Item 8.01. Other Events.

On July 6, 2009, The Hain Celestial Group, Inc. issued a press release announcing that it had reached an agreement with Pegasus Capital Advisors L.P. ("Pegasus") pursuant to which Pegasus acquired a controlling interest in Hain Pure Protein Corporation. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No. Description

99.1 Press Release dated July 6, 2009.

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