SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BOSWORTH ROBERT E

(Last)

(First)

(Middle)

1715 WEST 38TH STREET

(Street)

CHATTANOOGA

37409

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CHATTEM INC [ CHTT ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2010

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/09/2010		U		8,285	D	$93.5	31	D
Common Stock	02/09/2010		U		600	D	$93.5	0	I	By Children
Common Stock	02/09/2010		U		19,556	D	$93.5	0	I	By IRA
Common Stock	02/09/2010		U		300	D	$93.5	0	I	UGMA Custodian

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1999 Stock Option (right to buy)	$43.78							⁽¹⁾	04/13/2015	Common Stock	500		500	D
2005 Stock Option (right to buy)	$37.96							⁽²⁾	09/19/2012	Common Stock	50,000		50,000	D
2005 Stock Option (right to buy)	$38.07							⁽¹⁾	01/30/2012	Common Stock	30,000		30,000	D
2005 Stock Option (right to buy)	$59.77							⁽¹⁾	04/25/2013	Common Stock	42,500		42,500	D
2005 Stock Option (right to buy)	$70.95							⁽¹⁾	04/30/2014	Common Stock	35,000		35,000	D
2009 Stock Option (right to buy)	$55.5395							⁽¹⁾	04/29/2015	Common Stock	35,000		35,000	D

Explanation of Responses:

1. The options became fully vested and exercisable in accordance with their terms on February 9, 2010, upon the consummation of the tender offer commenced by River Acquisition Corp., an indirect wholly-owned subsidiary of sanofi-aventis, for all outstanding shares of common stock of Chattem, Inc. at $93.50 per share, net to the sellers in cash without interest, less any required withholding taxes.

2. Effective November 30, 2005, the options were fully vested pursuant to an amendment to the grant agreement under which such options were granted.

	By: /s/ Robert E. Bosworth	02/11/2010
	** 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 4 (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).
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