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 *   Henig Yair Steve 2. Date of Event Requiring Statement (Month/Day/Year) 05/01/2008 3. Issuer Name and Ticker or Trading Symbol HERBALIFE LTD. [HLF] (Last) (First) (Middle) 1800 CENTURY PARK EAST 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Scientific Officer 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) LOS ANGELES, CA 90067 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) Common Stock (1) 17,732 D Â

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 Option (Right to Buy)	  (2)	07/18/2015	Common Stock	45,000	$ 23.4	D	Â
Stock Appreciation Rights	  (3)	03/23/2016	Common Stock	31,500	$ 32.79	D	Â
Stock Appreciation Rights	  (4)	05/29/2017	Common Stock	26,083	$ 40.25	D	Â
Stock Appreciation Rights	  (5)	02/28/2018	Common Stock	20,906	$ 43.13	D	Â
Stock Appreciation Rights	  (6)	11/30/2016	Common Stock	5,000	$ 38.96	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Henig Yair Steve 1800 CENTURY PARK EAST LOS ANGELES, CA 90067	Â	Â	  Chief Scientific Officer	Â

Signatures

Vicki Tuchman by Power of Attorney		05/12/2008
**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)	Consists of grants of restricted stock units awarded under the Herbalife Ltd. 2005 Stock Incentive Plan, dividend equivalents accrued with respect to previous awards of restricted stock units granted under the Herbalife Ltd. 2005 Stock Incentive Plan, and personally owned shares.
(2)	Stock Appreciation Right vests in 5% quarterly increments commencing on September 30, 2005, and thereafter on the last day of each subsequent calendar quarter until the options become fully vested.
(3)	Stock Appreciation Right vests in 5% quarterly increments commencing on March 31, 2006, and thereafter on the last day of each subsequent calendar quarter until the options become fully vested.
(4)	Stock Appreciation Right vests in 20% increments commencing on May 29, 2008 and on May 29, 2009 with the remaining 60% increment vesting on May 29, 2010.
(5)	Stock Appreciation Right vests in 20% increments commencing on February 28, 2009 and on February 28, 2010 with the remaining 60% increment vesting on February 28, 2011.
(6)	Stock Appreciation Right vests in 5% quarterly increments commencing on December 31, 2006, and thereafter on the last day of each subsequent calendar quarter until the options become fully vested.

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