Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
FENSTERMACHER STEPHEN D
   2. Issuer Name and Ticker or Trading Symbol
MANNATECH INC [MTEX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Co-CEO/CFO
(Last)
(First)
(Middle)
600 S ROYAL LANE, SUITE 200		 3. Date of Earliest Transaction (Month/Day/Year)
08/13/2010
(Street)

COPPELL, TX 75019		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Right to Purchase Common Stock $ 7.31 08/13/2010   D     6,000   (1) 09/05/2017 Common Stock, Par Value $0.0001 per share 6,000 $ 0 (8) 266,000 D  
Right to Purchase Common Stock $ 6.39 08/13/2010   D     6,000   (2) 02/21/2018 Common Stock, Par Value $0.0001 per share 6,000 $ 0 (9) 260,000 D  
Right to Purchase Common Stock $ 3.53 08/13/2010   D     75,000   (3) 02/17/2019 Common Stock, Par Value $0.0001 per share 75,000 $ 0 (10) 185,000 D  
Right to Purchase Common Stock $ 3.1 08/13/2010   D     75,000   (4) 12/21/2019 Common Stock, Par Value $0.0001 per share 75,000 $ 0 (11) 110,000 D  
Right to Purchase Common Stock $ 2.69 08/13/2010   D     50,000   (5) 10/31/2011 Common Stock, Par Value $0.0001 per share 50,000 $ 0 (12) 60,000 D  
Right to Purchase Common Stock $ 2.63 08/13/2010   D     50,000   (6) 08/22/2010 Common Stock, Par Value $0.0001 per share 50,000 $ 0 (13) 10,000 D  
Right to Purchase Common Stock $ 2.5 08/13/2010   D     10,000   (7) 11/19/2018 Common Stock, Par Value $0.0001 per share 10,000 $ 0 (14) 0 D  
Right to Purchase Common Stock $ 2.46 08/16/2010   A   191,816     (15) 08/15/2020 Common Stock, Par Value $0.0001 per share 191,816 $ 0 191,816 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FENSTERMACHER STEPHEN D
600 S ROYAL LANE
SUITE 200
COPPELL, TX 75019		       Co-CEO/CFO  

Signatures

 Stephen D. Fenstermacher, Co-CEO and CFO   08/17/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The option provided for vesting in three equal annual installments beginning September 6, 2008.
(2) The option provided for vesting in three equal annual installments beginning February 22, 2009.
(3) The option provided for vesting in three equal annual installments beginning February 18, 2010.
(4) Options Vest 1/3 immediately, 1/3 on December 22, 2010, and 1/3 December 22, 2011.
(5) The option provided for vesting in three equal annual installments beginning November 1, 2002.
(6) The option provided for vesting in three equal annual installments beginning August 23, 2001.
(7) The option provided for vesting in three equal annual installments beginning November 20, 2009.
(8) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 6,000 shares of Mannatech common stock granted to the reporting person on September 6, 2007. In exchange, the reporting person received a replacement option, for 3,440 shares, having an exercise price of $2.46 a share.
(9) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 6,000 shares of Mannatech common stock granted to the reporting person on February 22, 2008. In exchange, the reporting person received a replacement option, for 3,745 shares, having an exercise price of $2.46 a share.
(10) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 75,000 shares of Mannatech common stock granted to the reporting person on February 18, 2009. In exchange, the reporting person received a replacement option, for 64,432 shares, having an exercise price of $2.46 a share.
(11) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 75,000 shares of Mannatech common stock granted to the reporting person on December 22, 2009. In exchange, the reporting person received a replacement option, for 68,306 shares, having an exercise price of $2.46 a share.
(12) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 50,000 shares of Mannatech common stock granted to the reporting person on November 1, 2001. In exchange, the reporting person received a replacement option, for 23,752 shares, having an exercise price of $2.46 a share.
(13) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 50,000 shares of Mannatech common stock granted to the reporting person on August 23, 2000. In exchange, the reporting person received a replacement option, for 18,181 shares, having an exercise price of $2.46 a share.
(14) On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 10,000 shares of Mannatech common stock granted to the reporting person on November 20, 2008. In exchange, the reporting person received a replacement option, for 9,960 shares, having an exercise price of $2.46 a share.
(15) The option vests in three equal annual installments beginning August 16, 2011.

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