Ownership Submission
FORM 4
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

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 *
BIONDI FRANK
   2. Issuer Name and Ticker or Trading Symbol
HASBRO INC [HAS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O WATERVIEW ADVISORS LLC, 110 N. ROCKINGHAM AVE		 3. Date of Earliest Transaction (Month/Day/Year)
12/31/2010
(Street)

LOS ANGELES, CA 90049		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Stock (Par Value $.50 per share) 04/19/2010   J(1) V 3,784 A $ 0 14,430 D  
Common Stock (Par Value $.50 per share)               3,760 I By GRAT

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(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
Phantom Stock Units (2) $ 0 (3) 12/31/2010   A   32     (4)   (4) Common Stock 32 $ 47.18 6,135 D  
Options (Right to Buy) (5) $ 18.765 04/19/2010   J(6) V 1,496     (7) 04/30/2015 Common Stock 1,496 $ 0 1,496 D  
Options (Right to Buy) (5) $ 17.0005 04/19/2010   J(6) V 3,077     (8) 02/05/2012 Common Stock 3,077 $ 0 3,077 D  
Options (Right to Buy) (5) $ 19.14 04/19/2010   J(6) V 1,503     (9) 04/30/2014 Common Stock 1,503 $ 0 1,503 D  
Options (Right to Buy) (5) $ 15.875 04/19/2010   J(6) V 1,708     (10) 05/13/2013 Common Stock 1,708 $ 0 1,708 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BIONDI FRANK
C/O WATERVIEW ADVISORS LLC
110 N. ROCKINGHAM AVE
LOS ANGELES, CA 90049		   X      

Signatures

 Tarrant Sibley, p/o/a for Frank Biondi, Jr.   01/04/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) On October 9, 2008, Mr. Biondi contributed 7,544 shares of common stock to grantor retained annuity trusts and voluntarily reported the transaction as a transfer of direct to indirect ownership. On April 19, 2010, annuity payments were made to Mr. Biondi from the grantor retained annuity trusts resulting in the direct ownership of 3,784 of the shares previously reported as owned by the grantor retained annuity trusts.
(2) All of the phantom stock units were acquired pursuant to the Hasbro, Inc. Deferred Compensation Plan for Non-Employee Directors in compliance with Rule 16b-3.
(3) Units correspond 1 for 1 with common stock.
(4) Units are settled only in cash and are payable after the reporting person ceases to be a director.
(5) The options were granted pursuant to the 2003 Stock Option Plan for Non-Employee Directors.
(6) On October 9, 2008, Mr. Biondi contributed options to purchase 29,250 shares of common stock to grantor retained annuity trusts and voluntarily reported the transaction as a transfer of direct to indirect ownership. On April 19, 2010, annuity payments were made to Mr. Biondi from the grantor retained annuity trusts resulting in the direct ownership of a portion of the options previously reported as owned by the grantor retained annuity trusts.
(7) 33 1/3% of the options became exercisable on each of May 1, 2006, May 1, 2007 and May 1, 2008.
(8) 20% of the options became exercisable on each of February 5, 2003, February 5, 2004, February 5, 2005, February 5, 2006 and February 5, 2007.
(9) 33 1/3% of the options became exercisable on each of May 1, 2005, May 1, 2006 and May 1, 2007.
(10) 33 1/3% of the options became exercisable on each of May 1, 2004, May 1, 2005 and May 1, 2006.

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