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 *
  Berlinski Donna
 2. Date of Event Requiring Statement (Month/Day/Year)
07/31/2013		 3. Issuer Name and Ticker or Trading Symbol
Sprouts Farmers Market, Inc. [SFM]
(Last)
(First)
(Middle)
11811 N.TATUM BLVD, SUITE 2400		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Controller
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PHOENIX, AZ 85028		 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
Stock Option (right to buy)   (1) 09/25/2018 Common stock, par value $0.001 per share ( 44,917 $ 3.3255 D  
Stock Option (right to buy)   (1) 09/25/2018 Common Stock 3,208 $ 1.0864 D  
Stock Option (right to buy)   (2) 09/25/2018 Common Stock 16,042 $ 1.0864 D  
Stock Option (right to buy)   (3) 09/25/2018 Common Stock 12,833 $ 1.0864 D  
Stock Option (right to buy)   (1) 07/23/2019 Common Stock 9,625 $ 6.0145 D  
Stock Option (right to buy)   (1) 07/23/2019 Common Stock 1,375 $ 3.7755 D  
Stock Option (right to buy)   (4) 07/23/2019 Common Stock 11,000 $ 3.7755 D  
Stock Option (right to buy)   (5) 07/23/2019 Common Stock 11,000 $ 3.7755 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Berlinski Donna
11811 N.TATUM BLVD
SUITE 2400
PHOENIX, AZ 85028		       Controller  

Signatures

Brandon F. Lombardi, Attorney-in-Fact for Donna Berlinski 07/31/2013
**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) Presently exercisable
(2) Options become exercisable in equal quarterly installments at the end of each calendar quarter through September 30, 2014.
(3) Options vest at the end of fiscal 2013 or fiscal 2014, provided certain corporate performance targets are met.
(4) Options become exercisable in equal quarterly installments at the end of each calendar quarter through June 30, 2015
(5) Options vest at the end of fiscal 2013, fiscal 2014 or fiscal 2015, provided certain corporate performance targets are met.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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