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^*

ENGLES GREGG L

(Last)

(First)

(Middle)

2515 MCKINNEY AVENUE, SUITE 1200

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DEAN FOODS CO [ DF ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman of the Board and

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2007

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	07/07/2007		M		62,400⁽¹⁾	A	$0	2,704,859	D
Common Stock	07/07/2007		M		29,296⁽¹⁾⁽³⁾⁽⁴⁾	A	$0	2,734,155	D
Common Stock	07/07/2007		M		11,500⁽¹⁾	A	$0	2,745,655	D
Common Stock	07/07/2007		M		5,398⁽¹⁾⁽³⁾	A	$0	2,751,053⁽²⁾	D

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)
Non-Qualified Stock Option (right to buy-DF001329)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	450,000		450,000	D
Non-Qualified Stock Option (right to buy-DV000972)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	211,275⁽⁴⁾		211,275⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-T0000663)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	4,620		4,620	D
Non-Qualified Stock Option (right to buy-DV000973)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	2,169⁽⁴⁾		2,169⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF001512)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	595,086		595,086	D
Non-Qualified Stock Option (right to buy-DV000988)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	279,393⁽⁴⁾		279,393⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-T0000675)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	6,110		6,110	D
Non-Qualified Stock Option (right to buy-DV000990)	$11.6934⁽⁴⁾							01/14/2003⁽⁵⁾	01/14/2012	Common Stock	2,869⁽⁴⁾		2,869⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF002188)	$14.2466⁽⁴⁾							01/06/2004⁽⁵⁾	01/06/2013	Common Stock	604,968		604,968	D
Non-Qualified Stock Option (right to buy-DV000987)	$14.2466⁽⁴⁾							01/06/2004⁽⁵⁾	01/06/2013	Common Stock	284,032⁽⁴⁾		284,032⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-T0000656)	$14.2466⁽⁴⁾							01/06/2004⁽⁵⁾	01/06/2013	Common Stock	40,836		40,836	D
Non-Qualified Stock Option (right to buy-DV000992)	$14.2466⁽⁴⁾							01/06/2004⁽⁵⁾	01/16/2013	Common Stock	19,173⁽⁴⁾		19,173⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-TU000181)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	1,570		1,570	D
Non-Qualified Stock Option (right to buy-DV000991)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	737⁽⁴⁾		737⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-TU000183)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	208		208	D
Non-Qualified Stock Option (right to buy-DV000976)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	98⁽⁴⁾		98⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF003303)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	320,791		320,791	D
Non-Qualified Stock Option (right to buy-DV000975)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	150,611⁽⁴⁾		150,611⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-T0000901)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	40,504		40,504	D
Non-Qualified Stock Option (right to buy-DV000989)	$17.9107⁽⁴⁾							01/13/2005⁽⁵⁾	01/13/2014	Common Stock	19,017⁽⁴⁾		19,017⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-TU000182)	$18.3014⁽⁴⁾							01/07/2006⁽⁵⁾	01/07/2015	Common Stock	321		321	D
Non-Qualified Stock Option (right to buy-DV000977)	$18.3014⁽⁴⁾							01/07/2006⁽⁵⁾	01/07/2015	Common Stock	151⁽⁴⁾		151⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF902595)	$18.3014⁽⁴⁾							01/07/2006⁽⁵⁾	01/07/2015	Common Stock	282,768		282,768	D
Non-Qualified Stock Option (right to buy_DV000986)	$18.3014⁽⁴⁾							01/07/2006⁽⁵⁾	01/07/2015	Common Stock	132,760⁽⁴⁾		132,760⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-T0000619)	$18.3014⁽⁴⁾							01/07/2006⁽⁴⁾	01/07/2015	Common Stock	52,104		52,104	D
Non-Qualified Stock Option (right to buy-DV000993)	$18.3014⁽⁴⁾							01/07/2006⁽⁵⁾	01/07/2015	Common Stock	24,463⁽⁴⁾		24,463⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF004886)	$25.6821⁽⁴⁾							01/13/2007⁽⁵⁾	01/13/2016	Common Stock	433,122		433,122	D
Non-Qualified Stock Option (right to buy-DV000978)	$25.6821⁽⁴⁾							01/13/2007⁽⁵⁾	01/13/2016	Common Stock	203,351⁽⁴⁾		203,351⁽⁴⁾	D
Non-Qualified Stock Option (right to buy-DF005346)	$30.1121⁽⁴⁾							02/12/2008⁽⁵⁾	02/12/2017	Common Stock	243,741		243,741	D
Non-Qualified Stock Option (right to buy-DV000981)	$30.1121⁽⁴⁾							02/12/2008⁽⁵⁾	02/12/2017	Common Stock	114,436⁽⁴⁾		114,436⁽⁴⁾	D

Explanation of Responses:

1. The reporting person is entitled to received the shares of common stock of the Issuer pursuant to certain accelerated vesting provisions in the 2005 Award of Restricted Stock Units.

2. The total has been adjusted to reflect that the reporting person received 49 shares as distribution from WSW 1997 Exchange Fund, L.P., in which the reporting person invested shares in March 1998.

3. Due to a special cash dividend of $15.00, paid by Issuer on April 2, 2007, to shareholders of record on March 27, 2007, the number of RSUs has been adjusted to maintain the value of the RSU award, post-dividend.

4. Due to a special cash dividend of $15.00, paid by Issuer on April 2, 2007, to shareholders of record on March 27, 2007, the option exercise price and number of shares has been adjusted to maintain the value of the option award, post-dividend.

5. The shares of common stock subject to the Option vest ratably in three equal increments commencing on the first anniversary of the grant date.

Remarks:

CONTINUED ON SECOND FORM 4 FILED ON THIS SAME DATE.

	Gregg L. Engles	07/10/2007
	** 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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