On August 14, 2003, Hercules Incorporated ("Hercules") issued a press release, which is attached as an

exhibit to this Form 8-K, announcing the final voting results from the Company's Annual Meeting of 

Shareholders that was held on July 25, 2003. The matters described below were voted on at the Annual

Meeting of Shareholders and the number of votes cast with respect to each matter and with respect to the

election of directors were as indicated. A quorum of 95,203,595, or 85.98% of the outstanding voting shares

as of the record date, was present in person or by proxy at the annual meeting.

1.

Election of Directors

Four of our 13 directors had terms that expired during 2003. Patrick Duff, Thomas P. Gerrity and John K. Wulff were elected and Joe B. Wyatt was reelected to the Hercules Board of Directors.

Directors were elected to serve for three-year terms, expiring at the 2006 Annual Meeting of Shareholders, or until their successors are elected and qualified.

Name

For

Authority

Patrick Duff

60,446,395

3,283,089

Thomas P. Gerrity

50,365,921

3,276,260

John K. Wulff

51,361,290

3,280,891

Joe B. Wyatt

49,793,049

3,848,988

As previously announced, Richard Fairbanks, Alan R. Hirsig and Edith E. Holiday did not seek reelection at the Annual Meeting of Shareholders and retired from the Hercules Board of Directors. Directors continuing in office after the meeting were: John C. Hunter, William H. Joyce, Robert D. Kennedy, Jeffrey M. Lipton and Peter McCausland. Samuel J. Heyman, Sunil Kumar, Gloria Schaffer and Raymond S. Troubh resigned from the Hercules Board of Directors effective July 25, 2003. None of the nominees proposed by the Shareholders' Committee for New Management, who withdrew their nominations at the Annual Meeting of Shareholders, would have received a sufficient number of votes to be elected.

2.

Ratification of the Appointment of PricewaterhouseCoopers LLP as Independent Public Accountants for 2003, which proposal received more than a majority of the votes necessary for ratification.

For

Against

Abstain

Non-Vote

72,885,857

9,362,416

12,709,888

245,434

3.

Approval of the Hercules Incorporated Omnibus Equity Compensation Plan for Non-Employee Directors, which proposal received more than a majority of the votes cast.

For

Against

Abstain

60,478,685

33,270,262

1,454,645

4.

Shareholder Proposal Requesting Redemption of the Rights Issued Pursuant to the Company's Rights Agreement Dated as of August 4, 2000, which proposal received more than a majority of the votes cast.

For

Against

Abstain

74,956,227

18,386,936

1,860,430

5.

Shareholder Proposal Requesting Amendment of the Company's Restated Certificate of Incorporation to Provide for the Right of Shareholders to Take Action by Written Consent and to Call Special Meetings, which proposal received more than a majority of the votes cast.

For

Against

Abstain

Non-Vote

60,112,623

33,725,991

1,364,530

451

August 15, 2003

By:

HERCULES INCORPORATED

/s/ Israel J. Floyd

Israel J. Floyd

Corporate Secretary and General Counsel

Number

Exhibit

99.1

Press Release of Hercules Incorporated dated August 14, 2003.