HENRY SCHEIN INC — Director's Dealing 2010

Mar 8, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HENRY SCHEIN INC (HSIC)
CIK: 0001000228
Period of Report: 2010-03-04

Reporting Person: RACIOPPI MICHAEL (SVP Chief Merchandising Offic.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-04	Common Stock, par value $0.01	M	15625	$20.41	Acquired	44593	Direct
2010-03-04	Common Stock, par value $0.01	S	15625	$56.34	Disposed	28968	Direct
2010-03-05	Common Stock, par value $0.01	D	198	$0.00	Disposed	28770	Direct
2010-03-05	Common Stock, par value $0.01	F	1873	$56.88	Disposed	26897	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-04	Stock Option (Right to Buy)	$20.41	M	15625	Disposed	2012-03-05	Common Stock, par value $0.01 (15625)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01	69	Indirect

Footnotes

F1: The price reflects a weighted average of sales made at prices ranging from $56.24 to $56.54 per share. The reporting person, upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, will provide full information regarding the number of shares sold at each separate price for this transaction.

F2: Represents the surrender of shares to the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the reporting person's March 5, 2007 grant of performance-based restricted stock.

F3: Acquired pursuant to the Issuer's 1994 Stock Incentive Plan, as amended.

F4: The option vested in three equal installments on each of March 5, 2003, March 5, 2004 and March 5, 2005.