FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Milsten Scott 		2. Issuer Name and Ticker or Trading Symbol

SCHIFF NUTRITION INTERNATIONAL, INC. [ SHF ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP, GC & Secretary
(Last)          (First)          (Middle)

2002 S 5070 W 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/17/2012
(Street)

SALT LAKE CITY, UT 84104-4726
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
STOCK OPTION (RIGHT TO BUY)   $11.31   12/17/2012     D         150000   (1)     (1)   (1) CLASS A COMMON STOCK   150000     (1) 0   D    

Explanation of Responses:
( 1)  In connection with that certain Agreement and Plan of Merger by and among the Issuer, Reckitt Benckiser LLC, Ascot Acquisition Corp., and Reckitt Benckiser Group plc, dated November 21, 2012 (the "Merger Agreement"), each option to purchase shares ("Shares") of Class A common stock, par value $0.01 per Share, of the Issuer that had not been exercised and tendered into the tender offer was fully accelerated (to the extent not already vested) as of the Offer Acceptance Time (as defined in the Merger Agreement), cancelled in the Merger (as defined in the Merger Agreement) and converted into the right to receive a cash payment equal to the excess of $42.00 over the exercise price per Share previously subject to such option multiplied by the number of Shares previously subject to such option (without interest and less any applicable withholding tax).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Milsten Scott
2002 S 5070 W
SALT LAKE CITY, UT 84104-4726

SVP, GC & Secretary

Signatures
/s/ Scott Milsten 12/17/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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