NATHANS FAMOUS, INC. — Director's Dealing 2006

Aug 30, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATHANS FAMOUS INC (NATH)
CIK: 0000069733
Period of Report: 2006-08-30

Reporting Person: PETROCELLI ATTILIO (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-08-30	Common Stock	M	10000	$3.20	Acquired	83500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-08-30	2001 Stock Option Plan (Right to Buy)	$3.20	M	10000	Disposed	2006-10-30	Common Stock (30000)	Direct

Footnotes

F1: Options became exercisable to the extent of one-third of the number of shares on each of October 31, 2002, October 31, 2003 and October 31, 2004.

F2: Does not include options to purchase 17,500 shares under the 1998 Stock Option Plan and options to purchase 15,000 shares under the 2002 Stock Incentive Plan.