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HASBRO, INC. Director's Dealing 2009

Jan 5, 2009

30569_dirs_2009-01-05_3e6d1fcd-ba14-4f90-82c7-8c08f0770b02.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HASBRO INC (HAS)
CIK: 0000046080
Period of Report: 2008-12-31

Reporting Person: BIONDI FRANK (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-10-09 Common Stock (Par value $.50 per share) J 7544 Disposed 7544 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-12-31 Phantom Stock Units $0 A 40 Acquired Common Stock (40) Direct
2008-10-09 Options (Right to Buy) $17.0005 J 11250 Disposed 2012-02-05 Common Stock (11250) Indirect
2008-10-09 Options (Right to Buy) $15.875 J 6000 Disposed 2013-05-13 Common Stock (6000) Indirect
2008-10-09 Options (Right to Buy) $19.14 J 6000 Disposed 2014-04-30 Common Stock (6000) Indirect
2008-10-09 Options (Right to Buy) $18.765 J 6000 Disposed 2015-04-30 Common Stock (6000) Indirect

Footnotes

F1: These shares were previously reported as directly beneficially owned but were contributed to grantor retained annuity trusts on October 9, 2008 and is/are now indirectly held by Mr. Biondi.

F2: All of the phantom stock units were acquired pursuant to the Hasbro, Inc. Deferred Compensation Plan for Non-Employee Directors in accordance with Section 16b-3.

F3: Units correspond 1-for-1 with common stock.

F4: Units are settled only in cash and are payable after the reporting person ceases to be a director.

F5: The options were granted pursuant to the 2003 Stock Option Plan for Non-Employee Directors.

F6: 20% of these options became exercisable on the first anniversary of the date of the grant and 20% became exercisable on each anniversary thereafter until fully exercised.

F7: 33 1/3% of these options became exercisable on May 1, 2004 and an additional 33 1/3 became exercisable on each of May 1, 2005 and May 1, 2006.

F8: 33 1/3% of these options became exercisable on May 1, 2005 and an additional 33 1/3 became exercisable on each of May 1, 2006 and May 1, 2007.

F9: 33 1/3% of these options became exercisable on May 1, 2006 and an additional 33 1/3 became exercisable on each of May 1, 2007 and May 1, 2008.