- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* WEST DAVID J	2. Issuer Name and Ticker or Trading Symbol HERSHEY CO [ HSY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) Executive Vice President
(Last) (First) (Middle) 100 CRYSTAL A DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 5/25/2011
(Street) HERSHEY, PA 17033 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	5/25/2011		M		64100	A	$32.25	190131	D
Common Stock	5/25/2011		S		64100	D	$54.1377	126031	D
Common Stock	5/25/2011		M		54100	A	$37.755	180131	D
Common Stock	5/25/2011		S		54100	D	$54.1986	126031	D
Common Stock	5/25/2011		M		29050	A	$52.30	155081	D
Common Stock	5/25/2011		S		29050	D	$54.2832	126031	D
Common Stock	5/25/2011		M		28050	A	$45.78	154081	D
Common Stock	5/25/2011		S		28050	D	$54.076	126031	D
Common Stock	5/25/2011		M		181455	A	$35.87	307486	D
Common Stock	5/25/2011		S		181455	D	$54.0852	126031	D
Common Stock	5/25/2011		M		141245	A	$34.89	267276	D
Common Stock	5/25/2011		S		141245	D	$54.0786	126031	D
Common Stock	5/25/2011		M		73100	A	$39.26	199131	D
Common Stock	5/25/2011		S		73100	D	$54.0383	126031	D
Common Stock	5/26/2011		S		120031	D	$54.0243	6000	D
Common Stock	5/26/2011		G	V	6000	D	$0	0	D
Common Stock								926.418 ⁽¹⁾	I	401(k) Plan

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-qualified Stock Option (Right to Buy) ⁽²⁾	$32.25	5/25/2011		M			64100	⁽³⁾	2/2/2013	Common Stock	64100	$0	0	D
Non-qualified Stock Option (Right to Buy) ⁽⁴⁾	$37.755	5/25/2011		M			54100	⁽⁵⁾	2/1/2014	Common Stock	54100	$0	0	D
Non-qualified Stock Option (Right to Buy)	$52.30	5/25/2011		M			29050	⁽⁶⁾	2/15/2016	Common Stock	29050	$0	0	D
Non-qualified Stock Option (Right to Buy)	$45.78	5/25/2011		M			28050	⁽⁷⁾	10/1/2017	Common Stock	28050	$0	9350	D
Non-qualified Stock Option (Right to Buy)	$35.87	5/25/2011		M			181455	⁽⁸⁾	2/12/2018	Common Stock	181455	$0	60485	D
Non-qualified Stock Option (Right to Buy)	$34.89	5/25/2011		M			141245	⁽⁹⁾	2/16/2019	Common Stock	141245	$0	141245	D
Non-qualified Stock Option (Right to Buy)	$39.26	5/25/2011		M			73100	⁽¹⁰⁾	2/22/2020	Common Stock	73100	$0	219300	D

Explanation of Responses:
( 1)	The total amount of securities reported as indirectly owned by the reporting person includes 8.478 shares acquired from February 1, 2011 through April 29, 2011, pursuant to the Company's 401(k) Plan ("Plan"). The information is based on a report dated May 2, 2011, provided by the Plan trustee.
( 2)	These options are from an option grant previously reported as 32,050 options at an exercise price of $64.50. The option grants were adjusted to reflect the two-for-one stock split on June 15, 2004.
( 3)	The options vested according to the following schedule: 25% vested on February 3, 2004; 25% vested on February 3, 2005; 25% vested on February 3, 2006 and 25% vested on February 3, 2007.
( 4)	These options are from an option grant previously reported as 27,050 options at an exercise price of $75.51. The option grants were adjusted to reflect the two-for-one stock split on June 15, 2004.
( 5)	The options vested according to the following schedule: 25% vested on February 2, 2005; 25% vested on February 2, 2006; 25% vested on February 2, 2007 and 25% vested on February 2, 2008.
( 6)	The options vested according to the following schedule: 25% vested on February 16, 2007; 25% vested on February 16, 2008; 25% vested on February 16, 2009 and 25% vested on February 16, 2010.
( 7)	The options vested according to the following schedule: 25% vested on October 2, 2008; 25% vested on October 2, 2009; and 25% vested on October 2, 2010. Options scheduled to vest on October 2, 2011 will be forfeited.
( 8)	The options vested according to the following schedule: 25% vested on February 13, 2009; 25% vested on February 13, 2010; and 25% vested on February 13, 2011. Options scheduled to vest on February 13, 2012 will be forfeited.
( 9)	The options vested according to the following schedule: 25% vested on February 17, 2010 and 25% vested on February 17, 2011. Options scheduled to vest on February 17, 2012 and February 17, 2013 will be forfeited.
( 10)	The options vested according to the following schedule: 25% vested on February 23, 2011. Options scheduled to vest on February 23, 2012; February 23, 2013 and February 23, 2014 will be forfeited.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WEST DAVID J 100 CRYSTAL A DRIVE HERSHEY, PA 17033	X		Executive Vice President

Signatures
/s/ Bonnie S. Martin, Attorney-in-Fact for David J. West		5/27/2011
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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