8-K

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                       SECURITIES AND EXCHANGE COMMISSION


                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT


                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


       Date of Report (Date of Earliest Event Reported): August 15, 2007


                               H. J. HEINZ COMPANY
             (Exact name of registrant as specified in its charter)


      Pennsylvania                     1-3385                   25-0542520
(State of Incorporation)     (Commission File Number)        (I.R.S. Employer
                                                           Identification No.)

     600 Grant Street, Pittsburgh,                            15219
              Pennsylvania                                  (Zip Code)
(Address of principal executive offices)


                                  412-456-5700
              (Registrant's telephone number, including area code)


                                 Not Applicable
         (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):

[] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
   Act (17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
   Act (17 CFR 240.13e-4(c))

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                                    GENERAL


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Attached is H.J. Heinz Company's press release dated August 15, 2007 furnished
herewith as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits


Exhibit Number
(Referenced to
Item 601 of
Regulation S-K)                     Description of Exhibit
- ---------------                     ----------------------
99.1                                H.J. Heinz Company Press Release dated
                                    August 15, 2007


                                   SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                        H.J. HEINZ COMPANY


                                        By /s/ Arthur Winkleblack
                                           ----------------------------------
                                           Arthur Winkleblack
                                           Executive Vice President and
                                           Chief Financial Officer


Dated: August 15, 2007


                                  EXHIBIT INDEX

Exhibit NO.                         Description
- -----------                         -----------
99.1                                H. J. Heinz Company Press Release dated
                                    August 15, 2007

EX-99.1

                                                                    Exhibit 99.1

   Heinz Expects Strong First Quarter Results with Sales Growth of
  Approximately 9%, Operating Income Growth of Approximately 14% and
            EPS of $0.62 to $0.63, an Increase of 7% to 9%

    PITTSBURGH--(BUSINESS WIRE)--Aug. 15, 2007--H. J. Heinz Company
(NYSE:HNZ) in a pre-earnings announcement before its annual
shareholders meeting said that it expects to report strong first
quarter results on August 24, 2007, including sales growth of
approximately 9%, operating income growth of approximately 14% and EPS
of $0.62 to $0.63.

    Heinz expects organic sales growth (volume plus price) in Q1 of
more than 5% across its global businesses including double-digit
organic sales growth of the Company's Ketchup, Beans and Soup brands.
The accelerated revenue growth reflects the launch of new, innovative
and healthy products and an approximately 25% increase in consumer
marketing in the quarter.

    The Company's anticipated 14% operating income growth reflects
both strong sales and productivity improvements. Heinz's broad
international portfolio performed extremely well and was further
enhanced by foreign exchange in the quarter which helped offset higher
commodity costs. The expected higher EPS in the quarter will be driven
by strong double-digit operating income growth and a tax rate which is
expected to be between last year's rate of 20.3%, and this year's
full-year average of 31% to 32%.

    As a result of the fast start to the fiscal year, Heinz now
expects its full-year results to be near the top of the Company's
previously announced FY2008 earnings range of $2.54-$2.60, a growth
rate of 8% to 9%.

    SAFE HARBOR PROVISIONS FOR FORWARD-LOOKING STATEMENTS:

    This press release contains forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are
generally identified by the words "will," "expects," "anticipates,"
"believes," "estimates" or similar expressions and include our
expectations as to future revenue growth, earnings, capital
expenditures and other spending, as well as anticipated reductions in
spending. These forward-looking statements reflect management's view
of future events and financial performance. These statements are
subject to risks, uncertainties, assumptions and other important
factors, many of which may be beyond Heinz's control, and could cause
actual results to differ materially from those expressed or implied in
these forward-looking statements. Factors that could cause actual
results to differ from such statements include, but are not limited
to:

    --  sales, earnings, and volume growth,

    --  general economic, political, and industry conditions,

    --  competitive conditions, which affect, among other things,
        customer preferences and the pricing of products, production,
        energy and raw material costs,

    --  the availability of raw materials and packaging,

    --  the ability to identify and anticipate and respond through
        innovation to consumer trends,

    --  the need for product recalls,

    --  the ability to maintain favorable supplier relationships,

    --  currency valuations and interest rate fluctuations,

    --  changes in credit ratings,

    --  the ability to identify and complete and the timing, pricing
        and success of acquisitions, joint ventures, divestitures and
        other strategic initiatives,

    --  approval of acquisitions and divestitures by competition
        authorities, and satisfaction of other legal requirements,

    --  the ability to successfully complete cost reduction programs,

    --  the ability to effectively integrate acquired businesses, new
        product and packaging innovations,

    --  product mix,

    --  the effectiveness of advertising, marketing, and promotional
        programs,

    --  supply chain efficiency,

    --  cash flow initiatives,

    --  risks inherent in litigation, including tax litigation, and
        international operations, particularly the performance of
        business in hyperinflationary environments,

    --  changes in estimates in critical accounting judgments and
        changes in laws and regulations, including tax laws,

    --  the success of tax planning strategies,

    --  the possibility of increased pension expense and contributions
        and other people-related costs,

    --  the potential adverse impact of natural disasters, such as
        flooding and crop failures,

    --  the ability to implement new information systems; and

    --  other factors described in "Risk Factors" and "Cautionary
        Statement Relevant to Forward-Looking Information" in the
        Company's Form 10-K for the fiscal year ended May 2, 2007.

    The forward-looking statements are and will be based on
management's then current views and assumptions regarding future
events and speak only as of their dates. The Company undertakes no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by the securities laws.

    ABOUT HEINZ: H. J. Heinz Company, offering "Good Food Every
Day"(TM) is one of the world's leading marketers and producers of
nutritious foods in ketchup, condiments, sauces, meals, soups, snacks
and infant foods. Heinz provides superior quality, taste and nutrition
to people eating at home, at restaurants, at the office and
"on-the-go." Heinz is a global family of leading branded products,
including Heinz(R) ketchup, sauces, soups, beans, pasta and infant
foods (representing over one third of Heinz's total sales), Ore-Ida(R)
potato products, Weight Watchers(R) Smart Ones(R) entrees, Boston
Market(R) meals, T.G.I. Friday's(R) snacks, and Plasmon infant
nutrition. Heinz has number-one or number-two brands on five
continents, showcased by Heinz(R) ketchup, The World's Favorite
Ketchup(R). Information on Heinz is available at www.heinz.com.

    CONTACT: H. J. Heinz Company
             Media:
             Ted Smyth, 412-456-5780
             Michael Mullen, 412-456-5751
             Michael.mullen@us.hjheinz.com
             or
             Investors:
             Margaret Nollen, 412-456-1048