HERBALIFE LTD. — Director's Dealing 2010

Apr 2, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2010-03-31

Reporting Person: Zimmer Thomas (SVP, North America)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-31	Common Stock	M	1250	$15.00	Acquired	14089	Direct
2010-03-31	Common Stock	S	1250	$46.08	Disposed	12839	Direct
2010-04-01	Common Stock	M	2250	$17.00	Acquired	15089	Direct
2010-04-01	Common Stock	S	2250	$47.00	Disposed	12839	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-31	Non-Qualified Stock Option (Right to Buy)	$15.00	M	1250	Disposed	2015-04-27	Common Stock (1250)	Direct
2010-04-01	Non-Qualified Stock Option (Right to Buy)	$17.00	M	2250	Disposed	2014-09-01	Common Stock (2250)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 21, 2009.

F2: This transaction was executed in multiple trades at prices ranging from $47.00 to $47.05. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: These options vested quarterly in increments of 1,250 from 06/30/2005 until fully vested.

F4: These options vested quarterly in 5% increments from 09/30/04 until fully vested.