SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

McMahon William B

(Last)

(First)

(Middle)

NAUTILUS, INC.

16400 SE NAUTILUS DRIVE

(Street)

VANCOUVER

98683

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/21/2009

3. Issuer Name and Ticker or Trading Symbol
NAUTILUS, INC. [ NLS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP GM Direct

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,260⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	⁽²⁾	01/28/2014	Common Stock	750	$16.1	D
Employee Stock Option (right to buy)	⁽³⁾	02/25/2015	Common Stock	3,500	$4.15	D
Employee Stock Option (right to buy)	⁽⁴⁾	02/25/2015	Common Stock	3,500	$4.15	D

Explanation of Responses:

1. 2000 shares are restricted and will vest in full on August 13, 2009.

2. The option is exercisable in four annual installments. The first two installments for 188 shares each became exercisable on January 28, 2008 and January 28, 2009. The remaining installments for 187 shares each become exercisable on January 28, 2010 and January 28, 2011.

3. The option is exercisable in two equal annual installments. The first installment became exercisable on February 25, 2009, and the second installment becomes exercisable on February 25, 2010.

4. The option is exercisable in four equal annual installments. The first installment became exercisable on February 25, 2009, and the remaining installments become exercisable on February 25, 2010, February 25, 2011 and February 25, 2012.

Remarks:

	/s/ Wayne Bolio, Attorney-in-fact for William B. McMahon	07/01/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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