SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SIMONE THOMAS

(Last)

(First)

(Middle)

811 WILD OAK DRIVE

(Street)

SANTA ROSA

95409

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SPECTRUM ORGANIC PRODUCTS INC [ SPOP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/05/2004

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
No par value common stock								160,000	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock Purchase Warrants (right to buy)⁽¹⁾	$0.3125	02/15/2001		A		160,000		02/15/2001	02/15/2006	Common Stock	160,000	$0.3125	160,000	D
Non-Qualified Stock Options (right to buy)	$0.25	05/02/2001		A		100,000		05/02/2003⁽²⁾	05/02/2011	Common Stock	100,000	$0.25	100,000	D
Non-Qualified Stock Options (right to buy)	$0.25	02/28/2002		A		100,000		02/28/2004⁽²⁾	02/28/2012	Common Stock	100,000	$0.25	100,000	D
Non-Qualified Stock Options (right to buy)	$0.305	02/26/2003		A		40,000		02/26/2005⁽²⁾	02/26/2013	Common Stock	40,000	$0.305	40,000	D
Non-Qualified Stock Options (right to buy)	$0.5	07/29/2003		A		2,500		07/29/2005⁽²⁾	07/29/2013	Common Stock	2,500	$0.5	2,500	D
Non-Qualified Stock Options (right to buy)	$0.85	03/24/2004		A		67,500		03/24/2006⁽²⁾	03/24/2014	Common Stock	67,500	$0.85	67,500	D
Non-Qualified Stock Options (right to buy)	$0.61	11/05/2004		A		3,750		11/05/2006⁽²⁾	11/05/2014	Common Stock	3,750	$0.61	3,750	D

Explanation of Responses:

1. These common stock purchase warrants were granted in connection with the purchase of 160,000 shares of restricted common stock at the closing market price for unrestricted common stock on that date.

2. One-third vested immediately with ratable annual vesting of balance over two years, subject to certain accelerations as defined in the Plan.

	Thomas B. Simone	11/15/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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