<PAGE>   1
     As filed with the Securities and Exchange Commission on October 27, 1997
                                                           Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                 --------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                 --------------

                              HERCULES INCORPORATED
                             A DELAWARE CORPORATION
                  I.R.S. EMPLOYER IDENTIFICATION NO. 51-0023450
                                 HERCULES PLAZA
                            1313 NORTH MARKET STREET
                         WILMINGTON, DELAWARE 19894-0001
                             TELEPHONE: 302-594-5000

                                 --------------

           HERCULES INCORPORATED EMPLOYEE STOCK OPTION ADVANTAGE PLAN

                                 --------------

                                 ISRAEL J. FLOYD
                                    Secretary
                              HERCULES INCORPORATED
                                 HERCULES PLAZA
                            1313 NORTH MARKET STREET
                         WILMINGTON, DELAWARE 19894-0001
                             TELEPHONE: 302-594-5000
                               (Agent for service)

                                 --------------

  Approximate date of commencement of proposed sales to the public: As soon as
      practicable after the effective date of this Registration Statement.

 All or part of the securities being registered on this Form are to be offered
       on a delayed or a continuous basis pursuant to Rule 415 under the
                            Securities Act of 1933.

                                 --------------

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
==============================================================================================================================
           Title of                    Amount             Proposed Maximum           Proposed Maximum               Amount of
         Securities to                  to be              Offering Price           Aggregate Offering            Registration
         be Registered              Registered(1)           per Share(2)                 Price(2)                    Fee(2)
------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>                    <C>                       <C>                           <C>
Hercules Incorporated
Common Stock                       900,000 shares
$25/48 stated value                                           $ 39.50                  $ 35,550,000                 $ 10,773
==============================================================================================================================
</TABLE>


(1)  Includes, pursuant to Rule 416, an indeterminate amount of additional
     shares of Common Stock that may be issued if the antidilution provisions of
     the Plan become operative.

(2)  Computed pursuant to Rule 457(h).


================================================================================



<PAGE>   2

                                     PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS


ITEM 3.    INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

        The following documents filed with the Securities and Exchange
Commission are incorporated herein by reference:

           (1)    Hercules' Annual Report on Form 10-K for the fiscal year ended
                  December 31, 1996; and

           (2)    Hercules' Quarterly Report on Form 10-Q for the quarterly
                  periods ended March 31, 1997, and June 30, 1997; and

           (3)    Hercules' Current Report on Form 8-K dated August 1, 1997.

        All documents filed by Hercules pursuant to Sections 13(a), 13(c), 14 or
15(d) of the Exchange Act subsequent to the date of this Registration Statement
and prior to the filing of a post-effective amendment which indicates that all
of the securities offered hereby have been sold or which deregisters all
securities then remaining unsold shall be deemed to be incorporated by reference
into this Registration Statement and to be a part hereof from the date of filing
of such documents.


ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL

        The legality of the Common Stock offered pursuant to this Registration
Statement will be passed upon for Hercules by its Vice President and General
Counsel, Richard G. Dahlen. As of June 30, 1997, Mr. Dahlen owned beneficially
an aggregate of 12,222 shares of restricted stock under the Hercules
Incorporated Long Term Incentive Compensation Plan ("LTICP"); 102 shares of
Hercules common stock under the Hercules Incorporated Savings and Investment
Plan, and the right to acquire within 60 days hereof 8,400 shares under options
held pursuant to the LTICP.


ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS

        Under the provisions of the Restated Certificate of Incorporation, each
person who is or was a director or officer of Hercules shall be indemnified by
Hercules as of right to the full extent permitted or authorized by the Delaware
General Corporation Law.





                                                                          Page 2

<PAGE>   3
        Under such law, to the extent that such a person is successful on the
merits or otherwise in defense of any action, suit or proceeding brought against
him by reason of the fact that he is a director or officer of Hercules, he shall
be indemnified against expenses (including attorneys' fees) reasonably incurred
in connection with such action.

        If unsuccessful in defense of a third-party civil suit or a criminal
suit, or if such a suit is settled, such a person shall be indemnified under
such law against both (1) expenses (including attorneys' fees) and (2)
judgments, fines and amounts paid in settlement if he acted in good faith and in
a manner he reasonably believed to be in, or not opposed to, the best interests
of Hercules, and with respect to any criminal action, had no reasonable cause to
believe his conduct was unlawful.

        If unsuccessful in defense of a suit brought by or in the right of
Hercules, or if such suit is settled, such a person shall be indemnified under
such law only against expenses (including attorneys' fees) incurred in the
defense or settlement of such suit if he acted in good faith and in a manner he
reasonably believed to be in, or not opposed to, the best interests of Hercules,
except that if such person is adjudged to be liable in such a suit for
negligence or misconduct in the performance of his duty to Hercules, he cannot
be made whole even for expenses unless the court determines that he is fairly
and reasonably entitled to indemnity for such expenses.

        In addition, Hercules has entered into separate indemnification
agreements with each of its directors and with certain of its executive officers
pursuant to which Hercules has agreed to indemnify, and advance expenses to,
each of its directors and executive officers to the full extent provided by
applicable law and the Company's By-Laws as currently in effect. More
specifically, the agreements provide that directors and officers will be
promptly indemnified against expenses (including judgments, fines, penalties and
amounts paid in settlement) incurred in connection with their service to, or
status with, the Company or any other corporation, employee benefit plan or
other entity with whom such person is serving at the express written request of
the Company. The agreements also set forth the procedures for determining
entitlement to indemnification, the manner of the advancement of expenses,
remedies of the indemnity and certain other matters of a similar nature.

        Limitation of Liability. Under provisions of the Hercules Incorporated
Restated Certificate of Incorporation (the "Restated Certificate of
Incorporation"), a director of Hercules shall have no personal liability to the
Registrant or its stockholders for monetary damages for breach of his fiduciary
duty of care as a director to the full extent permitted by the Delaware General
Corporation Law, as it may be amended from time to time.

        Insurance. Hercules also maintains insurance policies pursuant to which
directors and officers are insured against certain liabilities, including
certain liabilities arising under the Securities Act of 1933 (the "Securities
Act"), which might be incurred by them in such capacities and against which they
cannot be indemnified by the Registrant.

        The foregoing summaries are necessarily subject to the complete text
of Section 145 of the Delaware General Corporation Law that provides for
indemnification of directors and officers in certain circumstances and to the 
Restated Certificate of Incorporation, which is included in Hercules current

                                                                          Page 3

<PAGE>   4

report on Form 8-K dated May 27, 1987, and incorporated herein by reference, and
are qualified in their entirety by reference thereto.


ITEM 8.    EXHIBITS

        A complete listing of exhibits required is given in the Exhibit Index
that precedes the exhibits filed with this Registration Statement.


ITEM 9.    UNDERTAKINGS

        A.        Hercules hereby undertakes:

                        (1)     To file, during any period in which offers or
                  sales are being made, a post-effective amendment to this
                  Registration Statement:

                                (i)     to include any prospectus required by
                        Section 10(a)(3) of the Securities Act;

                                (ii)    to reflect in the prospectus any facts
                        or events arising after the effective date of this
                        Registration Statement (or the most recent
                        post-effective amendment thereof) which, individually or
                        in the aggregate, represent a fundamental change in the
                        information set forth in this Registration Statement;
                        and

                                (iii)   to include any material information with
                        respect to the plan of distribution not previously
                        disclosed in this Registration Statement or any material
                        change to such information in this Registration
                        Statement.

                        Provided, however, that paragraphs A (1) (i) and A (1)
                        (ii) do not apply if this Registration Statement is on
                        Form S-3 or Form S-8, and the information required to be
                        included in a post-effective amendment by those
                        paragraphs is contained in periodic reports filed by
                        Hercules pursuant to Section 13 or Section 15(d) of the
                        Exchange Act that are incorporated by reference in this
                        Registration Statement.

                        (2)     That, for the purpose of determining any
                  liability under the Securities Act, each such post-effective
                  amendment shall be deemed to be a new registration statement
                  relating to the securities offered therein, and the offering
                  of such securities at that time shall be deemed to be the
                  initial bona fide offering thereof.

                        (3)     To remove from registration by means of a
                  post-effective amendment any of the securities being
                  registered which remain unsold at the termination of the
                  offering.


                                                                          Page 4

<PAGE>   5

        B. In addition, Hercules hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Hercules'
annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference in this Registration Statement shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

        C. Finally, insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of Hercules pursuant to the foregoing provisions, or otherwise, Hercules has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by Hercules of expenses incurred or
paid by a director, officer or controlling person of Hercules in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling person in connection with the securities being registered,
Hercules will, unless in the opinion of its counsel the matter has been settled
by the controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Securities Act and will be governed by the final adjudication
of such issue.



                                                                          Page 5

<PAGE>   6
                                   SIGNATURES


          Pursuant to the requirements of the Securities Act of 1933, Hercules
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Wilmington, State of Delaware, on this 15th day of
October, 1997.



                                             HERCULES INCORPORATED


                                      By:    /s/ R. Keith Elliott
                                             ------------------------------
                                             R. Keith Elliott
                                             Director, Chairman of the Board
                                             and Chief Executive Officer



                                                                          Page 6

<PAGE>   7
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement regarding the Hercules Incorporated Employee Stock Option Advantage
Plan has been signed by the following persons in the capacities indicated on the
date indicated below.

<TABLE>
<CAPTION>
      Signature                           Capacity                              Date
      ---------                           --------                              ----
<S>                                <C>                                          <C>
/s/ R. KEITH ELLIOTT
-----------------------            Principal Executive Officer and
R. Keith Elliott                        Director (Chairman of the Board         10/15/97
                                        and Chief Executive Officer)                      

/s/ GEORGE MACKENZIE                                                                                
-----------------------            Principal Financial Officer
George MacKenzie                        (Senior Vice President                  10/9/97
                                        and Chief Financial Officer)            

/s/ VIKRAM JOG                                                                                
-----------------------            Principal Accounting Officer
Vikram Jog                              (Vice President and Controller)         10/9/97
                                                                                

/s/ VINCENT J. CORBO
-----------------------            Director
Vincent J. Corbo                                                                10/13/97

/s/ RICHARD M. FAIRBANKS, III
-----------------------------      Director                                           
Richard M. Fairbanks, III                                                       10/23/97

/s/ EDITH E. HOLIDAY     
-----------------------            Director
Edith E. Holiday                                                                10/23/97

/s/ ROBERT G. JAHN
-----------------------            Director
Robert G. Jahn                                                                  10/23/97

/s/ GAYNOR N. KELLEY
-----------------------            Director
Gaynor N. Kelley                                                                10/23/97

/s/ RALPH L. MACDONALD, JR.
---------------------------        Director
Ralph L. MacDonald, Jr.                                                         10/23/97

/s/ H. EUGENE MCBRAYER
-----------------------            Director
H. Eugene McBrayer                                                              10/23/97

/s/ PETER MCCAUSLAND
-----------------------            Director
Peter McCausland                                                                10/23/97

/s/ PAULA A. SNEED
-----------------------            Director
Paula A. Sneed                                                                  10/23/97
</TABLE>


                                                                          Page 7

<PAGE>   8

                                INDEX TO EXHIBITS


<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                 EXHIBITS
------                                 --------
<S>                 <C>

  4                 The Hercules Incorporated Employee Stock Option Advantage
                    Plan
  
  
  5                 Opinion of Counsel
  
  
  23.1              Consent of Independent Accountants
  
  
  23.2              Consent of Counsel for Registrant
                    (included as part of Exhibit 5)
</TABLE>




                                                                          Page 8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 HERCULES INCORPORATED", "secsgml_size_bytes": 18689}]
{"company-data": {"conformed-name": "HERCULES INC", "cik": "0000046989", "assigned-sic": "2890", "irs-number": "510023450", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-38795", "film-number": "97701134"}, "business-address": {"street1": "1313 N MARKET ST", "street2": "HERCULES PLZ", "city": "WILMINGTON", "state": "DE", "zip": "19894", "phone": "3025945000"}, "mail-address": {"street1": "HERCULES PLAZA", "street2": "RM 8151 NW", "city": "WILMINGTON", "state": "DE", "zip": "19894-0001"}, "former-company": {"former-conformed-name": "HERCULES POWDER CO", "date-changed": "19680321"}}
1
     As filed with the Securities and Exchange Commission on October 27, 1997
                                                           Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                 --------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                 --------------

                              HERCULES INCORPORATED
                             A DELAWARE CORPORATION
                  I.R.S. EMPLOYER IDENTIFICATION NO. 51-0023450
                                 HERCULES PLAZA
                            1313 NORTH MARKET STREET
                         WILMINGTON, DELAWARE 19894-0001
                             TELEPHONE: 302-594-5000

                                 --------------

           HERCULES INCORPORATED EMPLOYEE STOCK OPTION ADVANTAGE PLAN

                                 --------------

                                 ISRAEL J. FLOYD
                                    Secretary
                              HERCULES INCORPORATED
                                 HERCULES PLAZA
                            1313 NORTH MARKET STREET
                         WILMINGTON, DELAWARE 19894-0001
                             TELEPHONE: 302-594-5000
                               (Agent for service)

                                 --------------

  Approximate date of commencement of proposed sales to the public: As soon as
      practicable after the effective date of this Registration Statement.

 All or part of the securities being registered on this Form are to be offered
       on a delayed or a continuous basis pursuant to Rule 415 under the
                            Securities Act of 1933.

                                 --------------

                         CALCULATION OF REGISTRATION FEE
==============================================================================================================================
           Title of                    Amount             Proposed Maximum           Proposed Maximum               Amount of
         Securities to                  to be              Offering Price           Aggregate Offering            Registration
         be Registered              Registered(1)           per Share(2)                 Price(2)                    Fee(2)
------------------------------------------------------------------------------------------------------------------------------
Hercules Incorporated
Common Stock                       900,000 shares
$25/48 stated value                                           $ 39.50                  $ 35,550,000                 $ 10,773
==============================================================================================================================
(1)  Includes, pursuant to Rule 416, an indeterminate amount of additional
     shares of Common Stock that may be issued if the antidilution provisions of
     the Plan become operative.

(2)  Computed pursuant to Rule 457(h).

================================================================================
2

                                     PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 3.    INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

        The following documents filed with the Securities and Exchange
Commission are incorporated herein by reference:

           (1)    Hercules' Annual Report on Form 10-K for the fiscal year ended
                  December 31, 1996; and

           (2)    Hercules' Quarterly Report on Form 10-Q for the quarterly
                  periods ended March 31, 1997, and June 30, 1997; and

           (3)    Hercules' Current Report on Form 8-K dated August 1, 1997.

        All documents filed by Hercules pursuant to Sections 13(a), 13(c), 14 or
15(d) of the Exchange Act subsequent to the date of this Registration Statement
and prior to the filing of a post-effective amendment which indicates that all
of the securities offered hereby have been sold or which deregisters all
securities then remaining unsold shall be deemed to be incorporated by reference
into this Registration Statement and to be a part hereof from the date of filing
of such documents.

ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL

        The legality of the Common Stock offered pursuant to this Registration
Statement will be passed upon for Hercules by its Vice President and General
Counsel, Richard G. Dahlen. As of June 30, 1997, Mr. Dahlen owned beneficially
an aggregate of 12,222 shares of restricted stock under the Hercules
Incorporated Long Term Incentive Compensation Plan ("LTICP"); 102 shares of
Hercules common stock under the Hercules Incorporated Savings and Investment
Plan, and the right to acquire within 60 days hereof 8,400 shares under options
held pursuant to the LTICP.

ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS

        Under the provisions of the Restated Certificate of Incorporation, each
person who is or was a director or officer of Hercules shall be indemnified by
Hercules as of right to the full extent permitted or authorized by the Delaware
General Corporation Law.

                                                                          Page 2
3
        Under such law, to the extent that such a person is successful on the
merits or otherwise in defense of any action, suit or proceeding brought against
him by reason of the fact that he is a director or officer of Hercules, he shall
be indemnified against expenses (including attorneys' fees) reasonably incurred
in connection with such action.

        If unsuccessful in defense of a third-party civil suit or a criminal
suit, or if such a suit is settled, such a person shall be indemnified under
such law against both (1) expenses (including attorneys' fees) and (2)
judgments, fines and amounts paid in settlement if he acted in good faith and in
a manner he reasonably believed to be in, or not opposed to, the best interests
of Hercules, and with respect to any criminal action, had no reasonable cause to
believe his conduct was unlawful.

        If unsuccessful in defense of a suit brought by or in the right of
Hercules, or if such suit is settled, such a person shall be indemnified under
such law only against expenses (including attorneys' fees) incurred in the
defense or settlement of such suit if he acted in good faith and in a manner he
reasonably believed to be in, or not opposed to, the best interests of Hercules,
except that if such person is adjudged to be liable in such a suit for
negligence or misconduct in the performance of his duty to Hercules, he cannot
be made whole even for expenses unless the court determines that he is fairly
and reasonably entitled to indemnity for such expenses.

        In addition, Hercules has entered into separate indemnification
agreements with each of its directors and with certain of its executive officers
pursuant to which Hercules has agreed to indemnify, and advance expenses to,
each of its directors and executive officers to the full extent provided by
applicable law and the Company's By-Laws as currently in effect. More
specifically, the agreements provide that directors and officers will be
promptly indemnified against expenses (including judgments, fines, penalties and
amounts paid in settlement) incurred in connection with their service to, or
status with, the Company or any other corporation, employee benefit plan or
other entity with whom such person is serving at the express written request of
the Company. The agreements also set forth the procedures for determining
entitlement to indemnification, the manner of the advancement of expenses,
remedies of the indemnity and certain other matters of a similar nature.

        Limitation of Liability. Under provisions of the Hercules Incorporated
Restated Certificate of Incorporation (the "Restated Certificate of
Incorporation"), a director of Hercules shall have no personal liability to the
Registrant or its stockholders for monetary damages for breach of his fiduciary
duty of care as a director to the full extent permitted by the Delaware General
Corporation Law, as it may be amended from time to time.

        Insurance. Hercules also maintains insurance policies pursuant to which
directors and officers are insured against certain liabilities, including
certain liabilities arising under the Securities Act of 1933 (the "Securities
Act"), which might be incurred by them in such capacities and against which they
cannot be indemnified by the Registrant.

        The foregoing summaries are necessarily subject to the complete text
of Section 145 of the Delaware General Corporation Law that provides for
indemnification of directors and officers in certain circumstances and to the 
Restated Certificate of Incorporation, which is included in Hercules current

                                                                          Page 3
4

report on Form 8-K dated May 27, 1987, and incorporated herein by reference, and
are qualified in their entirety by reference thereto.

ITEM 8.    EXHIBITS

        A complete listing of exhibits required is given in the Exhibit Index
that precedes the exhibits filed with this Registration Statement.

ITEM 9.    UNDERTAKINGS

        A.        Hercules hereby undertakes:

                        (1)     To file, during any period in which offers or
                  sales are being made, a post-effective amendment to this
                  Registration Statement:

                                (i)     to include any prospectus required by
                        Section 10(a)(3) of the Securities Act;

                                (ii)    to reflect in the prospectus any facts
                        or events arising after the effective date of this
                        Registration Statement (or the most recent
                        post-effective amendment thereof) which, individually or
                        in the aggregate, represent a fundamental change in the
                        information set forth in this Registration Statement;
                        and

                                (iii)   to include any material information with
                        respect to the plan of distribution not previously
                        disclosed in this Registration Statement or any material
                        change to such information in this Registration
                        Statement.

                        Provided, however, that paragraphs A (1) (i) and A (1)
                        (ii) do not apply if this Registration Statement is on
                        Form S-3 or Form S-8, and the information required to be
                        included in a post-effective amendment by those
                        paragraphs is contained in periodic reports filed by
                        Hercules pursuant to Section 13 or Section 15(d) of the
                        Exchange Act that are incorporated by reference in this
                        Registration Statement.

                        (2)     That, for the purpose of determining any
                  liability under the Securities Act, each such post-effective
                  amendment shall be deemed to be a new registration statement
                  relating to the securities offered therein, and the offering
                  of such securities at that time shall be deemed to be the
                  initial bona fide offering thereof.

                        (3)     To remove from registration by means of a
                  post-effective amendment any of the securities being
                  registered which remain unsold at the termination of the
                  offering.

                                                                          Page 4
5

        B. In addition, Hercules hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Hercules'
annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference in this Registration Statement shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

        C. Finally, insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of Hercules pursuant to the foregoing provisions, or otherwise, Hercules has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by Hercules of expenses incurred or
paid by a director, officer or controlling person of Hercules in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling person in connection with the securities being registered,
Hercules will, unless in the opinion of its counsel the matter has been settled
by the controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Securities Act and will be governed by the final adjudication
of such issue.

                                                                          Page 5
6
                                   SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, Hercules
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Wilmington, State of Delaware, on this 15th day of
October, 1997.

                                             HERCULES INCORPORATED

                                      By:    /s/ R. Keith Elliott
                                             ------------------------------
                                             R. Keith Elliott
                                             Director, Chairman of the Board
                                             and Chief Executive Officer

                                                                          Page 6
7
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement regarding the Hercules Incorporated Employee Stock Option Advantage
Plan has been signed by the following persons in the capacities indicated on the
date indicated below.
Signature                           Capacity                              Date
      ---------                           --------                              ----
/s/ R. KEITH ELLIOTT
-----------------------            Principal Executive Officer and
R. Keith Elliott                        Director (Chairman of the Board         10/15/97
                                        and Chief Executive Officer)                      

/s/ GEORGE MACKENZIE                                                                                
-----------------------            Principal Financial Officer
George MacKenzie                        (Senior Vice President                  10/9/97
                                        and Chief Financial Officer)            

/s/ VIKRAM JOG                                                                                
-----------------------            Principal Accounting Officer
Vikram Jog                              (Vice President and Controller)         10/9/97
                                                                                

/s/ VINCENT J. CORBO
-----------------------            Director
Vincent J. Corbo                                                                10/13/97

/s/ RICHARD M. FAIRBANKS, III
-----------------------------      Director                                           
Richard M. Fairbanks, III                                                       10/23/97

/s/ EDITH E. HOLIDAY     
-----------------------            Director
Edith E. Holiday                                                                10/23/97

/s/ ROBERT G. JAHN
-----------------------            Director
Robert G. Jahn                                                                  10/23/97

/s/ GAYNOR N. KELLEY
-----------------------            Director
Gaynor N. Kelley                                                                10/23/97

/s/ RALPH L. MACDONALD, JR.
---------------------------        Director
Ralph L. MacDonald, Jr.                                                         10/23/97

/s/ H. EUGENE MCBRAYER
-----------------------            Director
H. Eugene McBrayer                                                              10/23/97

/s/ PETER MCCAUSLAND
-----------------------            Director
Peter McCausland                                                                10/23/97

/s/ PAULA A. SNEED
-----------------------            Director
Paula A. Sneed                                                                  10/23/97
Page 7
8

                                INDEX TO EXHIBITS
EXHIBIT
NUMBER                                 EXHIBITS
------                                 --------
4                 The Hercules Incorporated Employee Stock Option Advantage
                    Plan
  
  
  5                 Opinion of Counsel
  
  
  23.1              Consent of Independent Accountants
  
  
  23.2              Consent of Counsel for Registrant
                    (included as part of Exhibit 5)
Page 8