NATHANS FAMOUS, INC. — Director's Dealing 2012

Feb 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATHANS FAMOUS INC (NATH)
CIK: 0000069733
Period of Report: 2012-02-17

Reporting Person: Watts Randy (VP - Franchise Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-17	Common Stock	M	3000	$5.62	Acquired	4600	Direct
2012-02-17	Common Stock	S	600	$20.92	Disposed	4000	Direct
2012-02-17	Common Stock	S	99	$20.93	Disposed	3901	Direct
2012-02-17	Common Stock	S	403	$20.97	Disposed	3498	Direct
2012-02-17	Common Stock	S	400	$21.00	Disposed	3098	Direct
2012-02-17	Common Stock	S	100	$21.01	Disposed	2998	Direct
2012-02-17	Common Stock	S	98	$21.11	Disposed	2900	Direct
2012-02-17	Common Stock	S	200	$21.15	Disposed	2700	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-06-15	Employee Stock Option (Right to Buy)	$5.62	M	3000	Acquired	2014-06-14	Common Stock (3000)	Direct

Footnotes

F1: Shares acquired pursuant to the Issuer's 2002 Stock Incentive Plan.

F2: Options acquired pursuant to the Issuer's 2002 Stock Incentive Plan.

F3: Such options were part of a grant of 10,000 options on 6/15/2004 which vested over a three-year period commencing on 6/15/2005.