AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 21, 2003
================================================================================


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                            SCHEDULE 14A INFORMATION
                    PROXY STATEMENT PURSUANT TO SECTION 14(a)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                                 (AMENDMENT NO.)

Filed by the Registrant  [ ]
Filed by a Party other than the Registrant  |X|
     Check the appropriate box:
     [ ]  Preliminary Proxy Statement
     [ ]  Confidential, For Use of the Commission Only (as permitted by
          Rule 14a-6(e)(2))
     [ ]  Definitive Proxy Statement
     |X|  Definitive Additional Materials
     [ ]  Soliciting Material Pursuant to Rule 14a-12

                             HERCULES INCORPORATED
                (Name of Registrant as Specified in Its Charter)

             THE HERCULES SHAREHOLDERS' COMMITTEE FOR NEW MANAGEMENT
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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NEWS RELEASE
- --------------------------------------------------------------------------------
The Hercules Shareholders' Committee For NEW Management * 17 State Street * New
York, New York  10004

Contact:          Chris Hayden, Georgeson Shareholder Communications Inc.
                  212-440-9850

FOR IMMEDIATE RELEASE
- ---------------------

COMMITTEE SENDS LETTER TO HERCULES SHAREHOLDERS

NEW YORK--July 21, 2003-- The Hercules Shareholders' Committee For NEW
Management announced today that it sent the following letter to Hercules (NYSE:
HPC) shareholders:

             THE HERCULES SHAREHOLDERS' COMMITTEE FOR NEW MANAGEMENT
                       17 State Street, New York, NY 10004

                                                                   July 21, 2003

Fellow Hercules Shareholder:

         With the proxy contest coming to a close,  Joyce has REFUSED TO RESPOND
to the Committee's well documented  allegations concerning the Company's lagging
performance under his leadership, his poor business judgment as evidenced by the
sale of the  BetzDearborn  business at the worst possible time, the $570 million
pension fiasco,  his ever escalating  compensation which is unrelated to Company
and  shareholder  performance,  the $9 per  share LBO  offer,  his  support  for
Hercules'  anti-shareholder,  corporate  governance  practices and last, but not
least,  the fact that Hercules'  stock price during Joyce's  26-month tenure has
underperformed  its  specialty  chemical  peers by  almost  30%.  Joyce has also
REFUSED TWO SEPARATE  INVITATIONS TO DEBATE a  representative  of the Committee,
including  one to be  held  in  Wilmington  before  Hercules  employees  who are
shareholders of the Company. APPARENTLY, JOYCE BELIEVES THAT HE'S ACCOUNTABLE TO
NO ONE - NOT EVEN YOU.

         Joyce prefers instead to resort to attacks on the Committee, relying on
the  "red-herring"  claim  that its  attempt to have its  nominees  elected to a
majority of the Board seats without paying  shareholders a "control  premium" is
for some reason inappropriate.

         CONSIDER THE FOLLOWING  FACTS AND DECIDE FOR YOURSELF HOW  DISINGENUOUS
JOYCE'S CONTENTION REALLY IS.

         Joyce took  control of Hercules  without  shareholder  approval  when a
failed Hercules Board,  with a long history of poor business  judgment,  elected
him CEO in May 2001.  Joyce  promptly  consolidated  his control by  appointing,
again without  shareholder  approval,  five hand-picked  directors.  In order to
retain  control,  Joyce has  supported  every





management  entrenchment  device,  including the staggered Board system,  poison
pill,  and,  until only two weeks ago, a highly  unusual if not unique  election
Bylaw.  Not  only  has  Joyce  never  paid  a  "control   premium"  to  Hercules
shareholders  nor  invested  $1 of his own  money  in  Hercules  shares,  but he
initiated,  encouraged,  and with an LBO firm  proposed  to  participate  in, an
outrageously low $9 per share offer for the Company only several months ago.

         In  contrast to Joyce's  acquisition  of  control,  if the  Committee's
nominees  are elected to a majority  of the Board  seats in this proxy  contest,
this change of control will have come as a result of two separate proxy contests
reflecting  the will of the Company's  shareholders.  Moreover,  the control and
tenure of the  Committee's  nominees will be limited BY THEIR OWN  COMMITMENT to
eliminate  not  only  the  poison  pill  but the  staggered  Board -- so that if
Hercules  shareholders  are for any reason  unhappy with the  performance of our
directors,  they will have the  option to  replace  the Board at any one  annual
election.

         *        *        *        *       *        *        *        *

         IN THE FINAL ANALYSIS,  THE CRITICAL QUESTION FOR HERCULES SHAREHOLDERS
IS WHO WILL BETTER  SERVE THE SHORT,  INTERMEDIATE,  AND LONG TERM  INTERESTS OF
HERCULES SHAREHOLDERS.

         When it comes to their  short  and  intermediate  term  interests,  the
choice is between the Committee and its nominees:

          o    Whose  efforts  in  connection   with  this  proxy  context  have
               contributed  in no small  measure we believe to the  increase  of
               Hercules'  stock price from $8.12 per share on February 11, 2003,
               the day  prior to ISP's  indication  of its  intention  to wage a
               proxy  contest,  to the Company's  current stock price of $11 per
               share. Parenthetically, this is the only period in Joyce's tenure
               at Hercules in which the Company's  stock price has  outperformed
               that of its peers.

          o    Who have  obtained the  commitment  of ISP,  should the Committee
               prevail in this proxy  contest,  to NOT ONLY  RETAIN ITS  CURRENT
               HOLDING OF 9.9 MILLION HERCULES SHARES BUT PURCHASE AN ADDITIONAL
               10  MILLION  SHARES  -- 5 MILLION  SHARES IN A TENDER  OFFER AT A
               PRICE OF $12 PER  SHARE AND 5  MILLION  SHARES IN AN OPEN  MARKET
               PURCHASE PROGRAM OVER THE FOLLOWING  TWELVE MONTHS.  In addition,
               the  Committee  has pledged to eliminate  the poison pill,  which
               will  have  the  effect  of  permitting  the  Company's   largest
               shareholder  to  increase  its  stake  in  accordance   with  its
               long-standing request for permission to do so.

                                       OR

         Joyce,  who after two years of  attempting to sell the Company the best
he could do was initiate a $9 per share offer,  and whose failed  leadership has
resulted  in the  Company's  stock  price  underperforming  that of its peers by
almost 30%.


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         ASK  YOURSELF:  WHOSE  ELECTION  WILL  BE  BETTER  FOR  THE  SHORT  AND
INTERMEDIATE TERM PRICE PERFORMANCE OF HERCULES SHARES?

         We  believe  that the  choice  is  equally  clear  when it comes to the
long-term interests of Hercules shareholders:

         The Committee,  whose members will have an investment in the Company of
more than $250  million,  include  two  individuals  who are proven  managers of
SUCCESSFUL SPECIALTY CHEMICALS COMPANIES, and who will elect a top flight, "roll
up your  sleeves" CEO whose  primary  objective  will be to enhance  shareholder
values for all Hercules shareholders as a result of a new and revitalized vision
for the Company's remaining businesses.

                                       OR

         Joyce, whose disastrous record at Union Carbide, his caretaker CEO role
at Hercules whose singular focus on cost-cutting has now largely run its course,
and whose lack of vision with regard to Betz  Dearborn and  inability to see the
potential  for this  business as  evidenced  by what GE has been able to achieve
within  just 14  months of the  acquisition,  does not  auger  well for  Joyce's
ability to realize the full potential of Hercules' remaining businesses.

         ASK  YOURSELF:  WHOSE  ELECTION WILL BE BETTER FOR THE  REALIZATION  OF
LONG-TERM VALUES FOR HERCULES SHAREHOLDERS?

         *        *        *        *       *        *        *        *

         WE  ASK  YOU TO  JOIN  IN OUR  EFFORT  TO  MAXIMIZE  FOR  ALL  HERCULES
SHAREHOLDERS THE FULL POTENTIAL OF OUR INVESTMENTS IN THE COMPANY.  IF YOU AGREE
WITH US, PLEASE SIGN,  DATE, AND RETURN THE  COMMITTEE'S  NOMINEES'  WHITE PROXY
CARD - TODAY!

         Please  do not  underestimate  the  importance  of  your  vote  in this
election  regardless  of the number of shares you own.  Even if you have already
returned a GOLD proxy card to  management,  you have every  right to change your
mind and vote for the  Committee's  nominees by using the  enclosed  WHITE proxy
card. REMEMBER, ONLY THE LATEST DATED PROXY COUNTS.

                                   Sincerely,

             THE HERCULES SHAREHOLDERS' COMMITTEE FOR NEW MANAGEMENT



                                                          
/s/Samuel J. Heyman    /s/Harry Fields     /s/Anthony T. Kronman   /s/Sunil Kumar
- --------------------   ----------------    ---------------------   ---------------
Samuel J. Heyman       Harry Fields        Anthony T. Kronman      Sunil Kumar



/s/Gloria Schaffer     /s/Vincent Tese     /s/Raymond S. Troubh    /s/Gerald Tsai, Jr.
- -------------------    ----------------    ---------------------   --------------------
Gloria Schaffer        Vincent Tese        Raymond S. Troubh       Gerald Tsai, Jr.



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