FACTS

Contacts:
Mark K. Pogharian Vice President, Investor Relations Tele: (717) 534-7556 Fax: (717) 534-6550 E-mail: mpogharian@hersheys.com

Matthew F. Miller Investor Relations Manager Tele: (717) 534-7554 Fax: (717) 534-6550 E-mail: mfmiller@hersheys.com

Prepared by:
The Hershey Company Investor Relations Department 100 Crystal A Drive, P.O. Box 810 Hershey, PA 17033-0810 Internet: www.hersheys.com

The Hershey Company Fact Book Table of Contents
Page(s) 3 4 5-24

Mission Statement Acquisition/Divestiture Summary Key Corporate Events Financial Data Summary of Statements of Income - GAAP: 2011 & 2010 Summary of Statements of Income - Pro Forma: 2011 & 2010 Six-Year Consolidated Financial Summary Quarterly Performance (2010, 2009 & 2008) 2002 – 2010 GAAP & Non-GAAP Annual EPS Capitalization Financing Arrangements Long Term Financial Objectives Capital Expenditures Depreciation Cash Flow Analysis Share Repurchases Economic-ROIC HSY Stock Statistics Key Management Hershey Executive Team Operations U.S. Confectionery Industry U.S. Market Share U.S. Classes of Trade U.S. Snack Market Hershey Products Hershey Canada Hershey International Commodities Cocoa Sugar Hershey Manufacturing and Distribution

25 26 27 28 29 30 31 32 33 33 34 35-36 37 38-39

40

41-42 43-44 45 45 46-47 48-50 51-52 53-54 55 56

The Hershey Company

What it means to stakeholders
Consumers Delivering quality consumer-driven confectionery experiences for all occasions

Employees

Winning with an aligned and empowered organization…while having fun

Business Partners

Building collaborative relationships for profitable growth with our customers, suppliers and partners Creating sustainable value

Shareholders

Communities

Honoring our heritage through continued commitment to making a positive difference

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The Hershey Company
DATE JUL JUN SEP DEC JAN MAY OCT FEB JUN NOV APR JAN JAN JAN SEP NOV SEP NOV JUL OCT OCT DEC DEC JUN AUG SEP FEB MAY MAY MAY OCT FEB APR MAY OCT JAN MAR SEP OCT JUN DEC JAN FEB DEC DEC DEC JUN JAN NOV DEC AUG SEP JUN AUG OCT DEC AUG OCT APR MAY FEB 1963 1966 1966 1967 1969 1970 1974 1977 1977 1977 1978 1979 1979 1979 1981 1984 1985 1985 1986 1986 1986 1986 1986 1987 1988 1988 1990 1990 1991 1991 1991 1992 1992 1992 1992 1993 1993 1993 1993 1995 1995 1996 1996 1996 1996 1996 1997 1999 1999 2000 2001 2001 2002 2003 2004 2004 2005 2006 2007 2007 2009 ACQUISITIONS (DIVESTITURES) H.B. Reese Candy Co. San Giorgio Macaroni, Inc. - pasta Delmonico Foods, Inc. - pasta Cory Corporation Nacional de Dulces - 50% equity interest Portion Control Industries Chadler Industrial du Bahia S.A. AB Marabou -initial investment (L.D. Properties Corporation) Y&S Candies Procino-Rossi Corporation - pasta Skinner Macaroni Company - pasta Friendly Ice Cream Corporation Codipra and Petybon - 40% equity interest Philippine Cocoa Corporation American Beauty Macaroni Company - pasta Franklin's Restaurants Inc. (Cory Food Service & Cory Canada Inc.) Idlenot Farm Restaurants (Chadler Industrial du Bahia S.A.) The Dietrich Corporation (Ludens) G&R Pasta Company - pasta Litchfield Farm Shops Nabisco Brands Ltd. -Canadian confectionery business Cadbury's U.S. confectionery business (Friendly Ice Cream Corporation) Ronzoni Foods Corporation (AB Marabou -sold interest) Gubor Schokoladen - German confectionery Dairymen's - aseptic drink business Nacional de Dulces - remaining 50% equity (Queen Anne, Inc) (Hershey do Brazil Participacoes including Petybon) Freia Marabou A.S. - 18.6% interest (Freia Marabou A.S. - 18.6% interest) Hershey Japan Co. - remaining interest Ideal / Mrs. Weiss - pasta Sperlari -Italian sugar confectionery business Overspecht BV - OZF Jamin- Dutch confectionery (Overspecht BV - OZF Jamin- Dutch confectionery) Henry Heide - confectionery (Hershey Canada's Planters and Lifesavers businesses) Kneisl Schokoladen GmbH - German confectionery Leaf North America (Gubor Schokoladen - German confectionery) (Sperlari -Italian sugar confectionery business) (Ford Gum and Machine Co., and Carousel Brands) (Hershey's Pasta businesses) (Dairymen's - aseptic drink business) Nabisco - mints and gum businesses Visagis - Brazilian confectioner (Luden's Throat Drops business) (Heide and certain other non-chocolate brands) (Certain gum brands including Fruit Stripe, Rain-Blo and Super Bubble) Grupo Lorena Mauna Loa Macadamia Nut Corporation Artisan Confections Company formed: Scharffen Berger; Joseph Schmidt Dagoba Organic Chocolate, LLC Godrej Beverages & Foods, Ltd. Lotte Confectionery Co., LTD Van Houten (Asia) REFERENCE page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page page 5 5 5 5 5 6 6 6 6 7 7 7 8 7 9 10 8 5 8 6 10 10 8 11 11 11 12 6 12 12 12 12 13 13 13 13 13 13 14 14 15 15 15 15 15 15 16 16 16 17 17 17 17 18 18 18 19 20 22 23 23

Items in bold represent acquisitions by Hershey which were not divested.

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The Hershey Company Business Description The Hershey Company (originally Hershey Chocolate Corporation) was organized under the laws of the State of Delaware on October 24, 1927, as a successor to a business founded in 1894 by Milton S. Hershey. The Hershey Company and its subsidiaries are engaged in the manufacture, distribution and sale of consumer food products. The Company produces and distributes a broad line of chocolate, confectionery, and chocolate-related grocery products.

Key Corporate Events Key corporate events include the following: (1) On April 15, 1961, construction began on a chocolate-manufacturing facility for Hershey Chocolate of Canada Ltd. in Smiths Falls, Ontario. The plant was completed in June 1963. In June 1963, the H. B. Reese Candy Co. and subsidiary Reeco, Inc. of Hershey, Pennsylvania, were acquired for 666,361  shares of Hershey common stock. In June 1966, the Company acquired San Giorgio Macaroni, Inc., Lebanon, Pennsylvania. In September of the same year, a 90-percent interest in Delmonico Foods, Inc., Louisville, Kentucky was acquired. Subsequently the remaining 10 percent was acquired, and in January 1975, Delmonico Foods was merged into San Giorgio Macaroni, Inc. In December 1967, Cory Corporation of Chicago, Illinois, was acquired for $26.3 million. In January 1975, Cory Coffee Service Plan, Inc. was merged into Cory Corporation and the name was changed to Cory Food Services, Inc. Cory provides a coffee and allied products service plan to office locations and small business concerns in the United States and Canada. On November 22, 1985, the Company sold Cory Food Services, Inc. and Cory Canada Inc., two wholly-owned subsidiaries, to ARA Services, Inc.of Philadelphia, Pennsylvania. Terms of the cash transaction were not disclosed. An after-tax loss on the disposal of the two subsidiaries in the amount of $7.0 million was recorded in the third quarter ended September 29, 1985. (5) In January 1969, the Company acquired a 50-percent interest in Nacional de Dulces, S.A. de C.V., a joint-venture company in Mexico, for approximately $1.0 million.

(2)

(3)

(4)

Not adjusted for the two-for-one stock split effective June 15, 2004, the two-for-one stock split effective September 13, 1996, or the three-for-one stock split effective September 15, 1986.

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The Hershey Company On October 8, 1991, Hershey International, a division of The Hershey Company, purchased the outstanding shares of Nacional de Dulces, S.A. de C.V. from its joint- venture partner, Grupo Carso, S.A. de C.V. for $10.0 million. Nacional de Dulces, a Mexican corporation, has its main offices and manufacturing plant in Guadalajara, Mexico. It produces and markets chocolate products in the Mexican market under the Hershey’s brand name. Subsequent to the acquisition, Nacional de Dulces was renamed Hershey Mexico. (6) In January 1970, the Company began U.S. distribution of Kit Kat chocolate wafer bars for Rowntree Mackintosh of England. In July 1971, another Rowntree Mackintosh product, Rolo caramels in milk chocolate, was added to the Hershey line. In January 1973, production of Kit Kat bars began at the Reese plant in Hershey, Pennsylvania. U.S. production of Rolo began at the Main Hershey plant in 1978. In May 1970, Portion Control Industries, Inc., Chicago, Illinois, was acquired for an issue of 500,000 shares of preferred stock. The operation was discontinued in 1975. In 1974, the Company acquired a 22.5-percent interest in Chadler Industrial da Bahia S. A., a cocoa processor in Salvador, Bahia, Brazil. In October 1986, the Company sold its 22.5-percent interest in Chadler Industrial de Bahia. The sales price approximated the Company’s investment. (9) In February 1977, a 17.1-percent equity interest was acquired in AB Marabou, a chocolate and confectionery company located in Sundbyberg, Sweden, for $3.8 million. In mid-1984, the Company purchased for $1.7 million an additional interest in AB Marabou in order to maintain its 17.1-percent equity interest. On May 23, 1990, the Company sold its shares of AB Marabou to Orkla Borregaard A.S., of Oslo, Norway, for $78 million. The transaction resulted in a one-time, after-tax gain of $35.3 million. On May 5, 1992, the Company acquired an 18.6-percent interest in Freia Marabou A.S., the leading Scandinavian chocolate, confectionery and snack food company. The interest was purchased from Orkla a.s, a diversified Norwegian company, for approximately $180 million. On October 27, 1992, the Company withdrew its bid to acquire Freia Marabou A.S. and tendered its 18.6-percent interest to a subsidiary of Philip Morris Companies Inc. The Company recorded a gain on the sale of its interest in Freia Marabou in March 1993. The sale resulted in a pre-tax gain of $80.6 million and had the effect of increasing net income by $40.6 million. (10) In June 1977, the Company sold for $20 million the real estate and operating equipment of L. D. Properties Corporation, a wholly-owned subsidiary engaged in almond growing in California for an after-tax gain of $5.3 million.

(7)

(8)

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The Hershey Company (11) In November 1977, Y&S Candies Inc. of Lancaster, Pennsylvania, a manufacturer of licoricetype products, was acquired for 701,982* shares of Hershey Common Stock in a pooling-ofinterests transaction. On January 5, 1982, Y & S Candies was merged into The Hershey Company. (12) In April 1978, the Company acquired the net assets of Procino-Rossi Corporation, a regional pasta manufacturer in Auburn, New York. (13) On January 3, 1979, the Company, in a pooling-of-interests transaction, acquired all of the outstanding shares of common stock of Skinner Macaroni Company of Omaha, Nebraska, in exchange for 398,680  shares of Hershey’s Common Stock. Skinner’s products are sold through the Southwest, Southeast, Midwest and some western states. In early 1980, Skinner was merged into San Giorgio Macaroni, Inc. to form San Giorgio-Skinner, Inc. On January 5, 1982, San Giorgio-Skinner, Inc. was merged into the Company to form San Giorgio-Skinner Company, an operating division of the Company. Subsequent to the acquisition of the American Beauty brand in 1984, this operating division was renamed Hershey Pasta Group. See page 10, #22. (14) In January 1979, the Cormpany acquired a 40-percent interest in Codipra and Petybon, jointventure companies with Matarazzo Food Group in Brazil, for $7.5 million. The Company purchased the remaining 60-percent interest of its joint venture with Matarazzo in 1982 at a cost of $13.0 million. Petybon manufactures pasta, biscuit and margarine products. Codipra, which sold and distributed these products, and Petybon were combined into one entity, Petybon S.A. In December 1986, an agreement was reached to establish a joint venture in Brazil with the Bunge Born Group and to merge its pasta operations into Petybon. Hershey owned 45.0 percent of that business combination. In June 1990, the Company’s ownership changed from 45.0 percent to 41.7 percent. In April 1992, the Company completed the sale of Hershey do Brasil Participacoes, a holding company which owned a 41.7-percent equity interest in Petybon S.A., to the Bunge Born Group for approximately $7.0 million. Petybon S.A., located in Brazil, is a producer of pasta, biscuits and margarine products. The sale resulted in a modest pre-tax gain and a reduction in the effective income tax rate during the second quarter of 1992.



Not adjusted for the two-for-one stock split effective June 15, 2004, the two-for-one stock split effective September 13, 1996, the three-for-one stock split effective September 15, 1986, or the two-for-one stock split effective September 15, 1983.

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The Hershey Company (15) During January 1979, the Company acquired for cash substantially all of the outstanding Common Stock of Friendly Ice Cream Corporation, of Wilbraham, Massachusetts, and Friendly became a wholly-owned subsidiary through a merger effective April 9, 1979. The total acquisition cost was approximately $164.0 million. On September 30, 1985, Friendly Ice Cream Corporation purchased the stock of Franklin’s Restaurants, Inc. for $3.0 million, and the Company assumed and immediately retired $3.5 million of Franklin’s debt. Franklin’s consisted of twelve full-service family restaurants located in northeastern Pennsylvania. On July 14, 1986, Friendly Ice Cream Corporation acquired the Idlenot Farm Restaurant chain of Springfield, Vermont for $3.4 million. Idlenot was a chain of 12 family-style restaurants located in Vermont, New Hampshire and New York. On December 29, 1986, Friendly Ice Cream Corporation acquired Litchfield Farm Shops, Inc. of Waterbury, Connecticut. Litchfield consisted of 23 family-style restaurants operating in Connecticut. On September 2, 1988, the Company sold Friendly Ice Cream Corporation, its wholly-owned subsidiary, to Tennessee Restaurant Company. The total amount received for Friendly’s stock, a convenant not to compete and a trademark license was $375 million. An after-tax gain in the amount of $53.4 million was recorded in the third quarter ended October 4, 1988. (16) On August 7, 1979, the Company announced that it entered into exclusive Agent-Importer, Trademark License and Technical Assistance Agreements with Fujiya Confectionery Co., Ltd. of Tokyo, Japan. Under those agreements, Fujiya imported, manufactured and sold Hershey’s products in the Japanese market. Fujiya is a leading manufacturer of chocolate and confectionery products, snack foods, beverages, ice cream and bakery products. It also owns and operates a chain of restaurants and coffee shops. On July 12, 1989, the Company signed a joint-venture agreement with Fujiya Co., Ltd. of Tokyo, to establish a new confectionery company in Japan. The new company, Hershey Japan Co. Ltd., which is headquartered in Tokyo, markets, sells and distributes Hershey’s chocolate and confectionery products in the Japanese market. This new agreement incorporated and expanded upon the agreement established on August 7, 1979. In January 1993, the Company purchased the remaining outstanding shares of Hershey Japan Co., Ltd., owned by its joint-venture partner.

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The Hershey Company (17) In October 1980, the Company began the construction of a major confectionery manufacturing facility in Stuarts Draft, Virginia, to support its new products program. The new plant was completed in October 1982, on schedule and within budget. The cost of the basic plant and equipment was approximately $86 million. (18) On February 20, 1981, the Company entered into an exclusive licensing agreement with Philippine Cocoa Corporation for the manufacture of Hershey’s products in that country. This agreement was for an initial five-year term and licensed the use of trademarks and manufacturing technology. The Company purchased a 30-percent equity interest in Philippine Cocoa Corporation in September 1981, which was increased to a 33.3-percent interest in 1986. (19) On November 18, 1981, the Company offered 1.5 million* shares of Common Stock to the public at $37  per share. The net proceeds from the sale of the Common Stock, $53,145,000, were added to the general funds of the Corporation to meet capital expenditure and working capital requirements. (20) On August 2, 1983, the Company declared a two-for-one split of the Company’s Common Stock effective September 15, 1983, to stockholders of record August 24, 1983. Prior stock splits include a three-for-one split effective September 16, 1947, and a five-for-one split effective March 27, 1962. (21) On October 9, 1984, stockholders approved a proposal to increase the number of authorized shares of Hershey’s capital stock from 52 million to 230 million; 150 million shares were designated as Common Stock, 75 million shares as Class B Common Stock and 5 million as Preferred Stock, each class having a par value of one dollar per share. Holders of the Common Stock are entitled to one vote per share and a cash dividend 10 percent higher than the cash dividend on the Class B Common Stock, while holders of the Class B Common Stock are entitled to ten votes per share. Holders of the Common Stock, voting separately as a class, elect one-sixth of the Board of Directors. In an exchange offer completed on November 29, 1984, Hershey stockholders were given the opportunity to exchange their shares of Common Stock for shares of the new Class B Common Stock on a one-for-one basis. In the offer, 5,102,002 ** shares of Common Stock were exchanged for Class B Common Stock shares. The Hershey Trust Company, Trustee for Milton Hershey School, the Company’s majority stockholder, exchanged 5,051,001** shares of the Common Stock for Class B Common Stock.

Not adjusted for the two-for-one stock split effective June 15, 2004, the two-for-one stock split effective September 13, 1996, the three- for-one stock split effective September 15, 1986, or the two-for-one stock split effective September 15, 1983. **Not adjusted for the two-for-one stock split effective June 15, 2004, the two-for-one stock split effective September 13, 1996, or the three-for-one stock split effective September 15, 1986.

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The Hershey Company (22) On November 16, 1984, the Company purchased for cash the inventory, buildings, land, machinery and equipment, trademarks and certain other intangible assets of American Beauty (a division of The Pillsbury Company) for approximately $56 million and assumed certain liabilities. The acquisition was accounted for as a purchase. American Beauty produces a full line of consumer branded, dry pasta products distributed primarily in the central, southwestern and western United States. (23) In 1984, the Company entered into a Technical Assistance and Know How and Trademark License Agreement with Hai-Tai Confectionery Co., Ltd., of Seoul, Korea. Pursuant to that Agreement, Hai Tai manufactures and sells in the Korean market certain of the Corporation’s chocolate and confectionery products. (24) On August 5, 1986, the Company declared a three-for-one split of Hershey’s Common Stock and Class B Common Stock effective September 15, 1986, to stockholders of record August 22, 1986. See Page 9, #20 for prior stock splits. (25) On October 27, 1986, the Company purchased the confectionery operations of The Dietrich Corporation for approximately $100 million plus an amount equal to acquired cash and shortterm investments. The purchase included Luden’s, maker of Luden’s throat drops, 5th Avenue candy bar, and Luden’s Mellomints candy mints; and Queen Anne, a producer of chocolatecovered cherries. The Luden’s plant is located in Reading, Pennsylvania. In February 1992, the Company sold the Queen Anne business to Portland Food Products Company, Portland, Oregon. (26) On November 14, 1986, a secondary offering of 5,175,000 *** shares of Hershey Common Stock by the Company’s largest stockholder, Hershey Trust Company, as Trustee for Milton Hershey School, was completed. In a concurrent, separate transaction, the Company purchased 3,825,000*** of its Common Stock shares from Hershey Trust Company. The acquired shares were retired and became authorized and unissued shares of Common Stock. (27) On December 19, 1986, the Company acquired G&R Pasta Company, Inc. G&R produces a line of dry gourmet pasta items under the Pastamania trademark. The products are distributed primarily through specialty and health food stores in the Philadelphia area. In July 1992, the Company sold the assets of G&R Pasta Company to the Seimer Milling Company of Tuetopolis, Illinois.

***Not adjusted for the two-for-one stock split effective June 15, 2004, or the two-for-one stock split effective September 13, 1996.

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The Hershey Company (28) On April 27, 1987, stockholders approved a proposal to increase the number of authorized shares of Hershey’s Common Stock from 150 million to 450 million shares. The authorized Class B Common Stock and Preferred Stock remained unchanged at 75 million shares and 5 million shares, respectively. (29) On June 29, 1987, Hershey Canada Inc., a wholly-owned subsidiary of the Company, purchased the assets and trademark rights of Nabisco Brands Ltd.’s Canadian confectionery and snack nut businesses. These businesses included candy sold under the brands Oh Henry! and Lowney, hard roll candy sold under the brand names Life Savers and Breath Savers, peanuts and other nuts sold under the brand name Planter’s, chocolate chips sold under the brand name Chipits, boxed chocolates sold under the Moirs brand name, and gum and chewy candy sold under the Care*Free and Bubble Yum brands. In 1986 these businesses had sales of approximately $135 million U.S. The purchase price was approximately $162 million U.S., and the assets purchased included land, land improvements, buildings, fixtures, furnishings, machinery and equipment, inventory, working capital, trademarks and software, and other assets used in the operation of purchased businesses. The Care*Free and Bubble Yum businesses were sold in November 1988, and the Planter’s, Life Savers, and Breath Savers businesses were sold in January 1996. See page 13, #53. (30) On August 25, 1988, the Company purchased the U.S. confectionery operations of Cadbury Schweppes plc. Cash consideration was $284.5 million plus the assumption of $30 million in debt. Plant locations involved in this transaction included facilities in Hazleton and York, Pennsylvania, as well as Naugatuck, Connecticut. The York plant was closed in January 1989, and operations were transferred to the Luden’s plant in Reading, Pennsylvania. In addition to the purchase by The Hershey Company of Cadbury’s U.S. operating assets, the parties entered into licensing arrangements under which Hershey is manufacturing, marketing and distributing Cadbury’s U.S. confectionery brands including Peter Paul Mounds, Peter Paul Almond Joy, York peppermint pattie, and the Cadbury label items including Dairy Milk, Fruit & Nut, Caramello and Creme Eggs. In 1987, Cadbury’s U.S. confectionery sales were approximately $300 million. (31) On September 2, 1988, the Company sold Friendly Ice Cream Corporation, its wholly-owned subsidiary, to Tennessee Restaurant Company. The total amount received for Friendly’s stock, a covenant not to compete and a trademark license was $375 million. An after-tax gain in the amount of $53.4 million was recorded in the third quarter ended October 4, 1988.

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The Hershey Company (32) On February 12, 1990, the Company purchased all of the outstanding voting securities of Ronzoni Foods Corporation from Kraft General Foods, Inc., for $78.2 million, plus the assumption of $3.7 million in debt. The purchase included Ronzoni’s dry pasta, pasta sauces and cheese businesses. The acquired businesses had sales of approximately $85 million in 1989. (33) In March 1990, the Company signed a licensing agreement with Japan’s largest dairy products company, Snow Brand Milk Products Co., Ltd. Snow Brand has been licensed to use the Hershey’s Trademark on all products in the cocoa-based ice cream and beverage categories. (34) On January 9, 1991, the Company announced that it had recorded a one-time charge during the fourth quarter of 1990 related to the modernization and relocation of certain manufacturing operations. The after-tax amount of the charge was approximately $15 million or $.17 * per share. (35) On May 2, 1991, the Company completed the purchase of the Gubor Schokoladen business of H. Bahlsens Keksfabrik KG, a German company, for $31.9 million, plus the assumption of $9.0 million in debt. Gubor operates two manufacturing plants in Germany and produces and markets high quality, assorted pralines and seasonal chocolates under the Gubor brand name. Branded sales of Gubor in 1990 were approximately DM100 million (approximately $65 million U.S. at 1990 exchange rates), with total sales, including chocolate coatings, reaching DM155 million (approximately $100 million U.S.). The acquisition was effective as of January 1, 1991. The business was divested December 30, 1996. (36) In May 1991, the Company purchased certain assets of Dairymen, Inc.’s ultra-high temperature fluid milk-processing business, including a Savannah, Georgia manufacturing facility for $2.2 million, plus the assumption of $8.5 million debt. (37) On October 8, 1991, Hershey International, a division of The Hershey Company, purchased the outstanding shares of Nacional de Dulces, S.A. de C.V. from its joint venture partner, Grupo Carso, S.A. de C.V. for $10.0 million. Nacional de Dulces, a Mexican corporation, has its main offices and manufacturing plant in Guadalajara, Mexico. It produces and markets chocolate products in the Mexican market under the Hershey’s brand name. Subsequent to the acquisition, Nacional de Dulces was renamed Hershey Mexico. See page 5, #5. (38) On February 13, 1992, the Company sold the Queen Anne chocolate-covered cherries business to Portland Foods Products Company of Portland, Oregon.

*Not adjusted for the two-for-one stock split effective June 15, 2004, or the two-for-one stock split effective September 13, 1996.

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The Hershey Company (39) In April 1992, the Company completed the sale of Hershey do Brasil Participacoes, a holding company which owned a 41.7-percent equity interest in Petybon S.A., to the Bunge Born Group for approximately $7.0 million. Petybon S.A., located in Brazil, is a producer of pasta, biscuits and margarine products. The sale resulted in a modest pre-tax gain and a reduction in the effective income tax rate during the second quarter of 1992. See page 7, #14. (40) In May 1992, the Company acquired an 18.6-percent interest in Freia Marabou a.s from Orkla a.s, a diversified Norwegian company for approximately $180 million. Freia Marabou is the leading Scandinavian chocolate, confectionery and snack food company. The investment was accounted for under the cost method. See page 6, #9. On October 27, 1992, the Company withdrew its bid to acquire Freia Marabou a.s and tendered its 18.6-percent interest to a subsidiary of Philip Morris Companies Inc. The Company recorded a gain on the sale of its interest in Freia Marabou in March 1993. The sale resulted in a pre-tax gain of $80.6 million and had the effect of increasing net income by $40.6 million. See page 6, #9. (41) In January 1993, the Company purchased the remaining outstanding shares of Hershey Japan Co., Ltd. (“Hershey Japan”), owned by its joint-venture partner, Fujiya. Hershey Japan imports, markets, sells and distributes selected Hershey’s chocolate and confectionery products in the Japanese market. (42) In March 1993, the Company purchased certain assets of the Ideal Macaroni Company and the Mrs. Weiss Noodle Company (Ideal/Mrs. Weiss) for approximately $14.6 million. Ideal/Mrs. Weiss are located in the Cleveland, Ohio area. (43) On June 25, 1993, the Company announced that the Board of Directors had approved a share repurchase program to acquire from time-to-time in the open market, or through privately negotiated transactions, up to $200 million of its Common Stock. The program commenced shortly after the July 21, 1993, release of second quarter results. (44) On September 14, 1993, the Company completed the acquisition of the Italian confectionery business of Heinz Italia S.p.A. The business is the leader in the Italian sugar confectionery market and manufactures and markets a wide range of confectionery products, including sugar candies and traditional products for special occasions such as nougat and gift boxes. Products are marketed under the Sperlari, Dondi, and Scaramellini brands. Sales are approximately U.S. $100 million and manufacturing facilities are located in Cremona and Gordona in northern Italy. Its products are sold principally in the Italian market. The business was divested on December 30, 1996.

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The Hershey Company (45) October 27, 1993, the Company completed the acquisition of Overspecht BV, a Dutch confectionery concern which manufactures chocolate and sugar confectionery, baked goods and ice cream products for distribution primarily to private-label customers within the Benelux countries. Sales are approximately U.S. $65 million and manufacturing facilities are located in Oosterhout, the Netherlands and Ieper, Belgium. This business was divested in June 1995. (46) On November 2, 1993, the Company purchased two million* of its Common Stock shares from Hershey Trust Company, as Trustee for Milton Hershey School. The Company paid approximately $103.1 million in the transaction. This transaction is part of a $200-million stock repurchase program currently being conducted through open market purchases and privately negotiated transactions. (47) On November 18, 1993, the Company filed a shelf registration statement with the Securities and Exchange Commission under which it may offer up to $400 million of debt securities. Combined with the $100 million outstanding from a shelf registration filed in June 1990, the Company had the ability to issue up to $500 million of debt securities. (48) On November 1, 1994, the Company recorded a pre-tax restructuring charge of $106.1 million, following a comprehensive review of domestic and foreign operations, designed to enhance performance of operating assets by lowering operating and administrative costs, eliminating underperforming assets and streamlining the overall decision-making process. The charge of $106.1 million resulted in an after-tax charge of $80.2 million or $.92 * per share in 1994. As of December 31, 1995, $81.8 million of restructuring reserves had been utilized and $16.7 million had been reversed to reflect revisions and changes in estimates to the original restructuring program. The remaining $7.6 million of accrued restructuring reserves were utilized in early 1996 as the final aspects of the restructuring program are completed. (49) On August 4, 1995, the Company purchased 9,049,773* shares of its Common Stock from the Hershey Trust Company. The Corporation paid $55.25* per share, or approximately $500 million for the shares. (50) In October 1995, the Company issued $200 million of 6.7% Notes due October 1, 2005. The proceeds were used to repay short-term borrowings associated with the August 4, 1995, common stock repurchase. As of December 31, 1995, $300 million of debt securities remained available for issuance under the Company’s November 1993 Registration Statement.

*

Not adjusted for the two-for-one stock split effective June 15, 2004, or the two-for-one stock split effective September 13, 1996.

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The Hershey Company

(51) On December 4, 1995, the Company announced an eleven-percent price increase on its standard and king-size bars in the U.S. This price increase, the first in almost five years, was initiated as a result of increased costs for packaging, fuel, transportation, labor and benefits, as well as increased raw material costs. (52) In December 1995, the Company completed the acquisition of the Henry Heide confectionery business, for approximately $12.5 million. Henry Heide’s headquarters and manufacturing facility are located in New Brunswick, New Jersey, where it manufactures a variety of nonchocolate confectionery products including Jujyfruits candies, and Wunderbeans jellybeans. Sales for fiscal year ended September 1995 were approximately $20 million. (53) In December 1995, the Company entered into definitive agreements with Johnvince Foods of Ontario, Canada, to sell the assets of Hershey Canada’s Planters nut business, and with Beta Brands Inc., to sell the Life Savers and Breath Savers hard candy business. These divestitures were completed in January 1996. See page 11, #29. (54) On February 6, 1996, the Board of Directors of The Hershey Company approved a share repurchase program to acquire from time-to-time in the open market, or through privately negotiated transactions, up to $200 million of its Common Stock. The shares acquired by the Company will be held as Treasury shares. (55) On February 12, 1996, the Company signed an agreement to purchase the assets of Kneisl Schokoladen GmbH & Co. KG, a small German manufacturer of chocolate-covered fruits. The agreement was completed in May 1996, and the Kneisl business was integrated into Gubor’s operations. Kneisl had net sales of $8.2 million in 1995. (56) On August 6, 1996, the Company declared a two-for-one stock split of its Common Stock and Class B Common Stock effective September 13, 1996, to stockholders of record August 23, 1996. See page 9, #20 and page 10, #24 for prior stock splits. (57) On December 30, 1996, the Company acquired Huhtamaki’s Leaf North American Confectionery operations for U.S. $440 million plus royalties. Correspondingly, Huhtamaki acquired Hershey’s European confectionery interests, Gubor and Sperlari, for a purchase price of U.S. $110 million. Leaf confectionery products include Jolly Rancher, Whoppers, Milk Duds, Good & Plenty, Pay Day, Heath, Rainblo and Super Bubble. Both agreements were finalized on December 30, 1996. See page 12, #35 and page 13, #44.

Page 15

The Hershey Company 58) On March 11, 1997, the Company issued $150.0 million of 6.95% Notes due 2007 under the November 1993 Form S-3 Registration Statement. Proceeds from the debt issuance were used to repay a portion of the commercial paper borrowings associated with the Leaf acquisition. In addition, on March 10, 1997, the Company issued a $150.0 million, 2-1/2 year amortizing, floating-to-fixed interest rate swap, maturing on September 10, 1999. (59) On June 10, 1997, the Company sold the Ford Gum and Machine Company, Inc. and Carousel Brands to Akron Confections, Inc. The Company acquired these assets as part of the December 30, 1996, acquisition of Leaf North America. (60) On August 8, 1997, the Company purchased 9,900,990* shares of its Common Stock from the Hershey Trust Company. The Company paid $50.50 per share, or approximately $500 million for the shares. (61) On August 21, 1997, the Company issued $250 million of 7.20% Debentures due 2027 and $150 million of 6.95% Notes due 2012. Proceeds from the debt issuance were used to repay the shortterm borrowings associated with the Common Stock purchase of August 8, 1997. (62) On January 28, 1999, the Company announced the completion of the sale of its U.S. pasta business to New World Pasta. The sale includes the American Beauty, Ideal, San Giorgio, Light ‘n Fluffy, P&R, Mrs. Weiss, Ronzoni, San Giorgio and Skinner pasta brands along with six manufacturing plants. As a result of the transaction, Hershey received $450 million in cash and retained a minority interest in the business. After-tax proceeds were approximately $340 million. The transaction resulted in a one-time after-tax gain of $165 million, or $1.17 per share* diluted, which was recorded in the first quarter of 1999. (63) On February 16, 1999, the Board of Directors of The Hershey Company approved a share repurchase program to acquire from time-to-time in the open market, or through privately negotiated transactions, up to $230 million of its Common Stock. This authorization was completed in February 2000, and a new $200 million authorization was initiated at that time. The shares acquired by the Company will be held as Treasury shares. (64) In November, 1999, Hershey sold its aseptic packaging plant in Savannah, Georgia (Dairymen’s) and switched to a contract manufacturing agreement for aseptic drinks. This asset sale is part of Hershey’s continuing effort to remove low return assets from its asset base. In April 2002, the Company announced the licensing of its aseptically-packaged drink products in the United States to Morningstar, a division of Suiza.

*

_________________________ Not adjusted for the two-for-one stock split effective June 15, 2004.

Page 16

The Hershey Company

(65) On May 1, 2000, the new 1.2 million square foot Eastern Distribution Center near Hershey, PA began receiving inbound product shipments. Outbound product shipments to customers began on June 30, and full utilization was realized by the end of November 2000. Hershey’s newly renovated 405,000 square-foot regional distribution center in Atlanta, GA, began shipping product on May 15, 2000. (66) On December 15, 2000, the Company purchased Nabisco's intense and breath freshener mints and gum businesses for $135 million. The purchase of Nabisco’s business, which had 1999 sales of approximately $270 million, included Ice Breakers and Breath Savers Cool Blasts intense mints, Breath Savers mints, and Ice Breakers, Care*free, Stick*free, Bubble Yum and Fruit Stripe gums. Also included in the purchase was Nabisco's gum-manufacturing plant in Las Piedras, Puerto Rico. (67) On August 1, 2001, the Company acquired the chocolate confectionery business of Visagis, a Brazilian confectioner, for $17.1 million. The acquisition includes a manufacturing plant and confectionery equipment in Sao Roque, Brazil. The acquired brands, including I0-I0 and Visconti, had 2000 sales of approximately $20 million. (68) On September 5, 2001, the Company announced the completion of the sale of the Luden’s Throat Drops business to Pharmacia Corporation for approximately $60 million. Included in the sale were the trademarks and manufacturing equipment for the throat drop business. The Company recorded a gain of $19.2 million before tax, $1.1 million, or $.01 per share-diluted* after tax, as a result of the transaction. A higher gain for tax purposes reflected the low tax basis of the intangible assets included in the sale, resulting in taxes on the gain of $18.1 million. (69) On October 24, 2001, the Company announced a pre-tax restructuring charge of $275 million, or $1.24 per share-diluted*, supporting initiatives to enhance the future operating performance of the Company. On January 8, 2002, the Company announced a higher realignment charge and additional anticipated savings from its value-enhancing initiatives announced on October 24, 2001. As a result, the business realignment charges will increase from $275 million to $310 million and from $1.24 to $1.39 per share-diluted*. (70) On June 24, 2002, the Company announced the completion of the sale of a group of Hershey’s non-chocolate confectionery brands for $12 million. Included in the transaction were Heide, Jujyfruits, Wunderbeans, and Amazin’ Fruit trademarked confectionery brands, as well as the rights to sell Chuckles-branded products, under license.

_________________________ * Not adjusted for the two-for-one stock split effective June 15, 2004. Page 17

The Hershey Company

(71)

On July 25, 2002, Hershey Foods Corporation confirmed that the Milton Hershey School Trust, which at the time, controlled 77% of the combined voting power of The Hershey Company’s Common Stock and Class B Common Stock, informed the Company that it had decided to diversify its holdings and in this regard wanted The Hershey Company to explore a sale of the entire Company. On September 17, 2002, the Milton Hershey School Trust instructed the Company to terminate the sale process. On December 11, 2002, the Company announced a 10.8 percent price increase on its standard size, king size, variety pack, and 6-pack lines. This is the first price change the Company has made on its standard size bars since 1996. On July 17, 2003, the Company announced realignment initiatives expected to result in a net charge of $17 million, or $.08 per share-diluted*. The total impact of the initiatives will be cash flow positive in 2003 and slightly accretive in 2004, resulting from expected savings of approximately $5 million, annually. On August 29, 2003, The Hershey Company announced that it had entered into a definitive agreement for the sale of a group of gum brands for $20 million to Farley’s & Sathers Candy Company. Included in the transaction were Fruit Stripe chewing gum, Rain-Blo gum balls, and Super Bubble bubble gum trademarked brands. On April 22, 2004, Hershey declared a two-for-one stock split of its Common Stock and Class B Stock effective June 15, 2004, to shareholders of record May 25, 2004. See page 9, #20; page 8, #24; and page 13, #56 for prior stock splits. In April 2004, the Company began charging its new 1,100,000 square-foot Mid-West Distribution Center. Shipments to customers from this facility began later that month. This concludes the consolidation and modernization of the Company’s distribution system. In October 2004, the Company’s Mexican Subsidiary, Hershey Mexico, acquired Grupo Lorena, one of Mexico’s top confectionery companies, for $39.0 million. This business has annual sales of over $30 million. Included in the acquisition was the Pelon Pelo Rico brand. In December 2004, the Company acquired Mauna Loa Macadamia Nut Corporation (“Mauna Loa”) for $127.8 million. Mauna Loa is the leading processor and marketer of macadamia snacks with annual sales of approximately $80 million.

(72)

(73)

(74)

(75)

(76)

(77)

(78)

_______________________
*

Not adjusted for the two-for-one stock split effective June 15, 2004.

Page 18

The Hershey Company (79) In December 2004, the Company announced an increase in the wholesale prices of approximately half of its domestic confectionery line. The changes represent a 3% price increase over Hershey’s entire domestic product line and will help offset increases in the Company’s input costs. In April 2005, Hershey’s Board of Directors approved an authorization to acquire up to $250 million of Hershey’s Common Stock. In April 2005, the Company’s stockholders approved an increase in the number of authorized shares of the Common Stock from 450 million to 900 million shares and the Class B Common Stock from 75 million to 150 million shares. In April 2005, the Company announced that its stockholders approved the company name change from Hershey Foods Corporation to The Hershey Company. The new name reflects the Company’s rich heritage and expresses how consumers and customers best know it. In July 2005, the Company announced an estimated pre-tax business realignment charge of $140 – $150 million, or $0.35 - $0.38 per share-diluted, supporting initiatives to enhance the future operating performance of the Company. Included are a voluntary workforce reduction through an Early Retirement Program and an Enhanced Mutual Separation Program, streamlining and creating new capabilities in Hershey’s North American operations, and closure of the Company’s under-utilized Las Piedras, Puerto Rico manufacturing facility. In August 2005, the Company announced that its newly formed, wholly owned subsidiary, Artisan Confections Company, has acquired the assets of Joseph Schmidt Confections, Inc. Hershey also completed the acquisition of Scharffen Berger Chocolate Maker, Inc. The combined purchase price for Scharffen Berger and Joseph Schmidt will be between $46.6 million and $61.1 million, with the final amount reflecting actual sales growth through 2007. Together, these companies have combined annual sales of approximately $25 million. In December 2005, the Company announced that its Board of Directors had approved an additional $500 million stock repurchase authorization. The Company continues to execute the $250 million buyback authorized in April 2005 and expects to complete both authorizations by the end of 2006. In this connection, The Company and Hershey Trust Company, as trustee for the Milton Hershey School Trust (School Trust), have entered into an agreement under which the School Trust intends to participate on a proportional basis in the Company's stock purchases.

(80)

(81)

(82)

(83)

(84)

(85)

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The Hershey Company

(86)

In December 2005, the Company announced that it intends to begin expensing employee stock options and other share-based compensation in accordance with Financial Accounting Standards Board Statement of Financial Accounting Standards No. 123 (Revised 2004), ShareBased Payment ("SFAS No. 123R"), under the modified retrospective method effective in the fourth quarter of 2005. Under the modified retrospective method, the full-year results for 2005 will be reported as though stock options granted by the Company had been expensed beginning January 1, 2005. Under the modified retrospective method, the financial statements for years prior to 2005 will be adjusted to reflect the impact of the adoption of SFAS No. 123R. The impact of adoption of SFAS No. 123R in 2005 was $0.09 per share-diluted, of which approximately $0.03 per sharediluted was recorded in the fourth quarter.

(87)

The Company and Hershey Trust Company, as trustee for the Milton Hershey School Trust, announced on January 27, 2006, that they have entered into an agreement under which the School Trust intends to participate on a proportional basis in the Company's Common Stock repurchase program. This agreement will take effect January 30, 2006, and expire July 31, 2006. This agreement is a renewal of an existing agreement which began December 13, 2005, and expiring January 30, 2006. The terms of the agreement are described in a Form 8-K filed with the SEC. The Company's Board of Directors had approved the repurchase of $250 million of its Common Stock in April 2005, of which $187.1 million was utilized through the end of 2005, leaving $62.9 million in that authorization. An additional $500 million authorization was approved by the Company's Board in December 2005. The Company expects to complete both authorizations by the end of 2006.

(88)

In May 2006, the Company announced the establishment of the Hershey Center for Health and Nutrition. The Center will direct cutting-edge scientific research to develop products and technologies providing customers with health benefits in the areas of heart health, weight management, and mental and physical energy. The Center will build upon the science, clinical studies and research work already underway at The Hershey Company. In July, 2006, the Company and Hershey Trust Company, as trustee for the Milton Hershey School Trust, announced that they have entered into an agreement under which the School Trust intends to continue to participate on a proportional basis in the Company's Common Stock repurchase program. This agreement will take effect July 31, 2006, and expire February 2, 2007. This agreement is a renewal of an existing agreement which began January 30, 2006, and expired July 31, 2006. The terms of the agreement are described in a Form 8-K to be filed today with the SEC. In October, 2006, the Company, as part of its strategic focus on the high-growth premium chocolate segment, announced that it has acquired the assets and operations of Dagoba Organic

(89)

(90)

Page 20

The Hershey Company Chocolate, LLC. Based in Ashland, Oregon, Dagoba is known for its high-quality natural and organic chocolate bars, hot chocolate and chocolate-covered coffee beans sold in natural foods outlets and gourmet stores. (91) In December, 2006, the Company announced that its Board of Directors approved a $250 million stock repurchase authorization. The Company expects to complete its current repurchase authorization of $500 million by the end of 2006. Purchases under the new authorization will commence after the current program is completed. Acquired shares of the Common Stock will be held as treasury shares. In January 2007, the Company announced a manufacturing joint venture in China with Lotte Confectionery Co., Ltd., Korea’s leading confectionery and ice cream manufacturer. The joint venture will produce Hershey and Lotte products for the market in China. On February 15, 2007, the Company announced a comprehensive, three-year supply chain transformation program that is expected to be completed by December 31, 2009. Upon completion, this program will greatly enhance our manufacturing, sourcing and customer service capabilities, and will generate significant resources to invest in our growth initiatives. These initiatives include accelerated marketplace momentum within our core U.S. business, creation of innovative new product platforms to meet consumer and customer needs, and disciplined global expansion. Under the program, which we will implement in stages over the next three years, we will significantly increase manufacturing capacity utilization by reducing the number of production lines by more than one-third; outsource production of low value-added items; and, construct a flexible, cost-effective production facility in Monterrey, Mexico to meet current and emerging marketplace needs. We estimate that the program will incur pre-tax charges and non-recurring project implementation costs of $525 million to $575 million over the next three years. This estimate includes $275 million to $300 million in asset write-offs, $200 million to $225 million in employment-related costs, including the impact of curtailment charges associated with our pension and other post-retirement benefit plans, and approximately $50 million in project implementation costs. We will incur these charges primarily in 2007 and 2008, with approximately $300 million expected to be charged in 2007. We estimate the cash portion of the total charge to be $275 million to $300 million. This initiative also includes gross capital investments of $300 million to $310 million. Capital investments over the implementation period are expected to be approximately $200 million more than previous expectations of $190 million to $200 million per year, resulting in total capital expenditures of $250 million to $300 million in 2007 and $225 million to $250 million in 2008 and 2009. Following completion of this initiative, we expect annual capital investments of approximately $140 million to $160 million. As a result of the program, we estimate that our gross margin should improve significantly, with on-going annual savings of approximately $170 million to $190 million generated by 2010.

(92)

(93)

Page 21

The Hershey Company On January 27, 2009, the Company announced that the scope of the Global Supply Chain Transformation program increased modestly to include the closure of two subscale manufacturing facilities of Artisan Confections Company, a wholly owned subsidiary, and consolidation of the associated production into existing U.S. facilities, along with rationalization of other select items. These initiatives, which will be completed in 2009, increase the expected total cost and savings of the Global Supply Chain Transformation program by approximately $25 million and $5 million, respectively. Approximately $15 million of the increased costs are non-cash charges. Cumulative savings for the Global Supply Chain Transformation program are approximately $81 million and the estimate for total ongoing annual savings by 2010 is $175 million to $195 million. On April 23, 2009, the Company updated the forecast for total GSCT charges to $615 million to $665 million to include $40 million to $65 million of non-cash pension settlement charges. Per SFAS No. 88, incremental pension settlement charges were added to the total GSCT program estimates based upon the current trends of year-to-date employee withdrawals. The projected amount to be incurred in 2009 is $40 million to $50 million. (94) On April 3, 2007, the Company announced the formation of a joint venture with Godrej Beverages and Foods, Ltd. to manufacture and distribute confectionery products, snacks, and beverages across India. The agreement gives Hershey a 51 percent ownership stake in a joint venture that has approximately $70 million in annual net sales, primarily in sugar confectionery and beverages. The combination will leverage Godrej’s manufacturing and distribution network with Hershey branded product manufactured in-country and distributed to over 1.6 million outlets in India. (95) On April 4, 2007, the Company announced an increase in the wholesale prices of its domestic confectionery line. An increase of approximately 4 – 5 percent on the Company’s standard bar, king-size bar, 6-pack and vending lines is effective immediately. These products represent roughly one-third of the Company’s portfolio. This action will help offset the Company’s input costs, including raw materials, fuel, utilities and transportation. While there has been no change in list prices on these impacted items since December 2004, over this period costs have continued to rise. On April 26, 2007, the Company announced a strategic supply and innovation partnership with Barry Callebaut, the world’s largest manufacturer of high-quality cocoa, industrial chocolate, and confectionery products.

(96)

Page 22

The Hershey Company The companies will partner on a wide range of research and development activities with a focus on driving innovation in new chocolate taste experiences, premium chocolate, health and wellness, ingredient research and optimization. Under the agreement, Barry Callebaut will construct and operate a facility to provide chocolate for Hershey’s new plant in Monterrey, Mexico. Barry Callebaut will also lease a portion of Hershey’s Robinson, Ill., plant and operate chocolate-making equipment at the facility. The partnership includes a long-term global agreement under which Barry Callebaut will supply Hershey with a minimum of 80,000 tonnes per year of chocolate and chocolate products. (97) In May, 2007, the Company entered into a manufacturing agreement in China with Lotte Confectionery Co., LTD., to produce Hershey products and certain Lotte product for the market in China. An investment of $39.0 million was made in 2007 for a 44% interest. On January 24, 2008 the Company announced the formation of a joint venture in Brazil with Pandurata Alimentos Ltda (manufacturer of products sold in Brazil and Latin America under the Bauducco brand) to manufacture, sell and distribute Hershey’s branded products across Brazil using the Bauducco distribution network. On January 28, 2008, the Company announced an increase in the wholesale prices on approximately one-third of its domestic confectionery line. The changes represented a weighted average 13% increase on the Company's standard bar, king-size bar, 6-pack and vending lines and approximated a 3% price increase over Hershey's entire domestic product line. The price increase will help offset increases in areas of the Company's input costs, including raw materials, fuel, utilities, and transportation. On August 15, 2008, the Company announced an increase in wholesale prices across its U.S., Puerto Rico and export chocolate and sugar confectionery lines. These changes represented a weighted average 11% increase on the Company’s instant consumable, multi-pack and packaged candy lines, and approximated a 10% increase over Hershey’s entire domestic product line. The price increase will help offset a portion of the significant increases in the Company’s input costs, including raw materials, packaging materials, fuel, utilities, and transportation.

(98)

(99)

(100)

(101) Effective February 28, 2009 the Company licensed the Van Houten brand from Barry Callebaut. Specifically, Hershey has a perpetual and exclusive license of the Van Houten brand name and related trademarks in Asia Pacific, the Middle East and Australia/New Zealand for consumer products. Founded in 1990, Van Houten Singapore successfully develops and markets popular consumer chocolate products throughout Asia. This acquisition complements the Company's existing business in Asia and gives Hershey an immediate in-market presence in several high-potential markets, including Malaysia and Indonesia. The investment was about $15 million, or approximately 1-times sales.

Page 23

The Hershey Company (102) On June 14, 2010, the Company announced the Project Next Century initiative as part of the Company’s ongoing efforts to create an advantaged supply chain and competitive cost structure. The Next Century capital investment includes a $200 million to $225 million plant expansion of the existing West Hershey facility and approximately $50 million to $75 million in distribution and administrative facilities located in Hershey, Pennsylvania. As part of the project, production will transition from the Company’s century-old facility at 19 East Chocolate Avenue in Hershey, Pennsylvania, to a planned expansion of the West Hershey facility, which was built in 1992. Production from the 19 East Chocolate Avenue plant, as well as a portion of the workforce, will be relocated to the West Hershey facility. This change is expected to result in the reduction of approximately 500 to 600 jobs as investments in technology and automation result in enhanced efficiency in the new building. The Company estimates that Project Next Century program will incur pre-tax charges and nonrecurring project implementation costs of $140 million to $170 million over the next three years. This estimate includes $120 million to $150 million in pre-tax business realignment and impairment charges and approximately $20 million in project implementation and start-up costs. The cash portion of the total charge is estimated to be $95 million to $110 million, including project implementation and start-up costs. Total capital expenditures related to the program are expected to be $250 million to $300 million. At the conclusion of the program in 2014, ongoing annual savings are expected to be approximately $60 million to $80 million. (103) On March 30, 2011, the Company announced an increase in wholesale prices across its U.S., Puerto Rico and export chocolate and sugar confectionery lines. These changes represented a weighted average 9.8% increase on the Company’s instant consumable, multi-pack packaged candy and grocery lines. The price increase will help offset a portion of the significant increases in the Company’s input costs, including raw materials, packaging materials, fuel, utilities, and transportation that the Company expects to incur in the future.

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The Hershey Company

The Hershey Company Summary of Consolidated Statements of Income - GAAP for the three months ended October 2, 2011 and October 3, 2010

(in thousands except per share amounts)

Third Quarter 2011 Net Sales Costs and Expenses: Cost of Sales Selling, Marketing and Administrative Business Realignment and Impairment Charges, net Total Costs and Expenses Income Before Interest and Income Taxes (EBIT) Interest Expense, net Income Before Income Taxes Provision for Income Taxes Net Income Net Income Per Share - Basic - Common - Basic - Class B - Diluted - Common Shares Outstanding - Basic - Common - Basic - Class B - Diluted - Common Key Margins: Gross Margin EBIT Margin Net Margin $ $ $ $ $ 1,624,249 $ 2010 1,547,115

944,068 356,878 2,187 1,303,133 321,116 23,041 298,075 101,380 196,695 $ 0.89 $ 0.81 $ 0.86 $ 165,917 60,632 229,849

891,895 357,624 (2,052) 1,247,467 299,648 22,259 277,389 97,220 180,169 0.81 0.74 0.78 166,900 60,708 230,491

41.9% 19.8% 12.1%

42.4% 19.4% 11.6%

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The Hershey Company

The Hershey Company Summary of Consolidated Statements of Income – Pro Forma for the three months ended October 2, 2011 and October 3, 2010

(in thousands except per share amounts)

Third Quarter 2011 Net Sales Costs and Expenses: Cost of Sales Selling, Marketing and Administrative Total Costs and Expenses Income Before Interest and Income Taxes (EBIT) Interest Expense, net Income Before Income Taxes Provision for Income Taxes Net Income Net Income Per Share - Basic - Common - Basic - Class B - Diluted - Common Shares Outstanding - Basic - Common - Basic - Class B - Diluted - Common Key Margins: Gross Margin EBIT Margin Net Margin $ $ $ $ $ 1,624,249 $ 2010 1,547,115

934,604 372,044 1,306,648 317,601 23,041 294,560 100,740 193,820 $ 0.88 $ 0.80 $ 0.84 $ 165,917 60,632 229,849

885,772 357,237 1,243,009 304,106 22,259 281,847 98,929 182,918 0.82 0.75 0.79 166,900 60,708 230,491

42.5% 19.6% 11.9%

42.7% 19.7% 11.8%

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The Hershey Company
SIX-YEAR CONSOLIDATED FINANCIAL SUMMARY All dollar and share amounts in thousands except market price and per share statistics
5-Year Compound Growth Rate Summary of Operations Net Sales Cost of Sales Selling, Marketing and Administrative Business Realignment and Impairment Charges, Net Interest Expense, Net Provision for Income Taxes Net Income Net Income Per Share: —Basic—Class B Stock —Diluted—Class B Stock —Basic—Common Stock —Diluted—Common Stock Weighted-Average Shares Outstanding: —Basic—Common Stock —Basic—Class B Stock —Diluted Dividends Paid on Common Stock Per Share Dividends Paid on Class B Stock Per Share Net Income as a Percent of Net Sales, GAAP Basis Non-GAAP Adjusted Income as a Percent of Net Sales(a) Depreciation Advertising Payroll Year-end Position and Statistics Capital Additions Capitalized Software Additions Total Assets Short-term Debt and Current Portion of Long-term Debt Long-term Portion of Debt Stockholders' Equity Full-time Employees Stockholders' Data Outstanding Shares of Common Stock and Class B Stock at Yearend Market Price of Common Stock at Year-end Range During Year 4.6% 6.6% 6.6% 6.7% $ $ $ $ 2.4% 2.4% 2.2% 2.3% $ $ $ $ 2.08 2.07 2.29 2.21 1.77 1.77 1.97 1.90 1.27 1.27 1.41 1.36 .87 .87 .96 .93 2.19 2.17 2.44 2.34 1.85 1.84 2.05 1.97 3.3% 1.9% 9.3% (2.9)% 1.9% 1.5% 0.9% $ $ $ $ $ $ $ 5,671,009 3,255,801 1,426,477 83,433 96,434 299,065 509,799 5,298,668 3,245,531 1,208,672 82,875 90,459 235,137 435,994 5,132,768 3,375,050 1,073,019 94,801 97,876 180,617 311,405 4,946,716 3,315,147 895,874 276,868 118,585 126,088 214,154 4,944,230 3,076,718 860,378 14,576 116,056 317,441 559,061 4,819,827 2,956,682 912,986 96,537 87,985 277,090 488,547

2010

2009

2008

2007

2006

2005

167,032 60,708 230,313 213,013 1.28 70,421 1.16 9.0% 10.4% 169,677 391,145 641,756 179,538 21,949 4,272,732 285,480 1,541,825 937,601 11,300

167,136 60,709 228,995 198,371 1.19 65,032 1.0712 8.2% 9.4% 157,996 241,184 613,568 126,324 19,146 3,675,031 39,313 1,502,730 760,339 12,100

166,709 60,777 228,697 197,839 1.19 65,110 1.0712 6.1% 8.4% 227,183 161,133 645,456 262,643 20,336 3,634,719 501,504 1,505,954 349,944 12,800

168,050 60,813 231,449 190,199 1.135 62,064 1.0206 4.3% 9.7% 292,658 127,896 645,083 189,698 14,194 4,247,113 856,392 1,279,965 623,520 12,400

174,722 60,817 239,071 178,873 1.03 56,256 .925 11.3% 11.5% 181,038 108,327 645,480 183,496 15,016 4,157,565 843,998 1,248,128 683,423 12,800

183,747 60,821 248,292 170,147 .93 51,088 .84 10.1% 11.7% 200,132 125,023 647,825 181,069 13,236 4,262,699 819,115 942,755 1,016,380 13,750

(3.2)% 25.6% (0.2)% (0.2)% 10.6% 0.0% (19.0)% 10.3% (1.6)%

$ $ $ $ $ $ $ $ $

227,030 (3.1)% $ 47.15

227,998 35.79 42.25-30.27

227,035 34.74 44.32-32.10

227,050 39.40 56.75-38.21

230,264 49.80 57.65-48.20

240,524 55.25 67.37-52.49

$ 52.10-35.76

___________________
(a) Non-GAAP Adjusted Income as a Percent of Net Sales is calculated by dividing adjusted non-GAAP Income by Net Sales. A reconciliation of Net Income presented in accordance with U.S. generally accepted accounting principles ("GAAP") to adjusted non-GAAP Income is provided on pages 20 and 21, along with the reasons why we believe that the use of adjusted non-GAAP financial measures provides useful information to investors.

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The Hershey Company
Summary of Quarterly Data For the years ended December 31, 2010, 2009 and 2008 (in thousands of dollars except per share amounts)

AS REPORTED
Year 2010 Net Sales EBIT Net Income Net Income per Share - Diluted Year 2009 Net Sales EBIT Net Income Net Income per Share - Diluted
(a) (a)

1st Qtr $ $ $ $ 1,407,843 253,334 147,394 0.64 1st Qtr $ $ $ $ 1,236,031 152,934 75,894 0.33 1st Qtr 1,160,342 122,418 63,245 0.28

2nd Qtr 1,233,242 124,424 46,723 0.20 2nd Qtr 1,171,183 116,676 71,298 0.31 2nd Qtr 1,105,437 94,113 41,467 0.18

3rd Qtr 1,547,115 299,648 180,169 0.78 3rd Qtr 1,484,118 279,624 162,023 0.71 3rd Qtr 1,489,609 219,951 124,538 0.54

4th Qtr 1,482,809 227,892 135,513 0.59 4th Qtr 1,407,336 212,356 126,779 0.55 4th Qtr 1,377,380 153,416 82,155 0.36

Year 5,671,009 905,298 509,799 2.21 Year 5,298,668 761,590 435,994 1.90 Year 5,132,768 589,898 311,405 1.36

Year 2008 Net Sales EBIT Net Income Net Income per Share - Diluted (a)

$ $ $ $

PRO FORMA*
Year 2010 Net Sales EBIT Net Income Net Income per Share - Diluted
(a)

1st Qtr $ $ $ $ 1,407,843 253,334 147,394 0.64 1st Qtr 1,236,031 171,906 85,992 0.38 1st Qtr 1,160,342 153,091 83,915 0.37

2nd Qtr 1,233,242 210,657 117,047 0.51 2nd Qtr 1,171,183 159,367 97,965 0.43 2nd Qtr 1,105,437 133,369 66,952 0.29

3rd Qtr 1,547,115 304,106 182,918 0.79 3rd Qtr 1,484,118 290,640 168,508 0.73 3rd Qtr 1,489,609 250,981 145,813 0.64

4th Qtr 1,482,809 235,771 140,375 0.61 4th Qtr 1,407,336 238,808 144,352 0.63 4th Qtr 1,377,380 233,127 133,842 0.59

Year 5,671,009 1,003,868 587,734 2.55 Year 5,298,668 860,721 496,817 2.17 Year 5,132,768 770,568 430,522 1.88

Year 2009 Net Sales EBIT Net Income Net Income per Share - Diluted (a) Year 2008 Net Sales EBIT Net Income Net Income per Share - Diluted (a)

$ $ $ $

$ $ $ $

* 2010, 2009 and 2008 Pro Forma excludes charges (credits) for business realignment initiatives. (a) Quarterly income per share amounts may not total to the annual amounts due to the impact of changes in weighted-average shares outstanding during the year.

Page 28

The Hershey Company

NON-GAAP EPS
NON-GAAP* 2010 2009 2008 2007 2006 2005 2004 2003 2002
*

GAAP $2.21 $1.90 $1.36 $0.93 $2.34 $1.97 $2.24 $1.66 $1.43

$2.55 $2.17 $1.88 $2.08 $2.37 $2.27 $2.00 $1.72 $1.54

Excludes business realignment and other non-recurring items. All years have been adjusted to reflect the adoption of SFAS 123R and SAB No. 108.

Page 29

The Hershey Company

Capitalization
Long-Term Debt: (in thousands of dollars) 5.30% Notes Due 2011 6.95% Notes Due 2012 5.00% Notes Due 2013 4.85% Notes Due 2015 5.45% Notes Due 2016 4.125% Notes Due 2020 8.8% Debentures Due 2021 7.20% Debentures Due 2027 Capitalized lease obligations Other obligations, net discounts Q3-11 2010 250,000 92,533 250,000 250,000 250,000 350,000 100,000 250,000

Year-End
2009 250,000 150,000 250,000 250,000 250,000 2008 250,000 150,000 250,000 250,000 250,000 2007 250,000 150,000

92,533 250,000 250,000 250,000 350,000 100,000 250,000

250,000 250,000

100,000 250,000

100,000 250,000

100,000 250,000

55,881 1,598,414

10,684 1,803,217 (261,392) 1,541,825

17,977 1,517,977 (15,247) 1,502,730

24,338 1,524,338 (18,384) 1,505,954

36,069 1,286,069 (6,104) 1,279,965

Less--current portion TOTAL LONG-TERM DEBT Stockholders' Equity: * Common Stock Class B Common Stock Add'l. paid-in capital Accum. Other Comprehensive Income Retained Earnings Treasury Stock The Hershey Company Stockholders' Equity Non-Controlling Interests in Subsidiaries TOTAL STOCKHOLDERS' EQUITY Total Capitalization Long-Term Debt Stockholders' Equity Total Capitalization * Restated for the effects of FAS 123

(99,552) 1,498,862

299,269 60,632 470,491 (292,260) 4,633,156 (4,243,616) 927,672 27,005 954,677 2,453,539 61.1% 38.9% 100%

299,195 60,706 434,865 (215,067) 4,374,718 (4,052,101) 902,316 35,285 937,601 2,479,426 62.2% 37.8% 100%

299,192 60,709 394,678 (202,844) 4,148,353 (3,979,629) 720,459 39,880 760,339 2,263,069 66.4% 33.6% 100%

299,190 60,711 352,375 (359,908) 3,975,762 (4,009,931) 318,199 31,745 $349,944 1,855,898 81.1% 18.9% 100%

299,095 60,806 335,256 (27,979) 3,927,306 (4,001,562) 592,922 30,598 $623,520 1,903,485 67.2% 32.8% 100%

Page 30

The Hershey Company

FINANCING ARRANGEMENTS Lines of Credit - October 2, 2011
USA: Bank of America UBS Citibank, N.A. PNC Bank, N.A. Sumitomo Mitsui Banking Corp. Barclays Bank PLC Northern Trust Company US Agricultural Bank J.P. Morgan Chase Canadian Imperial Bank of Commerce Scotiabanc US Bank, N.A. Total Foreign Credit Lines: *THC's guaranty Hershey Canada Inc. - CAD Canadian Imperial Bank of Commerce* *THC's guaranty for C$ 21,000,000 Hershey Mexico S.A. de C.V. - MXN Banamex* *THC's guaranty Hershey do Brasil Ltda. - BRL Citibank N.A.* *THC's guaranty 51%, Bauducco 49% Banco Itau ** Bradesco ** ** Bauducco guaranty 100% Hershey Philippines Inc. - PHP Citibank N.A.* *THC's guaranty Hershey Foods Int'l. Trade (Shanghai) Citibank N.A.* J.P. Morgan *THC's guaranty Hershey Commercial (Shanghai) Co., Ltd. Citibank N.A.* *THC's guaranty Godrej - Hershey Foods & Beverages, Ltd. AXIS Bank Hershey Singapore Pte. Citibank N.A. *THC's guaranty TOTAL FOREIGN LINES US$ EQUIVALENT Commercial Paper Long Term Bonds and Debentures Standard & Poor's Corporation Moody's Investors Service, Inc. Standard & Poor's Corporation Moody's Investors Service, Inc. $1.1 billion (U.S. $) Expires December 2012 $200 million 200 160 85 85 80 75 75 50 50 20 20 $ Total (local currency) Total $200 million 200 160 85 85 80 75 75 50 50 20 20 1,100 million U.S. $ Equivalent

10 m

10.4 m

200 m

14.5 m

16 m 8 m 12 m 36 m 114.5 m

8.5 m 4.2 m 6.4 m 19.1 m 2.6 m

63.8 m 63.8 m

10.0 m 10.0 m 20.0 m

19.1 m

3.0 m

150 m 0.4 m

3.1 m 0.3 m 73.0 m A1 P1 A A2

Page 31

The Hershey Company

Long-Term Financial Strategy/Objectives
Net Sales EPS* 3 - 5% 6 - 8%

*Diluted excluding items affecting comparability.

Page 32

The Hershey Company

Capital expenditures (including software)
$m
$283 $237 $204 $170 $141 $143 $145 $145 $196 $194 $199 $204 $201

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Operating Depreciation and Amortization
$m
$218 $190 $176 $158 $163 $190 $200 $202* $190** $185**** $178*** $178 $181

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

* ** *** ****

Reported D&A was $311 million and included accelerated D&A of $109 million. Reported D&A was $250 million and included accelerated D&A of $ 60 million. Reported D&A was $182 million and included accelerated D&A of $ 4 million. Reported D&A was $197 million and included accelerated D&A of $ 12 million.

Page 33

The Hershey Company

Cash Flow Analysis
Cash Flow from Operations

($ Millions)

Dividends CAP X including Software
1,065.7

901.4 787.7 706.4 625.3 592.9
386.1 289.6 3 8 1. 7 3 13 . 0 17 1. 2

778.8 723.2
656.8 4 16 . 5

322.6

519.6

545.9

461.8
46.3 262.9

412.2
12 4 . 3 4 2 1. 7
287.9

18 4 . 7

4 0 1. 6 205.7

4 15 . 5 2 2 1. 2

433.6 235.1

456.2 252.3 263.4 408.9 283.0

283.4 484.9

14 4 . 9

324.7

15 4 . 8

3 12 . 3

16 7 . 8

16 9 . 9 14 3 . 0 14 4 . 5

237.0

19 5 . 9 19 8 . 5 19 4 . 3

203.9 14 5 . 5

2 0 1. 5

2000

2001 2002 2003 2004

2005 2006 2007

2008 2009 2010

Page 34

The Hershey Company

Common Stock Repurchases
Repurchase History
Year
1993 1994 1995 1995* 1996 1997 1997* 1998 1999 1999* 2000 2001 2002 2003 2004 2004* 2005 2006 2007 2008 2009 2010 2011 YTD

Shares
10,292,400 3,512,156 1,890,564 36,199,092 3,180,420 216,520 19,801,980 630,178 7,797,200 3,159,558 4,569,078 1,353,200 2,600,690 9,848,400 2,632,500 11,281,589 4,153,228 10,601,482 2,915,665 ---1,902,753 138,538,653

$Millions
131.2 40.3 26.2 500.0 66.1 7.7 500.0 16.1 218.0 100.0 99.9 40.3 84.2 329.4 115.6 501.4 242.1 562.9 150.0 ---100.0 3,831.4

Avg. Price $27.66 per Share
Shares have been restated to reflect the two-for-one splits effective 9/13/96 and 6/15/04.

*

August 4, 1995, August 8, 1997, February 25, 1999, and July 28, 2004: Privately negotiated transactions with the Milton Hershey School Trust.

Page 35

The Hershey Company

Common Stock Repurchases
Repurchase History Milton Hershey School Trust Date Nov 1986* Nov 1993 Aug 1995 Aug 1997 Feb 1999 July 2004 Dec 2005 YTD 12/31/06 Shares 15,300,000 8,000,000 36,199,092 19,801,980 3,159,558 11,281,589 68,728 689,704 94,500,651 $Millions 86.9 103.1 500.0 500.0 100.0 501.4 3.9 38.5 $1,833.8

Average cost: $19.41 per share.
* The Trust also sold 10,350,000 shares in a secondary offering on the same date.

38

Year-end shares outstanding
380 360 340 320 300 280 260 240 220 200 180 160 140 120 100
361 350 347 309 306 286 286 277 273 271 268

259 247 241
230 227 227 228 227

92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 **
Shares have been restated to reflect the two-for-one stock splits effective 9/13/96 and 6/15/04.

Page 36

The Hershey Company

Economic - ROIC
19.3% 17.8% 20.0% 18.9% 16.5% 16.1% 14.1% 18.3%

15.2%

15.3% 14.0%

16.3%

16.9%

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

 Economic – ROIC measures EVA in a percentage format.  EROIC is calculated by dividing net operating profit after taxes (NOPAT) by the average invested capital.

Page 37

The Hershey Company

Market Summary
Outstanding Shares of Common Stock and Class B Common Stock at Period-End (000) Avg. Number of Shares of Common Stock and Class B Common Stock Outstanding YTD (000) Basic Diluted Market Price of Common Stock at End of Period Range (YTD) Low High Number of Common Stock and Class B Common Stock Holders at Year-End Year-End Book Value Per Share Year-End Market to Book Dividends Paid Per Share (YTD) Common Stock Class B Common Stock Year-End Yield on Dividends Paid Payout Ratio - Continuing Operations

2010

2009

2008

2007

2006

227,030

227,998

227,035

227,050

230,264

227,740 230,313

227,845 228,995

227,486 228,697

228,863 231,449

235,539 239,071

47.15 35.76 52.1

35.79 30.27 42.25

34.74 32.10 44.32

39.40 38.21 56.75

49.80 48.20 57.65

39,132 4.13 1,142

39,967 3.33 1,073

40,549 1.54 2,254%

40,901 2.75 1,435%

41,076 2.97 1,677%

1.2800 1.1600 2.71% 48%

1.1900 1.0712 3.32% 53%

1.1900 1.0712 3.43% 61%

1.1350 1.0206 2.88% 52%

1.0300 0.9250 2.07% 41%

Page 38

The Hershey Company

Common Stock Price Ranges*
The following table indicates the high, low and closing market prices of The Hershey Company's Common Stock through March 31, 2011. Composite Market Price High Low Close 1980 1.09 0.84 0.97 1981 1.72 0.97 1.50 1982 2.47 1.34 2.34 1983 2.91 2.03 2.63 1984 3.44 2.34 3.22 1985 4.59 2.91 4.28 1986 7.50 3.88 6.16 1987 9.44 5.19 6.13 1988 7.16 5.47 6.50 1989 9.22 6.19 8.97 1990 9.91 7.06 9.38 1991 11.13 8.78 11.09 1992 12.09 9.56 11.75 1993 13.97 10.88 12.25 1994 13.38 10.41 12.09 16.97 12.00 16.25 1995 1996 25.88 15.97 21.88 31.94 21.06 30.97 1997 1998 38.19 29.84 31.09 32.44 22.88 23.72 1999 2000 33.22 18.88 32.19 2001 35.08 27.57 33.85 2002 39.75 28.23 33.72 2003 39.33 30.35 38.50 2004 56.75 37.28 55.54 2005 67.37 52.49 55.25 2006 1st Quarter 55.44 50.62 52.23 2nd Quarter 57.65 48.20 55.07 3rd Quarter 57.30 50.48 53.45 4th Quarter 53.60 48.96 49.80 2007 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter 1st Quarter 2nd Quarter 3rd Quarter 56.37 56.75 51.29 47.41 39.45 40.75 44.32 40.55 38.23 37.83 42.25 41.62 43.58 52.10 51.67 51.75 55.05 58.20 60.96 49.70 49.81 44.03 38.21 33.54 32.47 32.31 32.10 30.27 33.70 35.78 35.05 35.76 42.79 45.31 45.66 46.24 53.77 53.83 54.66 50.62 46.41 39.40 37.67 32.78 39.54 34.74 34.75 36.00 38.86 35.79 42.81 47.93 47.59 47.15 54.35 56.85 59.24

2008

2009

2010

2011

*Adjusted for the two-for-one split effective June 15, 2004, the two-for-one stock split effective September 13, 1996, the three-for-one stock split effective September 15, 1986, and the two-for-one stock split effective September 15, 1983.

Page 39

The Hershey Company

MANAGEMENT TEAM
Chief Executive Officer
John P. Bilbrey President and Chief Executive Officer

Global Leadership Team
Humberto P. Alfonso Executive Vice President, CFO and Chief Administrative Officer Senior Vice President, Chief Growth Officer Senior Vice President, President, Americas Senior Vice President, Global Operations Senior Vice President, President, Asia, Middle East & Africa Senior Vice President, General Counsel and Secretary Senior Vice President, President, United States Senior Vice President, Chief Human Resources Officer Senior Vice President, Chief Commercial Officer

Michele G. Buck

Thaddeus J. Jastrzebski Terence L. O’Day

Peter F. Smit Burton H. Snyder E. Daniel Vucovich, Jr. Kevin R. Walling

D. Michael Wege

Page 40

The Hershey Company OPERATIONS THE HERSHEY COMPANY: U.S.A.
The U.S. confectionery industry was approximately $19.3 billion in 2010 at wholesale (including gum). Hershey is the market leader in chocolate confectionery in the United States. Using Department of Commerce data per below, the total U.S. confectionery industry demonstrates a 8-year compound annual growth rate of 2.9%. The chocolate category grew at 3.5%. Non-chocolate grew at 2.5%.

Apparent Consumption in Dollars (billions) 2002-2010
$17.3 $15.4 1.8 4.9 $16.3 1.8 5.0 1.9 $17.6 1.7 $17.8 1.8 $17.5 1.6 $18.1 1.9 $18.5 1.8 $19.3 1.9

Total Confectionery

5.4

5.7

5.8

5.7

5.6

5.7

5.9

8.8

9.4

10.0

10.3

10.2

10.2

10.6

11.0

11.5

2002

2003

2004
Chocolate

2005

2006

2007

2008
Gum

2009

2010

Sugar Conf.

Source: US Department of Commerce, IBI updated 10/2011 Note: Apparent Consumption = Manufacturer Shipments – Exports + Imports

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The Hershey Company

Apparent Consumption In Pounds (billions) 2002 - 2010
7.4 0.5

Total Confectionery

6.7 0.5

6.9 0.5

7.1 0.5

7.3 0.5

7.3 0.5

7.1 0.4

7.2 0.4

7.4 0.4

2.9

3.0

3.1

3.3

3.4

3.3

3.3

3.3

3.3

3.4

3.4

3.4

3.6

3.6

3.5

3.4

3.5

3.6

2002

2003

2004

2005

2006

2007

2008

2009
Gum

2010

Chocolate
Source: US Department of Commerce, IBI updated 10/2011

Sugar Conf.

Note: Apparent Consumption = Manufacturer Shipments – Exports + Imports

Competition Major competition for Hershey's confectionery brands in the United States is provided by M & M/Mars, Wrigley, and Nestle. Hershey products also compete on a local basis with many local/regional brands.

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The Hershey Company

The confectionery industry is made up of over 1,200 brands and approximately 1,000 companies. However, only 15 to 20 companies have national distribution while the others enjoy only local or regional distribution. The following market share data for the food, drug, mass merchandiser [excluding Wal-Mart] and convenience store classes of trade [FDMxC] represents approximately 65% of The Hershey Company's retail sales.

US Total Confectionery Market Share
FDMxC ($) 52 weeks ending 10/8/11 2011 31.8 28.6 7.4 5.5 2.7 2.5 2.2 19.3 4.2% 7.5% IRI/Neilsen ($): Candy/Mint/Gum TOTUS F/D/MX/C Change vs. 2010 -0.3 pts. 0.9 pts. -0.6 pts. -0.1 pts. 0.0 pts. 0.1 pts. 0.1 pts. -0.1 pts. Mars/Wrigley Hershey Cadbury (Adams) Nestle Private Label R. Stover Lindt/Ghirardelli All Other Category $ Growth at Retail: Hershey $ Growth at Retail: % % % % % % % %

US Chocolate Market Share
FDMxC ($) 52 weeks ending 10/8/11 2011 43.3 30.6 6.3 4.6 4.1 11.1 6.4% 7.4% IRI/Neilsen ($): Candy/Mint/Gum TOTUS F/D/MX/C Change vs. 2010 0.4 pts. -0.2 pts. -0.1 pts. 0.0 pts. 0.1 pts. -0.2 pts.

Hershey Mars/Wrigley Nestle R. Stover Lindt/Ghirardelli All Other Category $ Growth at Retail: Hershey $ Growth at Retail:

% % % % % %

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The Hershey Company

US Non-Chocolate Market Share
FDMxC ($) 52 weeks ending 10/8/11 2011 18.0 % 14.7 % 8.3 % 8.2 % 50.8 % 4.2% 9.3%
IRI/Neilsen ($): Candy/Mint/Gum TOTUS F/D/MX/C

Mars/Wrigley Hershey Nestle Private Label All Other Category $ Growth at Retail: Hershey $ Growth at Retail:

Change vs. 2010 -0.2 pts. 0.7 pts. -0.4 pts. 0.1 pts. -0.2 pts.

US Gum Market Share
FDMxC ($) 52 weeks ending 10/8/11 2011 57.4 % 34.5 % 2.6 % 5.5 % -1.7% -16.8%
IRI/Neilsen ($): Candy/Mint/Gum TOTUS F/D/MX/C

Change vs. 2010

Mars/Wrigley Cadbury Hershey All Other Category $ Growth at Retail: Hershey $ Growth at Retail:

1.1 -1.1 -0.5 0.5

pts. pts. pts. pts.

US Breath Freshner Mint Market Share
FDMxC ($) 52 weeks ending 10/8/11 2011 33.2 % 21.8 % 21.1 % 14.1 % 5.6 % 4.2 % 3.1% 16.5%
IRI/Neilsen ($): Candy/Mint/Gum TOTUS F/D/MX/C

Hershey Ferrero Mars/Wrigley Perfetti Van Melle Pfizer All Other Category $ Growth at Retail: Hershey $ Growth at Retail:

Change vs. 2010 3.8 pts. -0.9 pts. -2.2 pts. 0.3 pts. -0.6 pts. -0.4 pts.

Page 44

The Hershey Company Customers Full-time sales representatives and food brokers sell our products to our customers. Our customers are mainly wholesale distributors, chain grocery stores, mass merchandisers, chain drug stores, vending companies, wholesale clubs, convenience stores, dollar stores, concessionaires, department stores and natural food stores. Our customers then resell our products to end-consumers in over 2 million retail outlets in North America and other locations worldwide. In 2010, sales to McLane Company, Inc., one of the largest wholesale distributors in the United States to convenience stores, drug stores, wholesale clubs and mass merchandisers, amounted to approximately 22% of our total net sales. McLane Company, Inc. is the primary distributor of our products to Wal-Mart Stores, Inc.

Percent of Sales
C- Stores

Mass Merchandisers

14 33 11 8 25
Drug Stores Wholesale Clubs

42%

Supermarkets
Source: Hershey Internal Data

4 5 Dollar Stores
Specialty Channels

U.S. Snack Market $76bn
Snack/Nutrition Bars Bakery Snacks 4% 11% Salty Snacks 26% 16% Cookies/Crackers
Source: Datamonitor, IRI Hershey Estimates Page 45

43%

Confectionery

The Hershey Company

Products
United States The primary chocolate and sugar confectionery products we sell in the United States include the following: Under the HERSHEY'S brand franchise: HERSHEY'S milk chocolate bar HERSHEY'S milk chocolate bar with almonds HERSHEY'S Extra Dark chocolates HERSHEY'S MINIATURES chocolate candy HERSHEY'S NUGGETS chocolates HERSHEY'S DROPS chocolates

HERSHEY'S BLISS chocolates HERSHEY'S COOKIES ‘N' CRÈME candy bar HERSHEY'S COOKIES ‘N' CRÈME DROPS candy HERSHEY'S POT OF GOLD boxed chocolates HERSHEY'S SUGAR FREE chocolate candy HERSHEY'S HUGS candies

Under the REESE'S brand franchise: REESE'S peanut butter cups REESE'S peanut butter cups minis REESE'S PIECES candy REESE'S BIG CUP peanut butter cups REESE'S NUTRAGEOUS candy bar REESE'S Select Clusters candy Under the KISSES brand franchise: HERSHEY'S KISSES brand milk chocolates HERSHEY'S KISSES brand milk chocolates with almonds HERSHEY'S KISSES brand chocolate meltaway milk chocolates

REESE'S sugar free peanut butter cups REESE'S crispy crunchy bar REESE'S WHIPPS nougat bar REESESTICKS wafer bars REESE'S FAST BREAK candy bar

HERSHEY'S KISSES brand milk chocolates with cherry cordial crème HERSHEY'S KISSES brand milk chocolates filled with caramel HERSHEY'S KISSES brand SPECIAL DARK chocolates

Our other chocolate and sugar confectionery products sold in the United States include the following: 5th AVENUE candy bar ALMOND JOY candy bar ALMOND JOY PIECES candy CADBURY chocolates CARAMELLO candy bar GOOD & PLENTY candy HEATH toffee bar JOLLY RANCHER candy JOLLY RANCHER sugar free hard candy KIT KAT wafer bar MILK DUDS candy MOUNDS candy bar MR. GOODBAR candy bar PAYDAY peanut caramel bar ROLO caramels in milk chocolate SKOR toffee bar SPECIAL DARK chocolate bar SPECIAL DARK PIECES candy SYMPHONY milk chocolate bar SYMPHONY milk chocolate bar with almonds and toffee TAKE5 candy bar THINGAMAJIG candy bar TWIZZLERS candy TWIZZLERS sugar free candy WHATCHAMACALLIT candy bar WHOPPERS malted milk balls YORK peppermint pattie YORK sugar free peppermint pattie YORK PIECES candy ZAGNUT candy bar ZERO candy bar

We also sell products in the United States under the following product lines: Premium products Artisan Confections Company, a wholly-owned subsidiary of The Hershey Company, markets SCHARFFEN BERGER high-cacao dark chocolate products, and DAGOBA natural and organic chocolate products. Our SCHARFFEN BERGER products include chocolate bars, tasting squares, home baking products and professional chocolate and cocoa items. DAGOBA products include chocolate bars, drinking chocolate and baking products. Snack products Our snack products include HERSHEY'S 100 calorie bars in several varieties, REESE'S SNACK BARZ and MAUNA LOA macadamia snack nuts.

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The Hershey Company

Products
United States Refreshment products Our line of refreshment products includes ICE BREAKERS mints and chewing gum, ICE BREAKERS ICE CUBES chewing gum, BREATH SAVERS mints, and BUBBLE YUM bubble gum. Pantry items Pantry items include HERSHEY'S, REESE'S, HEATH, and SCHARFFEN BERGER baking products. Our toppings and sundae syrups include REESE'S, HEATH and HERSHEY'S. We sell hot cocoa mix under the HERSHEY'S BLISS brand name. Canada Principal products we sell in Canada are HERSHEY'S milk chocolate bars and milk chocolate bars with almonds; OH HENRY! candy bars; REESE PEANUT BUTTER CUPS candy; HERSHEY'S KISSES brand milk chocolates; TWIZZLERS candy; GLOSETTE chocolate-covered raisins, peanuts and almonds; JOLLY RANCHER candy; WHOPPERS malted milk balls; SKOR toffee bars; EAT MORE candy bars; POT OF GOLD boxed chocolates; and CHIPITS chocolate chips. Mexico We manufacture, import, market, sell and distribute chocolate, sugar confectionery and beverage products in Mexico, under the HERSHEY'S, KISSES, JOLLY RANCHER and PELÓN PELO RICO brands. Brazil We manufacture, import and market chocolate and sugar confectionery products in Brazil, including HERSHEY'S chocolate and confectionery items and IO-IO items. India We manufacture, market, sell and distribute sugar confectionery, beverage and cooking oil products in India, including NUTRINE and GODREJ confectionery and beverage products.

Page 47

The Hershey Company

CANADA On June 29, 1987, Hershey purchased the assets and trademark rights of Nabisco Brands Ltd.'s Canadian confectionery and snack nut businesses. These businesses included candy sold under the brands Oh Henry!, Eat-More, Glosette and Lowney, hard roll candy sold under the brand names Life Savers and Breath Savers, peanuts and other nuts sold under the brand name Planter's, baking chips sold under the brand name Chipits, boxed chocolates sold under the Moirs brand name, and gum and chewy candy sold under the Care*Free and Bubble Yum brands. (The gum and chewy candy business was sold in November 1988.) The acquisition tripled Hershey's Canadian sales, making it a leading confectioner in that country. In early 1996, the company sold the assets and trademark rights of the snack nut (Planters) and hard roll candy (Life Savers/Breath Savers) businesses. On December 31, 1996, as part of the North American acquisition of the Leaf business, Hershey Canada purchased the shares of Leaf Canada Inc. acquiring the rights to the Rainblo and Jolly Rancher ball gum business, Whoppers malted candy, Jolly Rancher candy and Mr. Freeze and Jolly Rancher water-based freezer snack business, and included a production facility in Scarborough, Ontario. The acquisition also included a significant non-branded, bulk ball gum business distributing to vending machine operators in Canada and the United States. The two corporations were merged into one, effective at the end of May 1997. Subsequently, it was determined that the bulk vend ball gum business and the Scarborough plant did not fit strategically into the business of Hershey’s North America. The manufacturing assets were sold on February 28, 1998. Production of the freezer snack businesses was moved to Hershey Canada’s Smiths Falls plant. Hershey Canada divested the gum business completely in September 2003 and divested the freezer snack business in October 2005.
On February 15, 2007, The Hershey Company announced a plan to transform its global supply chain. As a result of this initiative, the decision was made in 2007 to close all 3 manufacturing locations in Canada and transfer production to facilities in the US and Mexico. The Montreal, Quebec and Dartmouth, Nova Scotia factories were closed at the end of 2007, and the Smiths Falls, Ontario plant at the end of 2008. Hershey Canada continues to operate a Distribution Center in Mississauga.

Page 48

The Hershey Company
Retail Confectionery Market
($Billions) Retail Sales* Canada Total Confection Chocolate Non-Chocolate Gum * Source: Euromonitor 2010 3.68 2.57 0.60 0.51 2009 3.58 2.48 0.60 0.50 2008 3.50 2.41 0.60 0.49 2007 3.40 2.32 0.61 0.47 2006 3.27 2.23 0.60 0.44 4-Year CAGR 3.0% 3.7% -0.3% 3.9%

Competition
Prior to the acquisition of Nabisco Brands Ltd’s businesses in 1987, Hershey’s Canadian operations enjoyed market share leadership in licorice, sundae toppings and liquid milk modifiers. As a result of the acquisition, market share leadership was attained in the baking chips category and this leadership was further strengthened. In addition, Hershey has built its acquired boxed chocolate business into the number two market share position with Pot of Gold chocolates being Canada’s number one brand. Finally, Hershey currently holds the number two position in the important chocolate bar market. Other competitors in this latter category include Nestle, Cadbury and Mars.

Canadian Chocolate Market Share
52 weeks ending August 27, 2011 - 6 Channels
$ Shr Change yr. Over yr.

Nestle Kraft Cadbury Hershey Mars Lindt Ferrero Control Label All Other

20.3 17.7 16.3 10.8 8.6 6.0 4.8 15.4

0.0 pts -0.4 pts -0.2 0.1 0.1 0.1 0.7 -0.6 pts pts pts pts pts pts

Canadian Boxed Chocolate Market Share
52 weeks ending August 27, 2011 - 6 Channels
$ Shr Change yr. Over yr.

Nestle Boxed Ferrero Boxed Lindt Boxed Hershey Boxed Control Label Boxed Kraft Cadbury Boxed Russell Stover Boxed Storck Boxed Ganong Boxed Laura Secord Boxed All Other Boxed

18.7 17.5 12.1 11.2 6.6 5.3 5.0 3.4 2.4 1.4 16.2

1.3 0.9 0.0 -0.5 0.9 -0.0 -0.2 0.4 -0.0 -0.9 -1.9

pts. pts. pts. pts. pts. pts. pts. pts. pts. pts. pts.

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Classes of Trade Hershey's Canadian channels of distribution are essentially the same as those utilized by the Company’s U.S. operation. A significant difference in the Canadian market is the consolidation of the food retail business which concentrates wholesale purchasing decisions to a much greater degree than in the United States, i.e., the Top 5 customers in Canada control almost 70% of all grocery sales1.

Canadian Products Hershey markets many of the same brands in the Canadian market as it does in the United States, using a slightly different formula for Hershey's milk chocolate to better satisfy Canadian tastes. In addition, there are products sold solely to the Canadian market including: Almondillos chocolate Bridge Mixture candy Cherry Blossom candy Chipits baking chocolate Eat-More candy Glosette candy Goodies Licorice Candy Y&S Licorice Candy Pipes Lowney chocolates Oh Henry! Chocolate bar

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Hershey International Hershey International exports, markets, sells and distributes selected Hershey’s chocolate and nonchocolate confectionery products to over 90 countries worldwide. The group owns manufacturing operations in Mexico. Hershey’s branded products are also manufactured by joint venture organizations in Brazil, India and China as well as by licensees in Japan and Korea and by comanufacturers.

Transactions and Alliances On August 17, 2004, Hershey Mexico acquired the assets and brands of Grupo Lorena, a major confectionery business in Mexico with relevant presence in the US Hispanic community. Main brands are Pelon Pelo Rico in Spicy confectionery and Crayon in sugar confectionery. On January 29, 2007 the Company announced a manufacturing joint venture in China with Lotte Confectionery Co., Ltd, Korea’s leading confectionery and ice cream manufacturer. The joint venture produces for the Company Hershey’s branded products for sale in China and other Asian markets. On April 3, 2007 the Company announced the formation of a joint venture in India with Godrej Industries Ltd to manufacture and distribute confectionery products, snacks and beverages across India. On 24 January, 2008 the Company announced the formation of a joint venture in Brazil with Pandurata Alimentos Ltda (manufacturer of products sold in Brazil and Latin America under the Bauducco brand) to manufacture, sell and distribute Hershey’s branded products across Brazil using the Bauducco distribution network. Effective February 28, 2009 the Company licensed the Van Houten brand from Barry Callebaut. Specifically, Hershey has a perpetual and exclusive license of the Van Houten brand name and related trademarks in Asia Pacific, the Middle East and Australia/New Zealand for consumer products. Founded in 1990, Van Houten Singapore successfully develops and markets popular consumer chocolate products throughout Asia. This acquisition complements the Company's existing business in Asia and gives Hershey an immediate in-market presence in several high-potential markets, including Malaysia and Indonesia. The investment was about $15 million, or approximately 1-times sales.

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HERSHEY INTERNATIONAL

Global Retail Confectionery Market
($Billions) Retail Sales* Japan Total Confection Chocolate Non-Chocolate Gum China Total Confection Chocolate Non-Chocolate Gum Brazil Total Confection Chocolate Non-Chocolate Gum South Korea Total Confection Chocolate Non-Chocolate Gum Philippines Total Confection Chocolate Non-Chocolate Gum India Total Confection Chocolate Non-Chocolate Gum * Source: Euromonitor $1.6 $0.8 $0.6 $0.3 $1.3 $0.6 $0.5 $0.2 $1.1 $0.5 $0.4 $0.2 $0.9 $0.4 $0.4 $0.1 $0.8 $0.3 $0.4 $0.1 20.2% 25.4% 12.1% 28.9% $0.7 $0.3 $0.3 $0.1 $0.7 $0.3 $0.3 $0.1 $0.6 $0.3 $0.3 $0.1 $0.6 $0.2 $0.3 $0.1 $0.5 $0.2 $0.3 $0.1 5.2% 6.1% 4.3% 5.5% $1.0 $0.4 $0.3 $0.3 $1.0 $0.4 $0.3 $0.3 $1.0 $0.4 $0.3 $0.3 $1.0 $0.4 $0.3 $0.3 $1.0 $0.4 $0.3 $0.3 1.0% 2.6% -0.2% 0.3% $11.1 $4.9 $4.2 $2.0 $9.7 $4.3 $3.6 $1.8 $8.9 $3.8 $3.4 $1.7 $7.8 $3.3 $3.1 $1.4 $7.2 $2.8 $3.0 $1.4 11.4% 15.0% 8.7% 9.2% $9.5 $1.4 $5.8 $2.3 $8.7 $1.2 $5.4 $2.1 $8.3 $1.1 $5.2 $2.0 $7.8 $1.0 $5.0 $1.8 $7.2 $0.9 $4.7 $1.7 7.0% 11.0% 5.8% 8.2% $10.0 $4.2 $3.7 $2.1 $10.2 $4.3 $3.8 $2.1 $10.0 $4.3 $3.7 $2.0 $10.0 $4.3 $3.7 $2.1 $10.0 $4.3 $3.6 $2.1 0.0% -0.6% 0.7% -0.3% 2010 2009 2008 2007 2006 4-Year CAGR

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Commodities
Cocoa Products Cocoa products such as cocoa butter, chocolate liquor and cocoa powder are key raw materials used in the production of the Company’s chocolate products. Cocoa beans are utilized by The Hershey Company’s suppliers to produce these cocoa products. The cocoa beans utilized by our suppliers are imported principally from West African, South American and Far Eastern equatorial regions. West Africa accounts for approximately 70% of the world's crop. Cocoa beans are not uniform, and the various grades and varieties reflect the diverse agricultural practices and natural conditions found in the many growing areas. Movements in cocoa bean prices are the primary driver of movements in cocoa product cost. It attempts to minimize the effect of cocoa bean price fluctuations by forward purchasing, from time to time, substantial quantities of chocolate liquor and cocoa powder and butter, and through the purchase and sale of cocoa futures and options contracts. The following graph depicts the movement of cocoa prices experienced since 1970, as measured by the average monthly closing prices on the ICE Futures U.S. commodity exchange in New York. The graph does not exactly represent the cost incurred by a cocoa buyer (since it does not reflect the varying premiums paid for higher quality beans, varying delivery times, or the price of imported chocolate liquor and cocoa butter). However, it is indicative of the cocoa bean cost movements chocolate manufacturers have confronted in the market place during this period of time.

Cocoa Prices
Monthly Average Settlement Prices* (as of September 2011)
160 Cents per pound 140 120 100 80 60 40 20 0 90 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11

Source: Intercontinental Exchange

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Gross Cocoa Crop
Tonnes (000)
4000 3500 3000 2500 2000 1500 1000 500 0 62 64 66 68 70 72 74 76 78 80 82 84 86 88 90 92 94 96 98 00 02 04 06 08 10

Source: ICCO quarterly bulletin of cocoa statistics

Top Cocoa Growing Countries
2009/2010 Percent of World Crop
Cameroon 5% Ghana 18%

Indonesia 15%

Brazil 4% Ivory Coast 34% Others 13% Ecuador 4% Nigeria 7%

Source: Estimates based on ICCO quarterly bulletin of cocoa statistics

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The Hershey Company Sugar
The U.S. price of sugar is subject to price supports under the Food, Conservation and Energy Act of 2008. Due to import quotas and duties imposed to support the price of sugar established by that legislation, sugar prices paid by United States users are currently substantially higher than prices on the world sugar market. The average wholesale list price of refined sugar, F.O.B. Northeast, has remained in a range of 25¢ to 45¢ per pound for the past ten years. The Company utilizes forward purchasing and other procurement practices, including, from time to time, the purchase and sale of sugar futures contracts. Therefore, the reported prices of sugar are not necessarily indicative of the Company's actual costs.

World Sugar Prices
Monthly Average Settlement Prices* (as of October 2011)
Cents per pound
35 30 25 20 15 10 5 0 90 91 92 93 94 95 96 97 98 99 00 01 Year 02 03 04 05 06 07 08 09 10 11

Source: Intercontinental Exchange

*Average of nearest 3 futures contracts

Sugar Prices: Domestic vs World
Monthly Average Settlement Prices* (as of October 2011)
Cents per pound

40 35 30 25 20 15 10 5 0 90 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11
Year

Domestic Raws Price

World Raws Price

Source: Intercontinental Exchange

*Average of nearest 3 futures contracts

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Manufacturing and Distribution The Company owns and operates 11 principal confectionery manufacturing plants in North America.

HSY Plants and Distribution Centers:

Mississauga, ON

Hershey, PA (3) Lancaster, PA Hazleton, PA Ogden, UT Robinson, IL Hershey Area Distribution (2) Stuarts Draft, VA Guadalajara, Mex (2) Guadalajara Distribution Memphis, TN Monterrey, Mex

Hilo, HI

Edwardsville, IL

Plants

Regional Distribution Centers

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