HASBRO, INC. — Director's Dealing 2011

Jul 5, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HASBRO INC (HAS)
CIK: 0000046080
Period of Report: 2011-06-30

Reporting Person: BATKIN ALAN R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-30	Phantom Stock Units	$0	A	1043	Acquired		Common Stock (1043)	Direct

Footnotes

F1: All of the phantom stock units were acquired pursuant to the Hasbro, Inc. Deferred Compensation Plan for Non-Employee Directors (the "Plan") in compliance with Rule 16b-3.

F2: Units correspond 1 for 1 with common stock.

F3: Units are settled only in cash and are payable after the reporting person ceases to be a director.

F4: Vesting of 31 units will occur on the earlier of 12/31/2011 (provided reporting person is still a director as of such date) and the death, disability or retirement (after age 72) of the reporting person. Vesting of 31 units will occur on the earlier of 12/31/2012 (provided reporting person is still a director as of such date) and the death, disability or retirement (after age 72) of the reporting person. The remainder of the units are immediately vested.

F5: Does not include 3,055 units acquired by the reporting person pursuant to the Plan prior to August 15, 1996.