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)
01/13/2008

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	01/13/2008		M		17,800 ⁽¹⁾	A	$0	2,718,935	D
Common Stock	01/13/2008		F		4,709 ⁽¹⁾	D	$24.97	2,714,226	D
Common Stock	01/13/2008		M		8,357 ⁽²⁾	A	$0	2,722,583	D
Common Stock	01/13/2008		F		2,330 ⁽²⁾	D	$24.97	2,720,253	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							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	450,000		450,000	D
Non-Qualified Stock Option (right to buy-DV000972)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	211,275		211,275	D
Non-Qualified Stock Option (right to buy-T0000663)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	4,620		4,620	D
Non-Qualified Stock Option (right to buy-DV000973)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	2,169		2,169	D
Non-Qualified Stock Option (right to buy-DF001512)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	595,086		595,086	D
Non-Qualified Stock Option (right to buy-DV000988)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	279,393		279,393	D
Non-Qualified Stock Option (right to buy-T0000675)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	6,110		6,110	D
Non-Qualified Stock Option (right to buy-DV000990)	$11.6934							01/14/2003 ⁽³⁾	01/14/2012	Common Stock	2,869		2,869	D
Non-Qualified Stock Option (right to buy-DF002188)	$14.2466							01/06/2004 ⁽³⁾	01/06/2013	Common Stock	604,968		604,968	D
Non-Qualified Stock Option (right to buy-DV000987)	$14.2466							01/06/2004 ⁽³⁾	01/06/2013	Common Stock	284,032		284,032	D
Non-Qualified Stock Option (right to buy-T0000656)	$14.2466							01/06/2004 ⁽³⁾	01/06/2013	Common Stock	40,836		40,836	D
Non-Qualified Stock Option (right to buy-DV000992)	$14.2466							01/06/2004 ⁽³⁾	01/06/2013	Common Stock	19,173		19,173	D
Non-Qualified Stock Option (right to buy-TU000181)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	1,570		1,570	D
Non-Qualified Stock Option (right to buy-DV000991)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	737		737	D
Non-Qualified Stock Option (right to buy-TU000183)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	208		208	D
Non-Qualified Stock Option (right to buy-DV000976)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	98		98	D
Non-Qualified Stock Option (right to buy-DF003303)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	320,791		320,791	D
Non-Qualified Stock Option (right to buy-DV000975)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	150,611		150,611	D
Non-Qualified Stock Option (right to buy-T0000901)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	40,504		40,504	D
Non-Qualified Stock Option (right to buy-DV000989)	$17.9107							01/13/2005 ⁽³⁾	01/13/2014	Common Stock	19,017		19,017	D
Non-Qualified Stock Option (right to buy-TU000182)	$18.3014							01/07/2006 ⁽³⁾	01/07/2015	Common Stock	321		321	D
Non-Qualified Stock Option (right to buy-DV000977)	$18.3014							01/07/2006 ⁽³⁾	01/07/2015	Common Stock	151		151	D
Non-Qualified Stock Option (right to buy-DF902595)	$18.3014							01/07/2006 ⁽³⁾	01/07/2015	Common Stock	282,768		282,768	D
Non-Qualified Stock Option (right to buy_DV000986)	$18.3014							01/07/2006 ⁽³⁾	01/07/2015	Common Stock	132,760		132,760	D
Non-Qualified Stock Option (right to buy-T0000619)	$18.3014							01/07/2006	01/07/2015	Common Stock	52,104		52,104	D
Non-Qualified Stock Option (right to buy-DV000993)	$18.3014							01/07/2006 ⁽³⁾	01/07/2015	Common Stock	24,463		24,463	D
Non-Qualified Stock Option (right to buy-DF004886)	$25.6821							01/13/2007 ⁽³⁾	01/13/2016	Common Stock	433,122		433,122	D
Non-Qualified Stock Option (right to buy-DV000978)	$25.6821							01/13/2007 ⁽³⁾	01/13/2016	Common Stock	203,351		203,351	D
Non-Qualified Stock Option (right to buy-DF005346)	$30.1121							02/12/2008 ⁽³⁾	02/12/2017	Common Stock	243,741		243,741	D
Non-Qualified Stock Option (right to buy-DV000981)	$30.1121							02/12/2008 ⁽³⁾	02/12/2017	Common Stock	114,436		114,436	D

Explanation of Responses:

1. The reporting person was entitled to receive a total of 17,800 shares of common stock of the Issuer pursuant to the vesting provisions in the 2006 Award of Restricted Stock units ("RSUs"). A total of 4,709 shares were surrendered to satisfy tax obligations of the reporting person, resulting in the issuance of a total of 13,091 net shares of common stock.

2. The reporting person was entitled to receive a total of 8,357 shares of common stock of the Issuer pursuant to the vesting provisions in the 2006 Award of Restricted Stock units ("RSUs"). A total of 2,330 shares were surrendered to satisfy tax obligations of the reporting person, resulting in the issuance of a total of 6,027 net shares of common stock.

3. 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:

FIRST OF TWO (2) FORM 4s FILED ON THIS SAME DATE.

	Gregg L. Engles	01/15/2008
	** 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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