United States
	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): July 29, 2004
	Hercules Incorporated
	(Exact name of registrant as specified in its charter)
Delaware		001-00496	51-0023450
(State or other jurisdiction of incorporation)		(Commission File Number)	(IRS Employer Identification Number)
		Hercules Plaza
		1313 North Market Street
		Wilmington, Delaware 19894-0001
		(Address of principal executive offices) (Zip Code)
		(302) 594-5000
		(Registrant's telephone number, including area code)

Item 7.      Financial Statements and Exhibits.

        c.        Exhibits.

                            99.1      Press Release of Hercules Incorporated dated July 29, 2004.

Item 12.    Results of Operations and Financial Condition.

On July 29, 2004, Hercules Incorporated ("Hercules") reported its second quarter 2004 results.  A press release detailing the second quarter 2004 financial performance, dated July 29, 2004, was issued by Hercules and is furnished as an exhibit hereto and incorporated by reference herein.

The press release includes presentations of earnings before interest and taxes ("EBIT") and earnings before interest, taxes, depreciation and amortization ("EBITDA"), both of which are non-GAAP financial measures.  EBIT and EBITDA are measures commonly used by the capital markets to value enterprises.  Interest, taxes, depreciation and amortization can vary significantly between companies due in part to differences in accounting policies, tax strategies, levels of indebtedness and interest rates.  Excluding these items provides insight into the underlying results of operations and facilitates comparisons between Hercules and other companies.  In addition, EBITDA is considered a reasonable approximation of gross cash flow and is one of the measures used for determining debt covenant compliance.  Management believes that EBIT and EBITDA information is useful to investors for these reasons.  This measurement is not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance.

The table below provides a reconciliation of EBITDA to net cash used in operations for the six months ended June 30, 2004 and 2003:

		Six Months Ended
		June 30,
	2004			2003
EBITDA (See Table 1 of press release):	$143			$173
Provision for income taxes	(3		)	(14	)
Interest and debt expense	(60		)	(67	)
Operating cash flows, net	(115		)	(111	)
Net cash used in operations	$ (35		)	$ (19	)

The press release also includes presentations of earnings from ongoing operations, which is a non-GAAP financial measure.  Management believes that earnings from ongoing operations is meaningful to investors and the credit markets because it provides insight to the underlying operating results of the Company by excluding the effects of recent divestitures, restructuring charges, changes in accounting principles and other significant discrete items.  This measurement is not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance. 

The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, unless the registrant expressly states otherwise.

SIGNATURE

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

August 2, 2004	By:	HERCULES INCORPORATED
		Fred G. Aanonsen
		Vice President and Controller

EXHIBIT INDEX

Number	Exhibit
99.1	Press Release of Hercules Incorporated dated July 29, 2004