations are in addition to our practice of buying back shares sufficient to offset those issued under incentive compensation plans.

CONTINGENCIES	9 Months Ended
CONTINGENCIES	Sep. 28, 2014
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES In 2007, the Competition Bureau of Canada began an inquiry into alleged violations of the Canadian Competition Act in the sale and supply of chocolate products sold in Canada between 2002 and 2008 by members of the confectionery industry, including Hershey Canada, Inc. The U.S. Department of Justice also notified the Company in 2007 that it had opened an inquiry, but has not requested any information or documents. Subsequently, 13 civil lawsuits were filed in Canada and 91 civil lawsuits were filed in the United States against the Company. The lawsuits were instituted on behalf of direct purchasers of our products as well as indirect purchasers that purchase our products for use or for resale. Several other chocolate and confectionery companies were named as defendants in these lawsuits as they also were the subject of investigations and/or inquiries by the government entities referenced above. The cases sought recovery for losses suffered as a result of alleged conspiracies in restraint of trade in connection with the pricing practices of the defendants. The Canadian civil cases were settled in 2012. Hershey Canada, Inc. reached a settlement agreement with the Competition Bureau of Canada through their Leniency Program with regard to an inquiry into alleged violations of the Canadian Competition Act in the sale and supply of chocolate products sold in Canada by members of the confectionery industry. On June 21, 2013, Hershey Canada, Inc. pleaded guilty to one count of price fixing related to communications with competitors in Canada in 2007 and paid a fine of approximately $4.0 million. Hershey Canada, Inc. had promptly reported the conduct to the Competition Bureau, cooperated fully with its investigation and did not implement the planned price increase that was the subject of the 2007 communications. With regard to the U.S. lawsuits, the Judicial Panel on Multidistrict Litigation assigned the cases to the U.S. District Court for the Middle District of Pennsylvania (the “District Court”). Plaintiffs sought actual and treble damages against the Company and other defendants based on an alleged overcharge for certain, or in some cases all, chocolate products sold in the U.S. between December 2002 and December 2007, and certain plaintiff groups alleged damages that extended beyond the alleged conspiracy period. The lawsuits had been proceeding on different scheduling tracks for different groups of plaintiffs. On February 26, 2014, the District Court granted summary judgment to the Company in the cases brought by the direct purchaser plaintiffs that had not sought class certification as well as those that had been certified as a class. The direct purchaser plaintiffs appealed the District Court's decision to the United States Court of Appeals for the Third Circuit (“Third Circuit”) in May 2014. The remaining plaintiff groups - the putative class plaintiffs that purchased product indirectly for resale, the putative class plaintiffs that purchased product indirectly for use, and direct purchaser Associated Wholesale Grocers, Inc. - dismissed their cases with prejudice, subject to reinstatement if the Third Circuit were to reverse the District Court’s summary judgment decision. The District Court entered judgment closing the case on April 17, 2014. Competition and antitrust law investigations can be lengthy and violations are subject to civil and/or criminal fines and other sanctions. Class action civil antitrust lawsuits are expensive to defend and could result in significant judgments, including in some cases, payment of treble damages and/or attorneys' fees to the successful plaintiff. Additionally, negative publicity involving these proceedings could affect our Company's brands and reputation, possibly resulting in decreased demand for our products. These possible consequences, in our opinion, are currently not expected to materially impact our financial position or liquidity, but could materially impact our results of operations and cash flows in the period in which any fines, settlements or judgments are accrued or paid, respectively. We have no other material pending legal proceedings, other than ordinary routine litigation incidental to our business.

RECENT ACCOUNTING PRONOUNCEMENTS	9 Months Ended
RECENT ACCOUNTING PRONOUNCEMENTS	Sep. 28, 2014
Recent Accounting Pronouncements [Abstract]
RECENT ACCOUNTING PRONOUNCEMENTS	RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU No. 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We are currently evaluating the effect that ASU No. 2014-09 will have on our consolidated financial statements and related disclosures.

BUSINESS ACQUISITIONS (Tables)

9 Months Ended

Sep. 28, 2014

Business Acquisition [Line Items]

Schedule of Business Acquisitions, by Acquisition [Table Text Block]



In millions of dollars	Purchase Price Allocation			Estimated Useful Life
Goodwill	$	208		Indefinite
Distribution channel relationships	94			16 years
Trademarks	67			22 years
Property, plant and equipment	110			3	to	40 years
Other assets, net of liabilities assumed	41
Deferred taxes, primarily non-current deferred tax liabilities	(48		)
Net assets acquired	$	472

STOCK COMPENSATION PLAN (Tables)

9 Months Ended

Sep. 28, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Compensation Costs

The following table summarizes our stock compensation costs:



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
Total compensation amount charged against income for stock options, performance stock units (“PSUs”) and restricted stock units (“RSUs”)	$	14,062	$	13,594	$	41,759	$	39,582
Total income tax benefit recognized in the Consolidated Statements of Income for stock-based compensation	$	4,907	$	4,507	$	14,407	$	13,577

Schedule of Share-based Compensation, Stock Options, Activity

A summary of the status of our stock options as of September 28, 2014 and the change during 2014 is presented below:



	Nine Months Ended September 28, 2014
Stock Options	Shares		Weighted-Average Exercise Price (per share)	Weighted-Average Remaining Contractual Term
Outstanding at beginning of the period	8,660,336		$55.47	6.3 years
Granted	1,371,610		$105.88
Exercised	(2,076,476	)	$48.88
Forfeited	(151,676	)	$83.04
Outstanding as of September 28, 2014	7,803,794		$65.57	6.5 years
Options exercisable as of September 28, 2014	4,114,106		$50.51	4.9 years

Fair Value and Intrinsic Value of Options



	Nine Months Ended
	September 28, 2014	September 29, 2013
Weighted-average fair value of options granted (per share)	$21.54	$14.48
Intrinsic value of options exercised	$110,329	$117,520

Fair Value of Each Stock Option Grant

We estimated the fair value of each stock option grant on the date of the grant using a Black-Scholes option-pricing model and the weighted-average assumptions set forth in the following table:



	Nine Months Ended
	September 28, 2014		September 29, 2013
Dividend yields	2.0	%	2.2	%
Expected volatility	22.3	%	22.2	%
Risk-free interest rates	2.1	%	1.4	%
Expected lives in years	6.7		6.6

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity

A summary of the status of our PSUs and RSUs as of September 28, 2014 and the change during 2014 is presented below:



Performance Stock Units and Restricted Stock Units	Nine Months Ended September 28, 2014		Weighted-average grant date fair value for equity awards or market value for liability awards (per unit)
Outstanding at beginning of year	1,411,399		$72.43
Granted	308,980		$116.90
Performance assumption change	(191,588	)	$84.55
Vested	(541,848	)	$63.36
Forfeited	(36,933	)	$88.20
Outstanding as of September 28, 2014	950,010		$93.86

Schedule Of Share Based Payment Award Market Based Total Shareholder Return Valuation Assumptions



	Nine Months Ended
	September 28, 2014		September 29, 2013
Units granted	308,980		371,695
Weighted-average fair value at date of grant (per unit)	$116.90		$88.11
Monte Carlo simulation assumptions:
Estimated values (per unit)	$80.95		$55.49
Dividend yields	1.8	%	2.0	%
Expected volatility	15.5	%	17.1	%

Share Based Compensation Arrangement By Share Based Payment Award Intrinsic Value Of Share Based Liabilities Paid Combined With Fair Value Of Shares Vested



	Nine Months Ended
	September 28, 2014		September 29, 2013
Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested	$	57,001	$	60,507

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES (Tables)

9 Months Ended

Sep. 28, 2014

Restructuring and Related Activities [Abstract]

Business Realignment

Business realignment and impairment charges recorded during the three-month and nine-month periods ended September 28, 2014 and September 29, 2013 were as follows:



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
Cost of sales – Next Century program	$	—	$	62	$	93	$	209
Selling, marketing and administrative – Next Century program	—		1		—		18
Business realignment and impairment charges, net
Impairment of trademark	13,340		—		13,340		—
Next Century program - plant closure expenses	3,032		2,929		7,204		13,367
Total business realignment and impairment charges, net	16,372		2,929		20,544		13,367
Total business realignment and impairment charges	$	16,372	$	2,992	$	20,637	$	13,594

EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 28, 2014

Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]

Schedule of Earnings Per Share, Basic and Diluted

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



	Three Months Ended				Nine Months Ended
	September 28, 2014		September 29, 2013		September 28, 2014		September 29, 2013
In thousands except per share data
Net income	$	223,741	$	232,985	$	644,404	$	634,395
Weighted-average shares - Basic
Common Stock	161,253		163,364		162,330		163,483
Class B Common Stock	60,620		60,629		60,620		60,629
Total weighted-average shares - Basic	221,873		223,993		222,950		224,112
Effect of dilutive securities:
Employee stock options	1,705		2,431		1,985		2,488
Performance and restricted stock units	299		463		358		549
Weighted-average shares - Diluted	223,877		226,887		225,293		227,149
Earnings Per Share - Basic
Common Stock	$	1.03	$	1.07	$	2.97	$	2.91
Class B Common Stock	$	0.94	$	0.96	$	2.68	$	2.63

Earnings Per Share - Diluted
Common Stock	$	1.00	$	1.03	$	2.86	$	2.79
Class B Common Stock	$	0.94	$	0.95	$	2.67	$	2.61

Antidilutive stock options



	Three Months Ended		Nine Months Ended
	September 28, 2014	September 29, 2013	September 28, 2014	September 29, 2013
In thousands
Stock options excluded from diluted earnings per share calculations because the effect would have been antidilutive	1,510	1,011	1,510	1,759

FINANCIAL INSTRUMENTS AND FAIR VALUE (Tables)

9 Months Ended

Sep. 28, 2014

Derivative Instruments, Gain (Loss) [Line Items]

The fair value of derivative instruments

The following table summarizes the fair value of the derivative instruments as recorded in the Consolidated Balance Sheets as of the dates below:



	Balance Sheet Caption	September 28, 2014		December 31, 2013
Derivative Assets
Derivatives designated as hedges:
Commodities futures and options (1)	Prepaid expenses and other current assets	$	6,313	$	4,306
Foreign exchange contracts (2)	Prepaid expenses and other current assets	497		2,227
Interest rate swap agreements (3)	Prepaid expenses and other current assets	5,083		—
Foreign exchange contracts (2)	Other long-term assets	244		586
Interest rate swap agreements (3)	Other long-term assets	—		22,745
Cross-currency swap agreement (4)	Other long-term assets	1,559		—
Total derivatives designated as hedges		$	13,696	$	29,864

Derivatives not designated as hedges:
Deferred compensation derivatives (5)	Prepaid expenses and other current assets	$	371	$	—
Foreign exchange contracts (2)	Prepaid expenses and other current assets	3,328		445
Foreign exchange contracts (2)	Other long-term assets	170		166
Total derivatives not designated as hedges		$	3,869	$	611

Derivative Liabilities
Derivatives designated as hedges:
Commodities futures and options (1)	Accrued liabilities	$	2,622	$	129
Foreign exchange contracts (2)	Accrued liabilities	1,408		—
Foreign exchange contracts (2)	Other long-term liabilities	422		—
Interest rate swap agreements (3)	Other long-term liabilities	2,336		—
Total derivatives designated as hedges		$	6,788	$	129

Derivatives not designated as hedges:
Foreign exchange contracts (2)	Accrued liabilities	$	698	$	—
Foreign exchange contracts (2)	Other long-term liabilities	115		198
Total derivatives not designated as hedges		$	813	$	198

(1)

(2)

(3)


(4)	The fair value of the cross-currency swap agreement is categorized as Level 2 within the fair value hierarchy and is estimated based on the difference between the contract and current market foreign currency exchange rates at the end of the period.


(5)	The fair value of deferred compensation derivatives is based on quoted prices for market interest rates and a broad market equity index and is, therefore, categorized as Level 2 within the fair value hierarchy.

Gain (Loss) in Consolidates Statements of Income

The effect of derivative instruments on the Consolidated Statements of Income for the three months ended September 28, 2014 and September 29, 2013 was as follows:



	Non-designated Hedges				Cash Flow Hedges
	Non-designated Hedges				Cash Flow Hedges
	Gains recognized in income (a)				Gains (losses) recognized in other comprehensive income (“OCI”) (effective portion)					Gains (losses) reclassified from accumulated OCI into income (effective portion) (b)						Gains recognized in income (ineffective portion) (c)

	2014		2013		2014			2013		2014			2013			2014		2013
Commodities futures and options	$	393	$	—	$	3,256		$	84,170	$	27,000		$	4,000		$	2,553	$	2,728
Foreign exchange contracts	7,033		—		(612		)	6,286		(361		)	1,456			—		—
Interest rate swap agreements	—		—		(4,661		)	1,200		(1,114		)	(1,114		)	—		428
Deferred compensation derivatives	371		—		—			—		—			—			—		—
Total	$	7,797	$	—	$	(2,017	)	$	91,656	$	25,525		$	4,342		$	2,553	$	3,156


(a)	Gains recognized in income for non-designated commodities futures and options contracts were included in cost of sales. Gains recognized in income for non-designated foreign currency forward exchange contracts and deferred compensation derivatives were included in selling, marketing and administrative expenses.

(b)


(c)	Gains representing hedge ineffectiveness were included in cost of sales for commodities futures and options contracts and in interest expense for interest rate swap agreements.

The effect of derivative instruments on the Consolidated Statements of Income for the nine months ended September 28, 2014 and September 29, 2013 was as follows:



	Non-designated Hedges					Cash Flow Hedges
	Non-designated Hedges					Cash Flow Hedges
	Gains (losses) recognized in income (a)					Gains (losses) recognized in OCI (effective portion)					Gains (losses) reclassified from accumulated OCI into income (effective portion) (b)						Gains recognized in income (ineffective portion) (c)

	2014			2013		2014			2013		2014			2013			2014		2013
Commodities futures and options	$	2,732		$	—	$	62,523		$	69,670	$	55,300		$	(5,500	)	$	2,461	$	3,271
Foreign exchange contracts	(1,759		)	—		(301		)	6,501		3,536			3,382			—		—
Interest rate swap agreements	—			—		(19,998		)	21,515		(3,351		)	(2,858		)	—		—
Deferred compensation derivatives	1,909			—		—			—		—			—			—		—
Total	$	2,882		$	—	$	42,224		$	97,686	$	55,485		$	(4,976	)	$	2,461	$	3,271


(a)	Gains recognized in income for non-designated commodities futures and options contracts were included in cost of sales. Gains (losses) recognized in income for non-designated foreign currency forward exchange contracts and deferred compensation derivatives were included in selling, marketing and administrative expenses.

(b)


(c)	Gains representing hedge ineffectiveness were included in cost of sales for commodities futures and options contracts.

COMPREHENSIVE INCOME (Tables)

9 Months Ended

Sep. 28, 2014

Comprehensive Income Disclosure [Abstract]

Schedule of Comprehensive Income (Loss)

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



	Three Months Ended
	September 28, 2014
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	223,741

Other comprehensive (loss) income:
Foreign currency translation adjustments	$	(17,321	)	$	—		(17,321		)
Pension and post-retirement benefit plans (a)	5,851			(2,227		)	3,624
Cash flow hedges:
Losses on cash flow hedging derivatives	(2,017		)	1,085			(932		)
Reclassification adjustments (b)	(25,525		)	9,981			(15,544		)

Total other comprehensive loss	$	(39,012	)	$	8,839		(30,173		)

Comprehensive income							$	193,568



	Three Months Ended
	September 29, 2013
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	232,985

Other comprehensive income (loss):
Foreign currency translation adjustments	$	1,053		$	—		1,053
Pension and post-retirement benefit plans (a)	9,930			(3,770		)	6,160
Cash flow hedges:
Gains on cash flow hedging derivatives	91,656			(34,311		)	57,345
Reclassification adjustments (b)	(4,342		)	1,655			(2,687		)

Total other comprehensive income	$	98,297		$	(36,426	)	61,871

Comprehensive income							$	294,856



	Nine Months Ended
	September 28, 2014
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	644,404

Other comprehensive (loss) income:
Foreign currency translation adjustments	$	(12,016	)	$	—		(12,016		)
Pension and post-retirement benefit plans (a)	17,386			(6,602		)	10,784
Cash flow hedges:
Gains on cash flow hedging derivatives	42,224			(15,375		)	26,849
Reclassification adjustments (b)	(55,485		)	19,919			(35,566		)

Total other comprehensive loss	$	(7,891	)	$	(2,058	)	(9,949		)

Comprehensive income							$	634,455



	Nine Months Ended
	September 29, 2013
	Pre-Tax Amount			Tax (Expense) Benefit			After-Tax Amount

Net income							$	634,395

Other comprehensive income (loss):
Foreign currency translation adjustments	$	(17,928	)	$	—		(17,928		)
Pension and post-retirement benefit plans (a)	32,231			(12,450		)	19,781
Cash flow hedges:
Gains on cash flow hedging derivatives	97,686			(36,331		)	61,355
Reclassification adjustments (b)	4,976			(1,895		)	3,081

Total other comprehensive income	$	116,965		$	(50,676	)	66,289

Comprehensive income							$	700,684


(a)	These amounts are included in the computation of net periodic benefit costs. For more information, see Note 13. Pension and Other Post-Retirement Benefit Plans.


(b)	For information on the presentation of reclassification adjustments for cash flow hedges on the Consolidated Statements of Income, see Note 7. Financial Instruments and Fair Value.

Schedule of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive loss as shown on the Consolidated Balance Sheets are as follows:



	September 28, 2014			December 31, 2013
Foreign currency translation adjustments	$	(28,846	)	$	(16,830	)
Pension and post-retirement benefit plans, net of tax	(188,850		)	(199,634		)
Cash flow hedges, net of tax	41,180			49,897
Total accumulated other comprehensive loss	$	(176,516	)	$	(166,567	)

INVENTORIES (Tables)

9 Months Ended

Sep. 28, 2014

Inventory Disclosure [Abstract]

Schedule Of Inventory

Inventories were as follows:



	September 28, 2014			December 31, 2013
Raw materials	$	303,338		$	226,978
Goods in process	93,788			79,861
Finished goods	668,083			517,968
Inventories at FIFO	1,065,209			824,807
Adjustment to LIFO	(164,466		)	(165,266		)
Total inventories	$	900,743		$	659,541

PROPERTY, PLANT AND EQUIPMENT (Tables)

9 Months Ended

Sep. 28, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Major classes of property, plant and equipment were as follows:



	September 28, 2014			December 31, 2013
Land	$	96,396		$	96,334
Buildings	1,130,397			956,890
Machinery and equipment	3,006,583			2,726,170
Property, plant and equipment, gross	4,233,376			3,779,394
Accumulated depreciation	(2,154,663		)	(1,974,049		)
Property, plant and equipment, net	$	2,078,713		$	1,805,345

DEBT AND FINANCING ARRANGEMENTS (Tables)

9 Months Ended

Sep. 28, 2014

Long-term Debt, Unclassified [Abstract]

Schedule Of Net Interest Expense [Table Text Block]

Net interest expense consisted of the following:



	Three Months Ended						Nine Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Interest expense	$	23,441		$	22,838		$	69,839		$	69,619
Interest income	(1,125		)	(696		)	(3,209		)	(2,109		)
Capitalized interest	(1,543		)	(383		)	(3,838		)	(1,024		)
Interest expense, net	$	20,773		$	21,759		$	62,792		$	66,486

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Tables)

9 Months Ended

Sep. 28, 2014

Compensation and Retirement Disclosure [Abstract]

Schedule of Defined Benefit Plans Disclosures

Components of net periodic benefit cost consisted of the following:



	Pension Benefits						Other Benefits
	Nine Months Ended						Nine Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Service cost	$	20,003		$	23,528		$	530		$	821
Interest cost	36,643			32,986			8,778			8,063
Expected return on plan assets	(55,537		)	(54,862		)	—			—
Amortization of prior service cost	(501		)	317			462			463
Recognized net actuarial loss (gains)	17,511			30,324			(107		)	(55		)
Administrative expenses	586			537			78			74
Net periodic benefit cost	$	18,705		$	32,830		$	9,741		$	9,366

Components of net periodic benefit cost consisted of the following:



	Pension Benefits						Other Benefits
	Three Months Ended						Three Months Ended
	September 28, 2014			September 29, 2013			September 28, 2014			September 29, 2013
Service cost	$	6,670		$	7,830		$	177		$	274
Interest cost	12,218			10,984			2,927			2,686
Expected return on plan assets	(18,519		)	(18,277		)	—			—
Amortization of prior service cost	(167		)	106			154			209
Recognized net actuarial loss (gains)	5,838			10,106			(36		)	(73		)
Administrative expenses	193			270			23			24
Net periodic benefit cost	$	6,233		$	11,019		$	3,245		$	3,120

TREASURY STOCK ACTIVITY (Tables)

9 Months Ended

Sep. 28, 2014

Stockholders' Equity Note [Abstract]

Cumulative Share Repurchases And Issuances

A summary of our treasury stock activity is as follows:



	Nine Months Ended September 28, 2014
	Shares		Dollars
			In thousands
Shares repurchased in the open market under pre-approved share repurchase programs	2,112,408		$	200,067
Shares repurchased to replace Treasury Stock issued for stock options and incentive compensation	3,346,513		342,576
Total share repurchases	5,458,921		542,643
Shares issued for stock options and incentive compensation	(2,478,771	)	(103,141		)
Net change	2,980,150		$	439,502

SIGNIFICANT ACCOUNTING POLICIES (Details)	9 Months Ended
SIGNIFICANT ACCOUNTING POLICIES (Details)	Sep. 28, 2014
Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Maturity of Time Deposits	3 months
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Maturity of Time Deposits	12 months

BUSINESS ACQUISITIONS (Details) - USD ($) $ in Thousands		1 Months Ended		9 Months Ended
BUSINESS ACQUISITIONS (Details) - USD ($) $ in Thousands	Sep. 26, 2014	Oct. 26, 2014	Mar. 30, 2014	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Lotte Shanghai Food Company [Abstract]
Noncontrolling interests in subsidiaries				$ 63,906		$ 11,218
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt				96,868
Business acquisitions, net of cash and cash equivalents acquired				(362,447)	$ 0
Shanghai Golden Monkey [Member]
Shanghai Golden Monkey [Abstract]
Business Acquisition, Effective Date of Acquisition	Sep. 26, 2014
Business Acquisition, Percentage of Voting Interests Acquired	80.00%
Business Combination, Consideration Transferred	$ 393,238
Business Acquisition, Revenue Reported by Acquired Entity for Last Annual Period	$ 200,000
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners	20.00%
Cash Acquired from Acquisition	$ 20,756
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets	41,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent	(48,000)
Business Combination, Acquisition Related Costs				$ 14,097
Lotte Shanghai Food Company [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	472,000
Business Combination, Consideration Transferred, Liabilities Incurred	100,067
Shanghai Golden Monkey [Member] \| Goodwill [Member]
Shanghai Golden Monkey [Abstract]
Goodwill, Acquired During Period	208,000
Shanghai Golden Monkey [Member] \| Customer-Related Intangible Assets [Member]
Shanghai Golden Monkey [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 94,000
Finite-Lived Intangible Asset, Useful Life	16 years
Shanghai Golden Monkey [Member] \| Trademarks [Member]
Shanghai Golden Monkey [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 67,000
Finite-Lived Intangible Asset, Useful Life	22 years
Shanghai Golden Monkey [Member] \| Property, Plant and Equipment [Member]
Shanghai Golden Monkey [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	$ 110,000
Lotte Shanghai Food Company [Member]
Shanghai Golden Monkey [Abstract]
Business Combination, Consideration Transferred			$ 99,161
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment			$ 106,253
Lotte Shanghai Food Company [Abstract]
Additional Ownership Percentage Acquired			5.90%
Business Acquisition, Cost of Acquired Entity, Cash Paid			$ 5,580
Equity Method Investment, Ownership Percentage			44.10%
Noncontrolling Interest, Ownership Percentage by Parent			50.00%
Equity Method Investments			$ 43,857
Noncontrolling interests in subsidiaries			49,724
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net			99,449
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt			13,292
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net			6,488
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain			4,627
Business acquisitions, net of cash and cash equivalents acquired			$ 10,035
Minimum [Member] \| Shanghai Golden Monkey [Member] \| Property, Plant and Equipment [Member]
Shanghai Golden Monkey [Abstract]
Property, Plant and Equipment, Useful Life	3 years
Maximum [Member] \| Shanghai Golden Monkey [Member] \| Property, Plant and Equipment [Member]
Shanghai Golden Monkey [Abstract]
Property, Plant and Equipment, Useful Life	40 years
Subsequent Event [Member] \| The Allan Candy Company Limited [Member]
Lotte Shanghai Food Company [Abstract]
Expected Payment To Acquire Business, Gross		$ 28,000

NONCONTROLLING INTERESTS IN SUBSIDIARIES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Minority Interest [Line Items]
Noncontrolling interests in subsidiaries	$ 63,906		$ 63,906		$ 11,218
Contributions from noncontrolling interests			2,940	$ 2,940
Noncontrolling interests' share of losses in subsidiaries	$ 202	$ (275)	$ 511	1,888
Hershey Do Brasil Subsidiary [Member]
Minority Interest [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent	51.00%		51.00%
Investments in and Advances to Affiliates, at Fair Value, Gross Additions			$ 3,060	3,060
Contributions from noncontrolling interests			$ 2,940	$ 2,940
Lotte Shanghai Food Company [Member]
Minority Interest [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent	50.00%		50.00%

STOCK COMPENSATION PLAN STOCK COMPENSATION PLANS (Details) - Stock Compensation Costs - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Total compensation amount charged against income for stock options, performance stock units and restricted stock units	$ 14,062	$ 13,594	$ 41,759	$ 39,582
Total income tax benefit recognized in the Consolidated Statements of Income for stock-based compensation	$ 4,907	$ 4,507	$ 14,407	$ 13,577

STOCK COMPENSATION PLAN (Details) - Stock Options - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding at beginning of period	8,660,336
Granted	1,371,610
Exercised	(2,076,476)
Forfeited	(151,676)
Outstanding as of end of period	7,803,794		8,660,336
Options exercisable as of end of period	4,114,106
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Outstanding at beginning of the period	$ 55.47
Granted	105.88
Exercised	48.88
Forfeited	83.04
Outstanding as of end of period	65.57		$ 55.47
Options Exercisable as of end of period	$ 50.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2	6 years 6 months		6 years 4 months
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2	6 years 6 months		6 years 4 months
Options Exercisable as of end of period	4 years 11 months
Weighted-average fair value of options granted (per share)	$ 21.54	$ 14.48
Intrinsic value of options exercised	$ 110,329	$ 117,520
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Dividend yields	2.00%	2.20%
Expected volatility	22.30%	22.20%
Risk-free interest rates	2.10%	1.40%
Expected lives in years	6 years 8 months	6 years 7 months
Aggregate intrinsic value of options outstanding	$ 226,306
Aggregate intrinsic value of options exercisable	171,913
Total Unrecognized Compensation Cost Related to Non-Vested Stock Option Compensation Arrangements Granted Under Our Stock Option Plans	$ 29,634
Weighted Average Period In Years That Total Unrecognized Compensation Cost is Expected To be Recognized	2 years 4 months

STOCK COMPENSATION PLAN STOCK COMPENSATION PLAN (Details) - Performance Stock Units and Restricted Stock Units - Performance Stock Units and Restricted Stock Units [Member] - USD ($)	9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award
Outstanding at beginning of year	1,411,399
Granted	308,980	371,695
Performance assumption change	(191,588)
Vested	(541,848)
Forfeited	(36,933)
Outstanding as of end of period	950,010
Outstanding as of beginning of year	$ 72.43
Granted	116.90	$ 88.11
Performance assumption change	84.55
Vested	63.36
Forfeited	88.20
Outstanding as of end of period	$ 93.86
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number Excluded	26,396		29,596
Fair Value of Performance Stock Units and Restricted Stock Units [Abstract]
PSU Fair Value Monte Carlo Simulation Estimated Value (per unit)	$ 80.95	$ 55.49
PSU Fair Value Monte Carlo Simulation Dividend Yields	1.80%	2.00%
PSU Fair Value Monte Carlo Simulation Expected Volatility	15.50%	17.10%
Total Unrecognized Compensation Cost Related to Non-Vested PSUs and RSUs	$ 46,628,000
Weighted-average period (in years) that total unrecognized compensation cost related to non-vested performance stock units and restricted stock units is expected to be recognized	2 years 1 month
Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested	$ 57,001,000	$ 60,507,000
Deferred performance stock units, deferred restricted stock units representing directors' fees (units)	534,637
Number of shares of common stock into which another unit of deferred performance stock and restricted stock is converted	one

BUSINESS REALIGNMENT AND IMPAIRMENT CHARGES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Restructuring Cost and Reserve [Line Items]
Asset Impairment Charges	$ 13,340	$ 0	$ 13,340	$ 0
Business realignment and impairment charges, net	16,372	2,929	20,544	13,367
Total business realignment charges	16,372	2,992	20,637	13,594
Next Century Program
Restructuring Cost and Reserve [Line Items]
Restructuring Costs Incurred to Date	197,600		197,600
Next Century Program - plant closure expenses	3,032	2,929	7,204	13,367
Next Century Program \| Minimum [Member]
Restructuring Cost and Reserve [Line Items]
Next Century Pretax Charges And Nonrecurring Project Implementation Costs Range Minimum			190,000
Next Century Program \| Maximum [Member]
Restructuring Cost and Reserve [Line Items]
Next Century Pretax Charges And Nonrecurring Project Implementation Costs Range Maximum			200,000
Next Century Program \| Cost of Sales [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	0	62	93	209
Next Century Program \| Selling, General and Administrative Expenses [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	$ 0	$ 1	$ 0	$ 18

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Schedule of Earnings Per Share Basic And Diluted By Common Class [Line Items]
Net Income	$ 223,741	$ 232,985	$ 644,404	$ 634,395
Weighted-average shares - Basic	221,873	223,993	222,950	224,112
Weighted-average number of shares outstanding, diluted	223,877	226,887	225,293	227,149
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,510	1,011	1,510	1,759
Common Stock
Schedule of Earnings Per Share Basic And Diluted By Common Class [Line Items]
Weighted-average shares - Basic	161,253	163,364	162,330	163,483
Earnings Per Share - Basic	$ 1.03	$ 1.07	$ 2.97	$ 2.91
Earnings Per Share - Diluted	$ 1.00	$ 1.03	$ 2.86	$ 2.79
Common Class B
Schedule of Earnings Per Share Basic And Diluted By Common Class [Line Items]
Weighted-average shares - Basic	60,620	60,629	60,620	60,629
Earnings Per Share - Basic	$ 0.94	$ 0.96	$ 2.68	$ 2.63
Earnings Per Share - Diluted	$ 0.94	$ 0.95	$ 2.67	$ 2.61
Employee Stock Option [Member]
Schedule of Earnings Per Share Basic And Diluted By Common Class [Line Items]
Weighted-Average Number Diluted Shares Outstanding Adjustment	1,705	2,431	1,985	2,488
Performance and restricted stock units
Schedule of Earnings Per Share Basic And Diluted By Common Class [Line Items]
Weighted-Average Number Diluted Shares Outstanding Adjustment	299	463	358	549

FINANCIAL INSTRUMENTS AND FAIR VALUE (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Balance Sheet Caption
Cash Flow Hedge Derivative Instrument Assets at Fair Value	$ 13,696,000		$ 13,696,000		$ 29,864,000
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	3,869,000		3,869,000		611,000
Cash Flow Hedge Derivative Instrument Liabilities at Fair Value	6,788,000		6,788,000		129,000
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	813,000		813,000		198,000
Derivative Asset Current Commodity Last Day Activity	44,675,000		44,675,000		23,780,000
Derivative Liability Current Commodity Last Day Activity	47,195,000		47,195,000		23,909,000
Long-term Debt	1,810,651,000		1,810,651,000
Long-term Debt, Fair Value	1,973,308,000		1,973,308,000
Schedule Of Derivative Instruments Gain Loss In Statement Of Financial Performance [Abstract]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	7,797,000	$ 0	2,882,000	$ 0
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(2,017,000)	91,656,000	42,224,000	97,686,000
Gains (losses) reclassified from accumulated OCI into income (effective portion)	25,525,000	4,342,000	55,485,000	(4,976,000)
Gains (losses) recognized in income (ineffective portion)	2,553,000	3,156,000	2,461,000	3,271,000
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months (after tax)			28,781,000
Commodities Futures and Options Contracts
Schedule Of Derivative Instruments Gain Loss In Statement Of Financial Performance [Abstract]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	393,000	0	2,732,000	0
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	3,256,000	84,170,000	62,523,000	69,670,000
Gains (losses) reclassified from accumulated OCI into income (effective portion)	27,000,000	4,000,000	55,300,000	(5,500,000)
Gains (losses) recognized in income (ineffective portion)	2,553,000	2,728,000	2,461,000	3,271,000
Foreign Exchange Forward Contracts
Derivatives, Fair Value [Line Items]
Net notional amount of foreign exchange contracts accounted for as cash flow hedges	506,000		506,000		158,375,000
Net notional amount of foreign exchange contracts that are not designated as accounting hedges	5,354,000		5,354,000		2,823,000
Schedule Of Derivative Instruments Gain Loss In Statement Of Financial Performance [Abstract]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	7,033,000	0	(1,759,000)	0
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(612,000)	6,286,000	(301,000)	6,501,000
Gains (losses) reclassified from accumulated OCI into income (effective portion)	(361,000)	1,456,000	3,536,000	3,382,000
Gains (losses) recognized in income (ineffective portion)	0	0	0	0
Gain on Discontinuation of Cash Flow Hedge Due to Forecasted Transaction Probable of Not Occurring			3,801,000
Interest Rate Swap Agreements
Derivatives, Fair Value [Line Items]
Notional amount of interest rate derivative instruments	700,000,000		700,000,000		250,000,000
Schedule Of Derivative Instruments Gain Loss In Statement Of Financial Performance [Abstract]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	0	0	0	0
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	(4,661,000)	1,200,000	(19,998,000)	21,515,000
Gains (losses) reclassified from accumulated OCI into income (effective portion)	(1,114,000)	(1,114,000)	(3,351,000)	(2,858,000)
Gains (losses) recognized in income (ineffective portion)	0	428,000	0	0
Equity Swap
Derivatives, Fair Value [Line Items]
Notional amount of the equity swap contracts outstanding			25,306,000
Schedule Of Derivative Instruments Gain Loss In Statement Of Financial Performance [Abstract]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	371,000	0	1,909,000	0
Gains (losses) recognized in other comprehensive income (OCI)(effective portion)	0	0	0	0
Gains (losses) reclassified from accumulated OCI into income (effective portion)	0	0	0	0
Gains (losses) recognized in income (ineffective portion)	0	$ 0	0	$ 0
Prepaid expenses and other current assets \| Fair Value, Inputs, Level 1 \| Commodities Futures and Options Contracts
Balance Sheet Caption
Derivative assets current	6,313,000		6,313,000		4,306,000
Prepaid expenses and other current assets \| Fair Value, Inputs, Level 2 \| Foreign Exchange Forward Contracts
Balance Sheet Caption
Derivative assets current	497,000		497,000		2,227,000
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	3,328,000		3,328,000		445,000
Prepaid expenses and other current assets \| Fair Value, Inputs, Level 2 \| Interest Rate Swap Agreements
Balance Sheet Caption
Derivative assets current	5,083,000		5,083,000		0
Prepaid expenses and other current assets \| Fair Value, Inputs, Level 2 \| Equity Swap
Balance Sheet Caption
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	371,000		371,000		0
Other long-term assets \| Fair Value, Inputs, Level 2 \| Foreign Exchange Forward Contracts
Balance Sheet Caption
Derivative Assets, Noncurrent	244,000		244,000		586,000
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	170,000		170,000		166,000
Other long-term assets \| Fair Value, Inputs, Level 2 \| Interest Rate Swap Agreements
Balance Sheet Caption
Derivative Assets, Noncurrent	0		0		22,745,000
Other long-term assets \| Fair Value, Inputs, Level 2 \| Cross Currency Swap
Balance Sheet Caption
Derivative Assets, Noncurrent	1,559,000		1,559,000		0
Accrued liabilities \| Fair Value, Inputs, Level 1 \| Commodities Futures and Options Contracts
Balance Sheet Caption
Derivative liabilities current	2,622,000		2,622,000		129,000
Accrued liabilities \| Fair Value, Inputs, Level 2 \| Foreign Exchange Forward Contracts
Balance Sheet Caption
Derivative liabilities current	1,408,000		1,408,000		0
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	698,000		698,000		0
Other long-term liabilities \| Fair Value, Inputs, Level 2 \| Foreign Exchange Forward Contracts
Balance Sheet Caption
Derivative Liability, Noncurrent	422,000		422,000		0
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	115,000		115,000		198,000
Other long-term liabilities \| Fair Value, Inputs, Level 2 \| Interest Rate Swap Agreements
Balance Sheet Caption
Derivative Liability, Noncurrent	$ 2,336,000		$ 2,336,000		$ 0

COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Other comprehensive income (loss) Pre-Tax Amount:
Foreign currency translation adjustments	$ (17,321)	$ 1,053	$ (12,016)	$ (17,928)
Pension and post-retirement benefit plans	5,851	9,930	17,386	32,231
Cash Flow Hedges:
Gains (losses) on cash flow hedging derivatives	(2,017)	91,656	42,224	97,686
Reclassification adjustments	(25,525)	(4,342)	(55,485)	4,976
Total other comprehensive income	(39,012)	98,297	(7,891)	116,965
Other comprehensive income Tax (Expense) Benefit:
Foreign currency translation adjustments	0	0	0	0
Pension and post-retirement benefit plans	(2,227)	(3,770)	(6,602)	(12,450)
Cash Flow Hedges:
Gains on cash flow hedging derivatives	1,085	(34,311)	(15,375)	(36,331)
Reclassification adjustments	9,981	1,655	19,919	(1,895)
Total Other Comprehensive Income	8,839	(36,426)	(2,058)	(50,676)
Comprehensive income (loss) After-Tax Amount:
Net income	223,741	232,985	644,404	634,395
Other Comprehensive Income (Loss) After-Tax Amount:
Foreign currency translation adjustments	(17,321)	1,053	(12,016)	(17,928)
Pension and postretirement benefit plans	3,624	6,160	10,784	19,781
Cash Flow Hedges:
Gains on cash flow hedging derivatives	(932)	57,345	26,849	61,355
Reclassification adjustments	(15,544)	(2,687)	(35,566)	3,081
Total other comprehensive income (loss)	(30,173)	61,871	(9,949)	66,289
Comprehensive Income	193,568	$ 294,856	634,455	$ 700,684
Components of Accumulated Other Comprehensive (Loss) Abstract
Foreign currency translation adjustments	(28,846)		(28,846)		$ (16,830)
Pension and post-retirement benefit plans, net of tax	(188,850)		(188,850)		(199,634)
Cash flow hedges, net of tax	41,180		41,180		49,897
Total accumulated other comprehensive loss	$ (176,516)		$ (176,516)		$ (166,567)

INVENTORIES (Details) - USD ($) $ in Thousands	Sep. 28, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory	$ 85,772
Inventories Table
Raw materials	303,338	$ 226,978
Goods in process	93,788	79,861
Finished goods	668,083	517,968
Inventories at FIFO	1,065,209	824,807
Adjustment to LIFO	(164,466)	(165,266)
Total inventories	$ 900,743	$ 659,541

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands	Sep. 28, 2014	Dec. 31, 2013
Property, Plant and Equipment [Abstract]
Land	$ 96,396	$ 96,334
Buildings	1,130,397	956,890
Machinery and Equipment	3,006,583	2,726,170
Property, Plant and Equipment, Gross	4,233,376	3,779,394
Accumulated Depreciation	(2,154,663)	(1,974,049)
Property, Plant and Equipment, Net	$ 2,078,713	$ 1,805,345

DEBT AND FINANCING ARRANGEMENTS (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Jun. 30, 2013	Sep. 28, 2014	Sep. 29, 2013	Dec. 31, 2013
Debt [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 1,000,000			$ 1,000,000
Commercial Paper	$ 329,987			$ 329,987		$ 0
Short-term Debt, Weighted Average Interest Rate	0.09%			0.09%
Long-term Debt, Current Maturities	$ 250,881			$ 250,881		$ 914
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt	96,868			96,868
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt	16,253			16,253
Long-term borrowings				1,348	$ 250,767
Interest expense	23,441	$ 22,838		69,839	69,619
Interest income	(1,125)	(696)		(3,209)	(2,109)
Capitalized interest	(1,543)	(383)		(3,838)	(1,024)
Interest expense, net	20,773	$ 21,759		62,792	$ 66,486
Notes Due 2015 [Member]
Debt [Line Items]
Long-term Debt, Current Maturities	$ 250,000			$ 250,000
Debt Instrument, Interest Rate, Stated Percentage	4.85%			4.85%
Notes Due 2013 [Member]
Debt [Line Items]
Repayments of Long-term Debt			$ 250,000
Debt Instrument, Interest Rate, Stated Percentage			5.00%
Notes Due 2023 [Member]
Debt [Line Items]
Debt Instrument, Interest Rate, Stated Percentage			2.625%
Long-term borrowings			$ 250,000

INCOME TAXES (Details) $ in Millions	9 Months Ended
INCOME TAXES (Details) $ in Millions	Sep. 28, 2014 USD ($)
Income Tax Disclosure [Abstract]
Tax Adjustments, Settlements, and Unusual Provisions	$ 2.2
Income Taxes Receivable, Noncurrent	1.5
Reduction in liability for unrecognized tax benefits	$ 6.2

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 29, 2013	Sep. 28, 2014	Sep. 29, 2013
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 6,670	$ 7,830	$ 20,003	$ 23,528
Interest cost	12,218	10,984	36,643	32,986
Expected return on plan assets	(18,519)	(18,277)	(55,537)	(54,862)
Amortization of prior service cost	(167)	106	(501)	317
Recognized net actuarial loss (gains)	5,838	10,106	17,511	30,324
Administrative expenses	193	270	586	537
Net periodic benefit cost	6,233	11,019	18,705	32,830
Pension Contributions	24,696	28,647	26,669	29,875
Other Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	177	274	530	821
Interest cost	2,927	2,686	8,778	8,063
Expected return on plan assets	0	0	0	0
Amortization of prior service cost	154	209	462	463
Recognized net actuarial loss (gains)	(36)	(73)	(107)	(55)
Administrative expenses	23	24	78	74
Net periodic benefit cost	3,245	3,120	9,741	9,366
Pension Contributions	$ 4,105	$ 6,254	$ 14,777	$ 18,275

TREASURY STOCK ACTIVITY (Details) $ in Thousands	9 Months Ended
TREASURY STOCK ACTIVITY (Details) $ in Thousands	Sep. 28, 2014 USD ($) shares
Cumulative Share Repurchases and Issuances Abstract
Shares repurchased in the open market under pre-approved share repurchase programs \| shares	2,112,408
Shares repurchased to replace Treasury Stock issued for stock options and incentive compensation \| shares	3,346,513
Total share repurchases \| shares	5,458,921
Shares issued for stock options and incentive compensation \| shares	(2,478,771)
Net Change \| shares	2,980,150
Value of shares repurchased in the open market under pre-approved share repurchase programs	$ 200,067
Value of shares repurchased to replace Treasury Stock issued for stock options and incentive compensation	342,576
Total Share Repurchases	542,643
Value of shares issued for stock options and incentive compensation	(103,141)
Net Change In Value	439,502
2011 Share Repurchase Program [Member]
Accelerated Share Repurchases [Line Items]
Approved share repurchase program	250,000
2014 Share Repurchase Program [Member]
Accelerated Share Repurchases [Line Items]
Available for repurchase under approved share repurchase program	175,000
Approved share repurchase program	250,000
Stock Repurchased During Period, Value	$ 75,000

CONTINGENCIES (Details) $ in Millions	6 Months Ended
CONTINGENCIES (Details) $ in Millions	Jun. 30, 2013 USD ($)	Sep. 28, 2014
Canada [Member]
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number		13
Litigation Settlement, Amount	$ 4.0
US [Member]
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number		91