SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 10-Q

                   Quarterly Report under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


For the Quarterly Period Ended September 30, 2000 Commission file number 0-18761


                           HANSEN NATURAL CORPORATION
             (Exact name of Registrant as specified in its charter)


              Delaware                                 39-1679918 
              (State or other jurisdiction of          (I.R.S. Employer
              incorporation or organization            Identification No.)


                              1010 Railroad Street
                            Corona, California 92882
               (Address of principal executive offices) (Zip Code)


                                (909) 739 - 6200
               Registrant's telephone number, including area code:




         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant  was required to file such  reports) and (2) has been subject to such
filing requirements for the past 90 days.


                                    Yes X No




               The registrant had 9,950,069 shares of common stock
                       outstanding as of November 3, 2000



<PAGE>





                   HANSEN NATURAL CORPORATION AND SUBSIDIARIES
                               September 30, 2000

                                      INDEX

<TABLE>
<S>               <C>                                                                        <C>  



                                                                                             Page No.


Part I.           FINANCIAL INFORMATION


Item 1.           Consolidated Financial Statements

                  Consolidated Balance Sheets as of September 30, 2000
                  and December 31, 1999                                                          3

                  Consolidated Statements of Operations for the
                  three and nine-months ended September 30, 2000 and 1999                        4

                  Consolidated Statements of Cash Flows for the
                  nine-months ended September 30, 2000 and 1999                                  5

                  Notes to Consolidated Financial Statements                                     7


Item 2.           Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                                            9



Part II.          OTHER INFORMATION


Items 1-5.        Not Applicable                                                                18


Item 6.           Exhibits and Reports on Form 8-K                                              18

                  Signatures                                                                    18
</TABLE>


<PAGE>

CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999 (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<S>                                                                                <C>                    <C>   

                                                                                        September 30,            December 31,
                                                                                           2000                     1999
                                                                                           ----                     ----
                                                 ASSETS

CURRENT ASSETS:
Cash and cash equivalents                                                          $          125,144     $       2,009,155
Accounts receivable (net of allowance for doubtful
    accounts, sales returns and cash discounts of $879,308
    in 2000 and $415,305 in 1999 and promotional allowances
    of $2,348,874 in 2000 and $1,651,604 in 1999)                                           7,361,309             3,751,258
Inventories, net                                                                           10,777,659             9,894,414
Prepaid expenses and other current assets                                                   1,025,799               553,689
Deferred income tax asset                                                                     743,364               743,364
                                                                                   -------------------    ------------------
                                                                                           20,033,275            16,951,880

PROPERTY AND EQUIPMENT, net                                                                 1,266,909               504,191

INTANGIBLE AND OTHER ASSETS:
Trademark license and trademarks (net of accumulated amortization
    of $3,242,975 in 2000 and $2,995,285 in 1999) (Note 2)                                 16,985,932            10,768,493
Deposits and other assets                                                                     925,935               484,388
                                                                                   -------------------    ------------------
                                                                                           17,911,867            11,252,881
                                                                                   -------------------    ------------------
                                                                                   $       39,212,051     $      28,708,952
                                                                                   ===================    ==================

                       LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Accounts payable                                                                   $        5,577,900     $       5,936,873
Accrued liabilities                                                                           823,682               345,794
Accrued compensation                                                                          191,629               462,285
Current portion of long-term debt (Note 4)                                                    264,460               863,501
Income taxes payable                                                                          468,043               346,636
                                                                                   -------------------    ------------------
                                                                                            7,325,714             7,955,089

LONG-TERM DEBT, less current portion (Note 4)                                               8,803,671               902,716

DEFERRED INCOME TAX LIABILITY                                                               1,225,271             1,225,271

SHAREHOLDERS' EQUITY:
Common stock - $.005 par value;  30,000,000  shares  authorized;  9,950,069  and
    10,010,084 shares issued
    and outstanding in 2000 and 1999, respectively                                             50,677                50,050
Additional paid-in capital                                                                 11,596,086            11,340,074
Retained earnings                                                                          10,941,130             7,235,752
Common stock in treasury, at cost - 185,375 and 0 shares
    in 2000 and 1999 respectively                                                            (730,498)
                                                                                   -------------------    ------------------
    Total shareholders' equity                                                             21,857,395            18,625,876
                                                                                   -------------------    ------------------
                                                                                   $       39,212,051     $      28,708,952
                                                                                   ===================    ==================
</TABLE>

                                        3


<PAGE>

HANSEN NATURAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME
FOR  THE  THREE-MONTHS  AND  NINE-MONTHS  ENDED  SEPTEMBER  30,  2000  AND  1999
(Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<S>                                                       <C>                <C>                  <C>               <C>    


                                                                  Three Months Ended                     Nine Months Ended
                                                                     September 30,                         September 30,
                                                          ------------------------------------   -----------------------------------
                                                                2000                1999               2000               1999
                                                          ----------------   -----------------   ----------------   ----------------

NET SALES                                                 $    22,701,624     $    20,491,265    $    61,346,401    $    54,862,616

COST OF SALES                                                  11,723,298          11,060,928         32,472,187         29,044,061
                                                          ----------------   -----------------   ----------------   ----------------

GROSS PROFIT                                                   10,978,326           9,430,337         28,874,214         25,818,555

OPERATING EXPENSES:
Selling, general and administrative                             8,576,155           7,121,372         22,322,793         19,373,804
Amortization of trademark license and trademarks                   82,638              76,604            247,935            224,900
Other expenses                                                                                                               30,000
                                                          ----------------   -----------------   ----------------   ----------------

         Total operating expenses                               8,658,793           7,197,976         22,570,728         19,628,704
                                                          ----------------   -----------------   ----------------   ----------------

OPERATING INCOME                                                2,319,533           2,232,361          6,303,486          6,189,851

NONOPERATING EXPENSE (INCOME)
Interest and financing expense                                     76,873              34,651            169,059            137,763
Interest income                                                    (2,917)            (40,758)           (11,467)           (90,781)
                                                          ----------------   -----------------   ----------------   ----------------
         Net nonoperating expense (income)                         73,956              (6,107)           157,592             46,982

INCOME BEFORE PROVISION
         FOR INCOME TAXES                                       2,245,577           2,238,468          6,145,894          6,142,869

PROVISION FOR INCOME TAXES                                        880,389             901,700          2,440,516          2,457,000
                                                          ----------------   -----------------   ----------------   ----------------


NET INCOME                                                $     1,365,188     $     1,336,768    $     3,705,378    $     3,685,869
                                                          ================   =================   ================   ================


NET INCOME PER COMMON SHARE:
         Basic                                            $          0.14     $          0.13    $          0.37    $          0.37
                                                          ================   =================   ================   ================
         Diluted                                          $          0.13     $          0.13    $          0.35    $          0.35
                                                          ================   =================   ================   ================


NUMBER OF COMMON SHARES USED
      IN PER SHARE COMPUTATIONS:
         Basic                                                  9,937,509           9,975,976          9,959,592          9,950,566
                                                          ================   =================   ================   ================
         Diluted                                               10,467,662          10,625,105         10,440,377         10,544,156
                                                          ================   =================   ================   ================
</TABLE>

                                        4


<PAGE>

HANSEN NATURAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE-MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<S>                                                                            <C>                        <C>

                                                                                      2000                       1999
                                                                                      ----                       ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                     $      3,705,378           $      3,685,869
Adjustments to reconcile net income to
   net cash provided by operating activities:
   Amortization of trademark license and trademarks                                     247,690                    224,900
   Depreciation and other amortization                                                  207,782                    139,939
   Loss on disposal of fixed assets                                                      15,417
   Compensation expense related to issuance of stock options                                                        73,026
   Deferred income taxes                                                                                           199,525
   Effect on cash of changes in operating assets and liabilities:
     Accounts receivable                                                             (3,610,051)                (2,594,138)
     Inventories                                                                       (883,245)                (2,614,996)
     Prepaid expenses and other current assets                                         (472,110)                  (345,751)
     Accounts payable                                                                  (358,973)                 4,425,599
     Accrued liabilities                                                                477,888                     81,906
     Accrued compensation                                                              (270,656)                  (162,752)
     Income taxes payable                                                               121,407                 (1,146,843)
                                                                               -----------------          -----------------
       Net cash (used in) provided by operating activities                             (819,473)                 1,966,284

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment                                                     (985,917)                  (129,585)
Increase in trademark license and trademarks                                         (6,465,129)                  (960,146)
Decrease in note receivable from director                                                                           20,861
Increase in deposits and other assets                                                  (441,547)                  (431,836)
                                                                               -----------------          -----------------
       Net cash used in investing activities                                         (7,892,593)                (1,500,706)

CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in line-of-credit borrowings                                                 8,285,884
Principal payments on long-term debt                                                 (1,519,202)                (1,904,926)
Increase in long-term debt                                                              535,231                    431,250
Issuance of common stock                                                                256,640                     27,781
Redemption of common stock                                                             (730,498)
                                                                               -----------------          -----------------
       Net cash provided by (used in) financing activities                            6,828,055                 (1,445,895)

                                                                               -----------------          -----------------
NET DECREASE IN CASH                                                                 (1,884,011)                  (980,317)
CASH, beginning of period                                                             2,009,155                  3,806,089
                                                                               -----------------          -----------------
CASH, end of period                                                            $        125,144           $      2,825,772
                                                                               =================          =================


SUPPLEMENTAL INFORMATION Cash paid during the year for:
     Interest                                                                  $        144,473           $        152,701
                                                                               =================          =================
     Income taxes                                                              $      2,319,109           $      3,370,000
                                                                               =================          =================
</TABLE>

                                        5


<PAGE>
HANSEN NATURAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE NINE-MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (Unaudited)
--------------------------------------------------------------------------------

NONCASH TRANSACTIONS:
     During the nine-month  period ended  September 30, 2000, the Company issued
       15,360  shares of common  stock to  employees  in  connection  with a net
       exercise of options to purchase 23,327 shares of common stock.

     During the nine-month  period ended  September 30, 1999, the Company issued
       67,876  shares of common  stock to  employees  in  connection  with a net
       exercise of options to purchase 92,800 shares of common stock.



                                        6

<PAGE>


HANSEN NATURAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE-MONTHS ENDED 
SEPTEMBER 30, 2000 AND YEAR-ENDED DECEMBER 31, 1999
--------------------------------------------------------------------------------


         1.       BASIS OF PRESENTATION

          Reference is made to the Notes to Consolidated  Financial  Statements,
          in the Company's Form 10-K for the year ended December 31, 1999, which
          is  incorporated by reference,  for a summary of significant  policies
          utilized by Hansen Natural Corporation ("Hansen" or "Company") and its
          subsidiaries,  Hansen Beverage  Company  ("HBC"),  and Hard e Beverage
          Company  (formerly known as Hard Energy Company).  HBC owns all of the
          issued and outstanding  common stock of Blue Sky Natural  Beverage Co.
          which was  incorporated  in Delaware on  September  8, 2000  ("BSNBC")
          (Note  2).  The  information  set  forth  in these  interim  financial
          statements is unaudited and is subject to normal year-end adjustments.
          The information  reflects all  adjustments,  which include only normal
          recurring  adjustments,   which  in  the  opinion  of  management  are
          necessary to make the financial statements not misleading.  Results of
          operations covered by this report may not necessarily be indicative of
          results of operations for the full fiscal year.

          2.       ACQUISITION

          On September 20, 2000, the Company  acquired  through its  subsidiary,
          BSNBC, the beverage business from Blue Sky Natural Beverage Co., a New
          Mexico  corporation,  including  the Blue Sky  trademarks  and certain
          other  assets for a purchase  price of $6.5  million.  The Blue Sky(R)
          products include a range of all-natural  carbonated sodas and seltzers
          that  are  marketed  throughout  the  United  States  and  in  certain
          international  markets,  principally  to the health  food  trade.  The
          acquisition  has been  accounted for as a purchase in accordance  with
          Accounting  Principles Board Opinion No. 16, "Business  Combinations."
          Accordingly,  the  purchase  price  inclusive  of certain  acquisition
          costs,  was allocated to the tangible and intangible  assets  acquired
          based on a preliminary  valuation of their  respective  fair values at
          the date of  acquisition.  The  purchase  price,  inclusive of certain
          acquisition costs, was financed through the Company's modified line of
          credit (Note 4).

          Trademarks  acquired will be amortized on a  straight-line  basis over
          forty years. The operating  results of BSNBC have been included in the
          Company's results of operations since the date of acquisition.

                                        7

<PAGE>



         3.       INVENTORIES

         Inventories consist of the following at:

<TABLE>
         <S>                                 <C>                        <C>

                                                September 30,            December 31, 1999
                                                    2000
                                             ---------------------      ---------------------
         Raw materials                                $4,066,120                 $3,615,269
         Finished goods                                6,879,947                  6,442,193
                                             ---------------------      ---------------------
                                                      10,946,067                 10,057,462
         Less inventory reserves                       (168,408)                  (163,048)
                                             ---------------------      ---------------------
                                                     $10,777,659                 $9,894,414
                                             =====================      =====================
</TABLE>


          4.       LONG-TERM DEBT

         In 1997, HBC obtained a credit facility from  Comerica-Bank  California
         ("Comerica"),  consisting  of a  revolving  line of  credit of up to $3
         million  in  aggregate  at any time  outstanding  and a term loan of $4
         million.  That facility was subsequently modified from time to time. In
         the third quarter ended  September 30, 2000, the Company entered into a
         modification agreement with Comerica to amend certain agreements under
         the  above  facility  in  order to  finance  the  acquisition  of BSNBC
         (Note2),  payoff  the  term  loan,  and  provide   additional   working
         capital  ("Modification  Agreement").    Pursuant  to  the Modification
         Agreement, the revolving line of credit was increased to $12.0 million,
         reducing  to  $6.0 million  by  September 2004.   The revolving line of
         credit  remains  of full  force  and  effect  through  September  2005.
         Further,   the  rate  of  interest payable by the  Company on  advances
         under  the  line  of credit are based on the bank's base (prime) rate,
         plus an additional amount of up to .5% or the bank's LIBOR rate, plus
         an additional amount of up to 2.5%,  depending upon certain financial
         ratios of the Company from time to time.

         The initial use of proceeds under the Modification Agreement was to pay
         $6.5 million to the seller in connection with the acquisition of BSNBC,
         to payoff the remaining  $807,000  balance due under the term  loan and
         to  finance  working  capital.  The Company's borrowings on the line of
         credit at September 30, 2000 were $8,286,000.

         The Modification  Agreement contains  financial  covenants that require
         the Company to maintain  certain  financial  ratios and achieve certain
         levels of annual  income.  The  Modification  Agreement  also  contains
         certain non-financial covenants. At September 30, 2000, the Company was
         in compliance with all covenants.

         In the third quarter ended September 30, 2000, the Company entered into
         capital  leases for the  acquisition  of certain  fixed assets having a
         cost value of $544,000,  payable over a five-year period. The effective
         interest rate payable under such capital leases is 8.8%.

                                        8                                   

<PAGE>



MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS
--------------------------------------------------------------------------------

General

         For the three months  ended  September  30, 2000,  net sales were $22.7
million,  an increase of $2.2  million or 10.8% over net sales of $20.5  million
for the three months ended  September 30, 1999. The increase in net sales during
the  three  months  ended  September  30,  2000 was  primarily  attributable  to
increased sales of the Company's functional drinks and apple juice. The increase
in net sales was also  attributable,  to a lesser extent, to the introduction of
Healthy  Start in glass  bottles in the first  quarter  of 2000,  and Hard e, an
alcoholic  malt  beverage,  fruit and grain bars and  functional  cereals in the
third  quarter  of 2000.  The  increase  in net  sales was  partially  offset by
decreased sales of Smoothies in cans and glass bottles, Healthy Start in P.E.T.
plastic bottles and other product lines.

          In the  third  quarter  of  2000,  the  Company  introduced  a line of
functional fruit and grain energy bars as well as a line of gourmet  genetically
modified  organism-free  (G.M.O.  free) functional  cereals.  Additionally,  the
Company's  subsidiary,  Hard e Beverage Company,  commenced limited sales of its
malt based drink, called Hard e, which contains five percent alcohol. The Hard e
product is not being marketed under the Hansen's(R) name.

          During the three months  ended  September  30, 2000,  the gross profit
margins achieved by the Company  increased to 48.4% from 47.2% during the second
quarter of 2000. For the nine months ended  September 30, 2000, the gross profit
margin was 47.1%,  which was consistent with the gross profit margin achieved by
the Company for the nine months ended September 30, 1999.

          The  Company  continues  to  incur  expenditures  in  connection  with
development and introduction of new products and flavors.

          During  the  nine  months  ended   September  30,  2000,  the  Company
repurchased  an  aggregate  of 185,375  shares of its common stock at an average
price of $3.94 per share.  The Company did not  repurchase  any shares of common
stock during the three months ended September 30, 2000.

                                        9

<PAGE>


Results of Operations For The Three-Months Ended September 30, 2000 Compared to 
the Three-Months Ended September 30, 1999

         Net Sales.  For the three months ended  September  30, 2000,  net sales
were $22.7 million, an increase of $2.2 million or 10.8% over net sales of $20.5
million for the three months ended September 30, 1999. The increase in net sales
during the three months ended  September 30, 2000 was primarily  attributable to
increased  sales of the  Company's  functional  drinks in 8.2 oz. cans and apple
juice. The increase in net sales was also  attributable,  to a lesser extent, to
the introduction of Healthy Start in glass bottles in the first quarter of 2000,
and Hard e, an  alcoholic  malt  beverage,  fruit and grain bars and  functional
cereals in the third  quarter of 2000.  The increase in net sales was  partially
offset by decreased sales of Smoothies in cans and glass bottles,  Healthy Start
in P.E.T. plastic bottles and other product lines.

         Gross Profit. Gross profit was $11.0 million for the three-months ended
September  30, 2000,  an increase of $1.5 million or 16.4% over the $9.4 million
gross profit for the  three-months  ended September 30, 1999.  Gross profit as a
percentage of net sales increased to 48.4% for the three-months  ended September
30, 2000 from 46.0% for the three-months  ended September 30, 1999. The increase
in gross  profit and gross  profit as a  percentage  of net sales was  primarily
attributable to higher margins achieved as a result of a change in the Company's
product mix.

         Total Operating  Expenses.  Total operating  expenses were $8.7 million
for the  three-months  ended  September 30, 2000, an increase of $1.5 million or
20.3% over total operating  expenses of $7.2 million for the three-months  ended
September  30,  1999.  Total  operating  expenses as a  percentage  of net sales
increased to 38.1% for the three-months  ended September 30, 2000 from 35.1% for
the  three-months  ended  September  30, 1999.  The increase in total  operating
expenses and total operating expenses as a percentage of net sales was primarily
attributable to increased selling, general and administrative expenses.

         Selling,  general and administrative expenses were $8.6 million for the
three-months ended September 30, 2000, an increase of $1.5 million or 20.4% over
selling,   general  and   administrative   expenses  of  $7.1  million  for  the
three-months  ended  September  30, 1999.  Selling,  general and  administrative
expenses as a percentage  of net sales  increased to 37.8% for the  three-months
ended  September 30, 2000 from 34.8% for the  three-months  ended  September 30,
1999. The increase in selling  expenses and selling  expenses as a percentage of
net sales was primarily  attributable to increases in distribution  (freight and
warehouse) costs and promotional allowances and expenditures as well as slotting
fees and expenditures  for merchandise  displays which was partially offset by a
decrease in expenditures  for in-store  demonstrations.  The increase in general
and  administrative  expenses  and  general  and  administrative  expenses  as a
percentage of net sales was primarily attributable to increased payroll, in part
due to new hires in anticipation of new and current product launches.

         Amortization  of trademark  license and  trademarks was $83,000 for the
three-months  ended September 30, 2000, as compared to amortization of trademark
license and trademarks of $77,000 for the three-months ended September 30, 1999.

                                        10

<PAGE>


         Operating   Income.   Operating   income  was  $2.3   million  for  the
three-months  ended  September  30,  2000,  an  increase of $87,000 or 3.9% over
operating income of $2.2 million for the three-months  ended September 30, 1999.
Operating  income  as a  percentage  of net  sales  decreased  to 10.2%  for the
three-months  ended  September 30, 2000 from 10.9% in the  comparable  period in
1999.  The increase in  operating  income was  attributable  to the $1.5 million
increase in gross profit which was substantially  offset by the increase of $1.5
million in operating expenses.  The decrease in operating income as a percentage
of net sales was primarily attributable to the increase in selling,  general and
administrative expenses as a percentage of net sales.

         Net Nonoperating  Expense. Net nonoperating expense was $74,000 for the
three-months  ended  September  30,  2000,  an  increase  of  $80,000  from  net
nonoperating income of $6,000 for the three-months ended September 30, 1999. Net
nonoperating  expense  consists of interest and  financing  expense and interest
income.  Interest and financing  expense was $77,000 for the three-months  ended
September 30, 2000 as compared to $35,000 for the comparable period in 1999. The
increase  in  interest  and  financing  expense was  primarily  attributable  to
interest incurred on increased borrowings under the Company's line of credit for
working  capital and borrowings in connection  with the acquisition of BSNBC and
interest  incurred in connection with the capital leases entered into.  Interest
income was $3,000 for the three-months  ended September 30, 2000, as compared to
interest income of $41,000 during the comparable period in 1999. The decrease in
interest income is attributable to a decrease in cash available for investing in
interest bearing securities.

         Provision for Income Taxes. Provision for income taxes was $880,000 for
the  three-months  ended  September  30,  2000,  a decrease of $21,000  over the
provision for income taxes of $902,000 for the  comparable  period in 1999.  The
effective tax rate for the  three-months  ended  September 30, 2000 was 39.2% as
compared  to 40.3%  for the  comparable  period  in 1999.  The  decrease  in the
effective  tax rate is  attributable  to a decrease in the  provision for income
taxes due to a refund of certain taxes paid in the prior year.

         Net  Income.  Net  income was  $1,365,000  for the  three-months  ended
September 30, 2000,  compared to net income of $1,337,000  for the  three-months
ended  September 30, 1999,  an increase of $28,000 or 2.1%.  The increase in net
income  consists of an increase in  operating  income of $87,000 and decrease in
provision for income taxes of $21,000 which was partially  offset by an increase
in net interest and financing expense of $80,000.


                                        11

<PAGE>


Results of Operations For The Nine-months Ended September 30, 2000 Compared to 
The Nine-months Ended September 30, 1999

         Net Sales. For the nine-months ended September 30, 2000, net sales were
approximately $61.3 million, an increase of $6.5 million or 11.8% over the $54.9
million net sales for the nine-months  ended September 30, 1999. The increase in
net  sales  was  primarily  attributable  to  increased  sales of the  Company's
functional drinks in 8.2 oz. cans, the introduction of the Company's new line of
children's  multi-vitamin juice drinks in aseptic packaging which was introduced
in the third quarter of 1999, and increased  sales of apple juice.  The increase
in net sales was also  attributable,  to a lesser extent,  to increased sales of
Natural  Sodas  and the  introduction  of Super  Smoothies  in cans in the third
quarter of 1999, the introduction of Healthy Start in glass bottles in the first
quarter of 2000 and the  introduction  of Hard e, an  alcoholic  malt  beverage,
fruit and grain bars and  functional  cereals in the third quarter of 2000.  The
increase in net sales was partially  offset by decreased  sales of Healthy Start
in P.E.T.  bottles,  Smoothies in cans, P.E.T. and glass bottles,  and Signature
Sodas.

         Gross Profit.  Gross profit was $28.9 million for the nine-months ended
September  30, 2000, an increase of $3.1 million or 11.8% over the $25.8 million
gross profit for the  nine-months  ended  September 30, 1999.  Gross profit as a
percentage  of net  sales  remained  consistent  at 47.1% of net  sales  for the
nine-months  ended  September  30, 2000 and 1999  respectively.  The increase in
gross profit was primarily attributable to increased net sales.

         Total Operating  Expenses.  Total operating expenses were $22.6 million
for the  nine-months  ended  September  30, 2000, an increase of $2.9 million or
15.0% over total operating  expenses of $19.6 million for the nine-months  ended
September  30,  1999.  Total  operating  expenses as a  percentage  of net sales
increased to 36.8% for the  nine-months  ended September 30, 2000 from 35.8% for
the  nine-months  ended  September  30, 1999.  The  increase in total  operating
expenses and total operating expenses as a percentage of net sales was primarily
attributable to increased selling, general and administrative expenses.

         Selling, general and administrative expenses were $22.3 million for the
nine-months  ended September 30, 2000, an increase of $2.9 million or 15.2% over
selling,   general  and  administrative   expenses  of  $19.4  million  for  the
nine-months  ended  September  30,  1999.  Selling,  general and  administrative
expenses as a percentage  of net sales  increased  to 36.4% for the  nine-months
ended  September  30, 2000 from 35.3% for the  nine-months  ended  September 30,
1999. The increase in selling  expenses and selling  expenses as a percentage of
net sales was primarily  attributable to increases in distribution  (freight and
warehouse) costs,  promotional  allowances and  expenditures,  slotting fees and
expenditures  for merchandise  displays which was partially offset by a decrease
in  expenditures  for  in-store  demonstrations.  The  increase  in general  and
administrative  expenses and general and administrative expenses as a percentage
of net sales was primarily attributable to increased payroll, in part due to new
hires in anticipation of new and current product launches.

         Amortization  of trademark  license and trademarks was $248,000 for the
nine-months  ended  September  30,  2000,  an  increase of $23,000 or 10.2% over
amortization of trademark license and trademarks of $225,000 for the nine-months
ended September 30, 1999.

                                        12

<PAGE>


          Other expenses of $30,000 for the nine-months ended September 30, 1999
related to a  consulting  agreement  with a director of the Company that expired
during 1999.

         Operating  Income.  Operating income was $6,303,000 for the nine-months
ended September 30, 2000, an increase of $114,000 or 1.8% over operating  income
of $6,190,000 for the nine-months ended September 30, 1999.  Operating income as
a percentage of net sales decreased to 10.3% for the nine-months ended September
30, 2000 from 11.3% in the comparable  period in 1999. The increase in operating
income  was  primarily  attributable  to the  increase  in gross  profit of $3.1
million which was substantially  offset by the increase in operating expenses of
$2.9 million.  The decrease in operating income as a percentage of net sales was
primarily  attributable to the increase in selling,  general and  administrative
expenses as a percentage of net sales for the  nine-months  ended  September 30,
2000.

         Net Nonoperating Expense. Net nonoperating expense was $158,000 for the
nine-months  ended  September  30,  2000,  an  increase  of  $111,000  from  net
nonoperating  expense of $47,000 for the  nine-months  ended September 30, 1999.
Net  non-operating  expense  consists  of  interest  and  financing  expense and
interest income. Interest and financing expense was $169,000 for the nine-months
ended  September 30, 2000 as compared to $138,000 for the  comparable  period in
1999. The increase in interest and financing expense was primarily  attributable
to interest incurred on increased  borrowings under the Company's line of credit
for working  capital and amounts  borrowed in connection with the acquisition of
BSNBC and interest  incurred in connection with the capital leases entered into.
Interest  income was $11,000 for the  nine-months  ended  September 30, 2000, as
compared to interest income of $91,000 during the comparable period in 1999. The
decrease in interest  income is attributable to a decrease in cash available for
investing in interest bearing securities.

         Provision for Income Taxes.  Provision for income taxes was  $2,441,000
for the nine months  ended  September  30,  2000, a decrease of $16,000 over the
provision for income taxes of $2,457,000 for the comparable  period in 1999. The
effective  tax rate for the  nine-months  ended  September 30, 2000 was 39.7% as
compared  to 40.0%  for the  comparable  period  in 1999.  The  decrease  in the
effective  tax rate is  attributable  to a decrease in the  provision for income
taxes due to a refund of certain taxes paid in the prior year.

         Net  Income.  Net  income  was  $3,705,000  for the  nine-months  ended
September  30, 2000  compared to net income of  $3,686,000  for the  nine-months
ended  September  30, 1999.  The $19,000  increase in net income  consists of an
increase in operating  income of $114,000  and decrease in provision  for income
taxes of $16,000  which was offset by an increase  of $111,000 in non  operating
expenses.


                                        13

<PAGE>


Liquidity and Capital Resources

         As  of  September  30,  2000,  the  Company  had  working   capital  of
$12,708,000  compared to working  capital of $8,997,000 as of December 31, 1999.
The increase in working capital was primarily  attributable to net income earned
after  adjustments  for certain  noncash  expenses,  primarily  amortization  of
trademark  license and trademarks and depreciation and other  amortization.  The
increase in working  capital was partially  offset by repurchases by the Company
of the  Company's  common  stock,  acquisitions  of property and  equipment  and
increases in deposits and other assets.

         Net cash used in operating  activities was $819,000 for the nine-months
ended  September  30,  2000  as  compared  to net  cash  provided  by  operating
activities of $1,966,000 for the  comparable  period in 1999. For 2000, net cash
used  in  operating  activities  was  primarily  attributable  to  increases  in
operating assets and decreases in operating  liabilities  including increases in
accounts  receivable  and  inventories  and  increased  payments  on  account of
accounts  payable  and  accrued  compensation.  The  increase  in  cash  used in
operating activities was partially offset by an increase in accrued liabilities.

         Net  cash  used  in  investing   activities   was  $7,893,000  for  the
nine-months  ended  September 30, 2000 as compared to net cash used in investing
activities of $1,501,000 for the comparable  period in 1999. The increase in net
cash used in investing activities was primarily  attributable to the acquisition
of BSNBC as well as purchases of property and equipment.

         Net cash  provided  by  financing  activities  was  $6,828,000  for the
nine-months  ended  September 30, 2000 as compared to net cash used in financing
activities of $1,446,000 for the comparable  period in 1999. The increase in net
cash provided by financing activities was primarily attributable to borrowings
on the  Company's  line of credit  to  finance  the  acquisition  of BSNBC.  The
increase in net cash provided by financing  activities  was partially  offset by
repurchases by the Company of the Company's common stock and principal  payments
made in reduction of HBC's term loan.

         In 1997, HBC obtained a credit facility from  Comerica-Bank  California
("Comerica"),  consisting  of a revolving  line of credit of up to $3 million in
aggregate at any time  outstanding and a term loan of $4 million.  That facility
was  subsequently  modified  from  time to  time.  In the  third  quarter  ended
September  30, 2000,  the Company  entered into a  modification  agreement  with
Comerica  to amend  certain  agreements  under  the above  facility  in order to
finance the  acquisition  of BSNBC (Note 2),  payoff the term loan,  and provide
additional  working  capital   ("Modification   Agreement").   Pursuant  to  the
Modification  Agreement,  the  revolving  line of credit was  increased to $12.0
million,  reducing to $6.0  million by September  2004.  The  revolving  line of
credit remains of full force and effect through  September  2005.  Further,  the
rate of interest payable by the Company on advances under the line of credit are
based on the bank's base (prime) rate, plus an additional amount of up to .5% or
the bank's LIBOR rate, plus an additional  amount of up to 2.5%,  depending upon
certain financial ratios of the Company from time to time.

                                        14

<PAGE>
         The initial use of proceeds under the Modification Agreement was to pay
$6.5  million to the seller in  connection  with the  acquisition  of BSNBC,  to
payoff the  remaining  $807,000  balance  due under the term loan and to finance
working capital. The Company's borrowings on the line of credit at September 30,
2000 were $8,286,000.

         The  Modification  Agreement  imposes  quarterly  and annual  financial
covenants requiring the Company to maintain certain financial ratios and achieve
certain  levels of annual  income.  The  Modification  Agreement  also  contains
certain  non-financial  covenants.  At September  30,  2000,  the Company was in
compliance with all covenants.

         In the third quarter ended September 30, 2000, the Company entered into
capital  leases for the  acquisition of certain fixed assets having a cost value
of $544,000,  payable  over a five-year  period.  The  effective  interest  rate
payable under such capital leases is 8.8%.

         Increases  in  accounts   receivable,   the  acquisition  of  increased
inventory,  property and  equipment,  increases  in deposits  and other  assets,
repayment of the Company's  long-term debt,  repurchases of the Company's common
stock,  as well as HBC's  acquisition  and  development  plans are,  and for the
foreseeable future are, expected to remain HBC's principle recurring use of cash
and  working  capital  funds.  Management,  from  time to  time,  considers  the
acquisition of capital equipment,  particularly  coolers,  merchandise displays,
vans and promotional  vehicles,  trademarks,  and businesses compatible with the
image of the Hansen's(R)  brand as well as the  development and  introduction of
new product lines. The Company may require  additional capital resources for, or
in  connection  with,  such  activities  depending  upon the  cash  requirements
relating  thereto.  Any such  activities  will also be  subject to the terms and
restrictions of HBC's credit facilities.

         Management  believes  that  cash  generated  from  operations  and  the
Company's cash resources and amounts available under HBC's line of credit,  will
be  sufficient  to meet its  working  capital  requirements  in the  foreseeable
future,  including  purchase  commitments  for raw  materials,  debt  servicing,
expansion and  development  needs as well as any purchases of capital  assets or
equipment and repurchases of the Company's common stock.

Forward Looking Statements

         The Private Security Litigation Reform Act of 1995 (the "Act") provides
a safe  harbor  for  forward  looking  statements  made by or on  behalf  of the
Company. The Company and it's representatives may from time to time make written
or oral  forward  looking  statements,  including  statements  contained in this
report and other  filings with the  Securities  and Exchange  Commission  and in
reports to  shareholders  and  announcements.  Certain  statements  made in this
report,  including  certain  statements  made  in  management's  discussion  and
analysis,  may  constitute  forward  looking  statements  (within the meaning of
Section  27.A of the  Securities  Act 1933 as amended  and  Section  21.E of the
Securities  Exchange Act of 1934,  as amended)  regarding  the  expectations  of
management  with  respect to  revenues,  profitability,  adequacy  of funds from
operations and the Company's  existing credit facility,  among other things. All
statements  which address  operating  performance,  events or developments  that
management  expects or  anticipates  will or may occur in the  future  including
statements related to new products, volume growth, revenues, profitability,

                                        15

<PAGE>

adequacy  of  funds  from  operations,  and/or  the  Company's  existing  credit
facility,  earnings per share growth,  statements  expressing  general  optimism
about future operating results and  non-historical  Year 2000  information,  are
forward looking statements within the meaning of the Act.

Management  cautions that these  statements  are qualified by their terms and/or
important  factors,  many of which are outside  the control of the Company  that
could cause actual results and events to differ  materially  from the statements
made including, but not limited to, the following:

o    Company's  ability to  generate  sufficient  cash flows to support  capital
     expansion plans and general operating activities;
o    Changes  in  consumer preferences;  
o    Changes in demand that are weather related,  particular in areas outside of
     California;  
o    Competitive  products and pricing  pressures and the  Company's  ability to
     gain or maintain  share of sales in the  marketplace as a result of actions
     by competitors;
o    The introduction of new products;
o    Laws and  regulations,  and/or any changes  therein,  including  changes in
     accounting standards,  taxation  requirements  (including tax rate changes,
     new tax laws and revised tax law interpretations) and environmental laws as
     well as the Federal  Food Drug and  Cosmetic  Act,  the Dietary  Supplement
     Health and Education Act, and regulations  made thereunder or in connection
     therewith,  especially those that may affect the way in which the Company's
     products  are  marketed  as well as laws and  regulations  or rules made or
     enforced by the Food and Drug Administration;
o    Changes in the cost and  availability  of raw  materials and the ability to
     maintain favorable supply arrangements and relationships and procure timely
     and/or adequate production of all or any of the Company's products;
o    The Company's ability to achieve earnings forecasts,  which may be based on
     projected  volumes and sales of many  product  types  and/or new  products,
     certain of which are more profitable than others. There can be no assurance
     that the Company will achieve projected levels or mixes of product sales;
o        The Company's ability to penetrate new markets;
o    The marketing  efforts of distributors of the Company's  products,  most of
     which  distribute  products that are  competitive  with the products of the
     Company;
o    Unilateral  decisions by  distributors,  grocery  chains,  specialty  chain
     stores, club stores and other customers to discontinue  carrying all or any
     of the Company's products that they are carrying at any time;
o    The terms and/or  availability of the Company's  credit  facilities and the
     actions of it's creditors;
o    The  effectiveness  of the Company's  advertising, marketing and 
     promotional  programs;  
o    Adverse weather conditions,  which could reduce  demand  for the  Company's
     products;  
o    The Company's  ability to make suitable  arrangements for the co-packing of
     its  functional  drinks in 8.2-ounce  slim cans and Smoothies in 11.5-ounce
     cans.

The foregoing list of important factors is not exhaustive.

                                        16

<PAGE>


Inflation

         The Company does not believe that inflation has a significant impact on
the Company's results of operations for the periods presented.

                                        17

<PAGE>




 
                          PART II - OTHER INFORMATION



         Items 1 - 5.     Not Applicable


         Item 6.          Exhibits and Reports on Form 8-K

                 (a)      Exhibits - See Exhibit Index

                 (b)      Reports on Form 8-K

                          The Company  filed a Current  Report on Form 8-k dated
                          September  20,  2000,  with  regards to the  Company's
                          acquisition  of  certain  assets  of Blue Sky  Natural
                          Beverage Co., a New Mexico corporation.






                                   SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                        HANSEN NATURAL CORPORATION
                                        Registrant


Date:   November 9, 2000
                                        /s/ Rodney C. Sacks
                                        Chairman of the Board
                                        and Chief Executive Officer


Date:   November 9, 2000
                                        /s/ Hilton H. Schlosberg
                                        Vice Chairman of the Board,
                                        President, Chief Operating Officer,
                                        Chief Financial Officer and Secretary


                                        18

<PAGE>




                                  EXHIBIT INDEX



Exhibit 27                Financial Data Schedule


                                        19





<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
CONSOLIDATED  BALANCE SHEETS AND CONSOLIDATED  STATEMENTS OF OPERATIONS FOUND ON
PAGES 3 AND 4 OF THE  COMPANY'S  FORM 10-Q FOR THE QUARTER,  AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. </LEGEND>

       
<S>                                          <C>
<PERIOD-TYPE>                                      3-MOS
<FISCAL-YEAR-END>                            DEC-31-2000
<PERIOD-START>                               JUL-01-2000
<PERIOD-END>                                 SEP-30-2000
<CASH>                                           125,144
<SECURITIES>                                           0
<RECEIVABLES>                                 10,589,491
<ALLOWANCES>                                   3,228,182
<INVENTORY>                                   10,777,659
<CURRENT-ASSETS>                              20,033,275
<PP&E>                                         2,338,176
<DEPRECIATION>                                 1,071,267
<TOTAL-ASSETS>                                39,212,051
<CURRENT-LIABILITIES>                          7,325,714
<BONDS>                                                0
<PREFERRED-MANDATORY>                                  0
<PREFERRED>                                            0
<COMMON>                                          50,677
<OTHER-SE>                                    21,806,718
<TOTAL-LIABILITY-AND-EQUITY>                  39,212,051
<SALES>                                       22,701,624
<TOTAL-REVENUES>                              22,704,541
<CGS>                                         11,723,298
<TOTAL-COSTS>                                  8,658,793
<OTHER-EXPENSES>                                       0
<LOSS-PROVISION>                                       0
<INTEREST-EXPENSE>                                76,873
<INCOME-PRETAX>                                2,245,577
<INCOME-TAX>                                     880,389
<INCOME-CONTINUING>                            1,365,188
<DISCONTINUED>                                         0
<EXTRAORDINARY>                                        0
<CHANGES>                                              0
<NET-INCOME>                                   1,365,188
<EPS-BASIC>                                        .14
<EPS-DILUTED>                                        .13
        


</TABLE>