HERBALIFE LTD. — Director's Dealing 2010

Dec 15, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2010-12-13

Reporting Person: Fernandez Calero Miguel Angel (SVP/Managing Director Mexico)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-13	Common Stock	S	253	$69.35	Disposed	5661	Direct
2010-12-13	Common Stock	M	3780	$41.87	Acquired	9441	Direct
2010-12-13	Common Stock	D	2756	$68.31	Disposed	6685	Direct
2010-12-14	Common Stock	S	1024	$68.22	Disposed	5661	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-13	Stock Appreciation Rights	$41.87	M	3780	Disposed	2017-11-30	Common Stock (3780)	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 November 13, 2010.

F2: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested November 30, 2008, 20% vested November 30, 2009 and the remaining 60% vested on November 30, 2010.