Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 16, 2009, The Hershey Company (the "Company") announced that, effective February 16, 2009, Kenneth L. Wolfe, the Company's non-executive Chairman of the Board of Directors, resigned from the Board and that James E. Nevels, a current independent member of the Board, was elected non-executive Chairman of the Board. In addition to his duties as Chairman, Mr. Nevels will replace Mr. Wolfe as Chair of the Board's Governance and Executive Committees. His compensation will be consistent with the compensation previously paid to Mr. Wolfe as Chairman of the Board of Directors.

A copy of the Company's press release is attached hereto and filed as Exhibit 99.1.