Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BASONE MICHAEL
 2. Date of Event Requiring Statement (Month/Day/Year)
05/06/2008		 3. Issuer Name and Ticker or Trading Symbol
WEIGHT WATCHERS INTERNATIONAL INC [WTW]
(Last)
(First)
(Middle)
11 MADISON AVENUE, 17TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President of WW.com & CTO
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10010		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) 05/22/2007(1) 05/22/2016 Common Stock 42,000 $ 42.08 D  
Non-Qualified Stock Option (right to buy) 03/28/2011(2) 03/28/2018 Common Stock 22,500 $ 47.05 D  
Non-Qualified Stock Option (right to buy) 03/14/2009(3) 03/14/2018 Common Stock 11,250 $ 47.1 D  
Non-Qualified Stock Option (right to buy) 03/12/2010(4) 03/12/2017 Common Stock 12,000 $ 47.49 D  
Non-Qualified Stock Option (right to buy) 07/14/2006(5) 07/14/2010 Common Stock 7,500 $ 53.03 D  
Non-Qualified Stock Option (right to buy) 07/14/2006(6) 07/14/2015 Common Stock 15,000 $ 53.03 D  
Restricted Stock Unit Award 07/14/2006(7) 07/14/2008 Common Stock 208 $ 0 D  
Restricted Stock Unit Award 01/15/2009(8) 01/15/2009 Common Stock 5,500 $ 0 D  
Restricted Stock Unit Award 03/12/2010(9) 03/12/2010 Common Stock 1,000 $ 0 D  
Restricted Stock Unit Award 07/14/2006(10) 07/14/2010 Common Stock 750 $ 0 D  
Restricted Stock Unit Award 03/28/2011(11) 03/28/2011 Common Stock 1,875 $ 0 D  
Restricted Stock Unit Award 05/22/2007(12) 05/22/2011 Common Stock 9,500 $ 0 D  
Restricted Stock Unit Award 03/14/2009(13) 03/14/2013 Common Stock 938 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BASONE MICHAEL
11 MADISON AVENUE
17TH FLOOR
NEW YORK, NY 10010		       President of WW.com & CTO  

Signatures

Michael Basone 05/16/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Non-Qualified Stock Options for 52,500 shares were granted on May 22, 2006 with a five year vesting schedule. 10,500 shares (20%) vested on May 22, 2007. 10,500 shares (20%) will vest on May 22, 2008; 10,500 shares (20%) will vest on May 22, 2009; 10,500 shares (20%) will vest on May 22, 2010; and 10,500 shares (20%) will vest on May 22, 2011.
(2) Non-Qualified Stock Options for 22,500 shares were granted on March 28, 2008. The grant will vest 100% on March 28, 2011.
(3) Non-Qualified Stock Options for 11,250 shares were granted on March 14, 2008 with a five year vesting schedule. 2,250 options (20%) will vest on March 14, 2009; 2,250 options (20%) will vest on March 14, 2010; 2,250 options (20%) will vest on March 14, 2011; 2,250 options (20%) will vest on March 14, 2012; and 2,250 options (20%) will vest on March 14, 2013.
(4) Non-Qualified Stock Options for 12,000 shares were granted on March 12, 2007. The grant will vest 100% on March 12, 2010.
(5) Non-Qualified Stock Options for 7,500 shares were granted on July 14, 2005 with a three year vesting schedule. 2,500 options (one-third) vested on July 14, 2006 and 2,500 options (one-third) vested on July 14, 2007. 2,500 options (one-third) will vest on July 14, 2008.
(6) Non-Qualified Stock Options for 15,000 shares were granted on July 14, 2005 with a five year vesting schedule. 3,000 options (20%) vested on July 14, 2006 and 3,000 options (20%) vested on July 14, 2007. 3,000 options (20%) will vest on July 14, 2008; 3,000 options (20%) will vest on July 14, 2009; and 3,000 options (20%) will vest on July 14, 2010.
(7) 625 Restricted Stock Units were granted on July 14, 2005 with a three year vesting schedule. 209 shares (one-third) vested on July 14, 2006 and 208 shares (one-third) vested on July 14, 2007. 208 shares (one-third) will vest on July 14, 2008.
(8) 5,500 Restricted Stock Units were granted on March 10, 2006. The grant will vest 100% on January 15, 2009.
(9) 1,000 Restricted Stock Units were granted on March 12, 2007. The grant will vest 100% on March 12, 2010.
(10) 1,250 Restricted Stock Units were granted on July 14, 2005 with a five year vesting schedule. 250 shares (20%) vested on July 14, 2006 and 250 shares (20%) vested on July 14, 2007. 250 shares (20%) will vest on July 14, 2008; 250 shares (20%) will vest on July 14, 2009; and 250 shares (20%) will vest on July 14, 2010.
(11) 1,875 Restricted Stock Units were granted on March 28, 2008. The grant will vest 100% on March 28, 2011.
(12) 7,500 Restricted Stock Units were granted on May 22, 2006 with a five year vesting schedule. 1,500 shares (20%) vested on May 22, 2007. 1,500 shares (20%) will vest on May 22, 2008; 1,500 shares (20%) will vest on May 22, 2009; 1,500 shares (20%) will vest on May 22, 2010; and 1,500 shares (20%) will vest on May 22, 2011. Additionally, 4,375 Restricted Stock Units were granted on May 22, 2006 with a five year vesting schedule. 875 shares (20%) vested on May 22, 2007. 875 shares (20%) will vest on May 22, 2008; 875 shares (20%) will vest on May 22, 2009; 875 shares (20%) will vest on May 22, 2010; and 875 shares (20%) will vest on May 22, 2011.
(13) 938 Restricted Stock Units were granted on March 14, 2008 with a five year vesting schedule. 188 shares (20%) will vest on March 14, 2009; 188 shares (20%) will vest on March 14, 2010; 188 shares (20%) will vest on March 14, 2011; 187 shares (20%) will vest on March 14, 2012; and 187 shares (20%) will vest on March 14, 2013.

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