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^*

SACKS RODNEY C

(Last)

(First)

(Middle)

C/O HANSEN NATURAL CORP

550 MONICA CIRCLE, SUITE 201

(Street)

CORONA

92880

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HANSEN NATURAL CORP [ HANS ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/13/2007

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	09/13/2007		M		150,000	A	$0.531	361,224	D
Common Stock	09/13/2007		S		150,000	D	$50.105	211,224	D
Common Stock								4,280,000	I	By Hilrod Holdings, L.P.⁽¹⁾
Common Stock								800,000	I	By HRS Holdings, L.P.⁽¹⁾
Common Stock								8,013,336	I	By Brandon Limited Partnership No. 2⁽¹⁾
Common Stock								1,306,920	I	By Brandon Limited Partnership No. 1⁽¹⁾
Common Stock								457,552	I	By Hilrod Holdings II, L.P.⁽¹⁾
Common Stock								300,000	I	By The RCS 2007 GRAT

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)
Employee Stock Option (right to buy)	$0.531							⁽²⁾	02/02/2009	Common Stock	800,000		380,000	D
Employee Stock Option (right to buy)	$0.446							⁽³⁾	07/12/2012	Common Stock	1,200,000		448,176	D
Employee Stock Option (right to buy)	$0.531	09/13/2007		M			150,000	⁽⁴⁾	05/28/2013	Common Stock	1,200,000	$0.531	873,324	D
Employee Stock Option (right to buy)	$6.588							⁽⁵⁾	03/23/2015	Common Stock	1,200,000		1,200,000	D
Employee Stock Option (right to buy)	$16.87							⁽⁶⁾	11/11/2015	Common Stock	600,000		600,000	D

Explanation of Responses:

1. The reporting person is one of the general partners of each Brandon Limited Partnership No. 1 and Brandon Limited No. 2, HRS Holdings, L.P., Hilrod Holdings, L.P. and Hilrod Holdings II, L.P.

2. Immediately.

3. The options are currently vested.

4. The options are currently vested with respect to 633,324 shares. The remaining options vest on January 1, 2008.

5. The options are currently vested with respect to 480,000 shares. The remaining options vest in three equal installments on March 23, 2008, 2009 and 2010.

6. The options are currently vested with respect to 120,000 shares. The remaining options vest in four equal installments on November 1, 2007, 2008, 2009 and 2010.

	Rodney C. Sacks	09/17/2007
	** 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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