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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* SCHLOSBERG HILTON H (Last) (First) (Middle) C/O HANSEN NATURAL CORP 550 MONICA CIRCLE, SUITE 201 (Street) CORONA CA 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) Vice Chairman and President
	3. Date of Earliest Transaction (Month/Day/Year) 12/01/2009
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								1,080,008	I	By Brandon Limited Partnership No. 1(1)
Common Stock								8,013,336	I	By Brandon Limited Partnership No. 2(1)
Common Stock								800,000	I	By HRS Holdings, L.P.(1)
Common Stock								4,080,000	I	By Hilrod Holdings L.P.(1)
Common Stock								121,894	I	By Hilrod Holdings II, L.P.(1)(3)
Common Stock								257,496	I	By Hilrod Holdings III, L.P.(1)(3)
Common Stock								258,870	I	By Hilrod Holdings IV, L.P.(1)(3)
Common Stock								124,214	I	By Hilrod Holdings V, L.P.(1)(3)
Common Stock								265,720	I	By Hilrod Holdings VI, L.P.(2)(3)
Common Stock								61,130	I	By Hilrod Holdings VII, L.P.(2)(3)
Common Stock								180,626	I	By Hilrod Holdings VIII, L.P.(2)(3)
Common Stock								173,801(4)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$0.446							(5)	07/12/2012	Common Stock	1,200,000		448,176	D
Employee Stock Option (right to buy)	$0.531							(5)	05/28/2013	Common Stock	1,200,000		860,324	D
Employee Stock Option (right to buy)	$6.588							(6)	03/23/2015	Common Stock	1,200,000		1,100,000	D
Employee Stock Option (right to buy)	$16.87							(7)	11/11/2015	Common Stock	600,000		600,000	D
Employee Stock Option (right to buy)	$31.72							(8)	06/02/2018	Common Stock	400,000		400,000	D
Employee Stock Option (right to buy)	$35.64	12/01/2009		A		250,000		(9)	12/01/2019	Common Stock	250,000	$0.00	250,000	D

Explanation of Responses:

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

2. The reporting person is one of the general partners of each of the following new limited partnerships, Hilrod Holdings VI, L.P., Hilrod Holdings VII, L.P. and Hilrod Holdings VIII, L.P.

3. Reflects the distribution of shares as the proceeds of an in-kind annuity payment from existing grantor retained annuity trusts. A portion of those shares were transferred to the new limited partnerships, which contributed their shares to new grantor retained annuity trusts. The remaining shares received from the in-kind annuity payments are directly beneficially owned by the reporting person.

4. The reporting person previously reported indirect beneficial ownership on an aggregate basis of the shares held by the limited partnerships. As a result of the in-kind annuity distributions, the total amount of shares directly and indirectly owned have been reduced by 173,801 shares.

5. The options are currently vested.

6. The options are currently vested with respect to 860,000 shares. The remaining options vest on March 23, 2010.

7. The options are currently vested with respect to 480,000 shares. The remaining options vest on November 11, 2010.

8. The options are currently vested with respect to 80,000 shares. The remaining options vest in four equal installments on June 2, 2010, 2011, 2012 and 2013.

9. Granted December 1, 2009 pursuant to the Company's 2001 Stock Options Plan (which is a Rule 16b-3(d)(1) plan) and Equity Grant Procedures. The options vest in five equal installments on December 1, 2010, 2011, 2012, 2013 and 2014.

	Hilton H. Schlosberg	12/03/2009
	** 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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