SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES AND EXCHANGE ACT OF 1934

August 31, 2009

Date of Report (Date of earliest event reported)

Schiff Nutrition International, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-14608	87-0563574
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
2002 South 5070 West Salt Lake City, Utah		84104-4726
(Address of principal executive offices)		(Zip Code)

(801) 975-5000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

q Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

q Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

q Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

q Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item. 1.01.  Entry into a Material Definitive Agreement.

On August 31, 2009, Schiff Nutrition Group, Inc., a Utah corporation and wholly-owned subsidiary of the registrant (“SNG”), entered into a Sales Agreement (the “Agreement”) with Aker BioMarine Antarctic AS (“Aker BioMarine”).

The Agreement provides for SNG’s purchase of its requirements of the key ingredient for its MegaRed® product.  Aker BioMarine has patents and patents pending relating to the key ingredient, and has granted SNG non-exclusive rights to market and sell the ingredient in certain classes of trade in the United States and certain other countries.  Aker ASA, a Norway corporation of which Aker BioMarine is a wholly-owned subsidiary, provides a limited guarantee of certain of Aker BioMarine’s supply obligations under the Agreement.

The term of the agreement extends to August 31, 2012, with automatic one-year extensions unless a party gives 6 months notice of non-renewal.  The Agreement may be terminated upon a party’s breach of the agreement and failure to cure the breach within a prescribed time period.

The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement incorporated by reference hereto as Exhibit 10.1.

Item. 9.01. Financial Statements and Exhibits

(d) Exhibits

10.1  Sales Agreement dated as of August 31, 2009 between Aker BioMarine Antarctic AS and Schiff Nutrition Group, Inc.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Schiff Nutrition International, Inc.
September 4, 2009	By:	/s/ Joseph W. Baty
		Name: Joseph W. Baty
		Title: Executive Vice President & Chief Financial Officer