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 *
  Eberly Kevin
 2. Date of Event Requiring Statement (Month/Day/Year)
05/07/2007		 3. Issuer Name and Ticker or Trading Symbol
WEIGHT WATCHERS INTERNATIONAL INC [WTW]
(Last)
(First)
(Middle)
11 MADISON AVENUE, 17TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, NACO
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10010		 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 3,260
D
 

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 Stock Option (right to buy) 08/09/2005(1) 08/09/2014 Common Stock 24,000 $ 37.59 D  
Non-Qualified Stock Option (right to buy) 12/29/2007(2) 03/11/2010 Common Stock 7,500 $ 42.36 D  
Non-Qualified Stock Option (right to buy) 01/24/2006(3) 01/24/2015 Common Stock 13,500 $ 45.37 D  
Non-Qualified Stock Option (right to buy) 03/12/2010(4) 03/12/2017 Common Stock 5,250 $ 47.49 D  
Restricted Stock Unit Award 12/29/2007(5) 12/29/2007 Common Stock 625 $ 0 D  
Restricted Stock Unit Award 01/15/2009(6) 01/15/2009 Common Stock 4,000 $ 0 D  
Restricted Stock Unit Award 08/09/2005(7) 08/09/2009 Common Stock 600 $ 0 D  
Restricted Stock Unit Award 01/24/2006(8) 01/24/2010 Common Stock 1,275 $ 0 D  
Restricted Stock Unit Award 03/12/2010(9) 03/12/2010 Common Stock 438 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Eberly Kevin
11 MADISON AVENUE
17TH FLOOR
NEW YORK, NY 10010		       EVP, NACO  

Signatures

Kevin Eberly 05/15/2007
**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) Options for 24,000 shares granted on August 9, 2004 vest on the following schedule: 20% on August 9, 2005, 20% on August 9, 2006, 20% on August 9, 2007, 20% on August 9, 2008 and 20% on August 9, 2009.
(2) Options for 7,500 shares granted on March 11, 2005 vest at 100% on December 29, 2007.
(3) Options for 13,500 shares granted on January 24, 2005 vest on the following schedule: 20% on January 24, 2006, 20% on January 24, 2007, 20% on January 24, 2008, 20% on January 24, 2009 and 20% on January 24, 2010.
(4) Options for 5,250 shares granted on March 12, 2007 vest at 100% on March 12, 2010.
(5) 625 RSUs granted on March 11, 2005 vest at 100% on December 29, 2007.
(6) 4,000 RSUs granted on March 10, 2006 vest at 100% on January 15, 2009.
(7) The remaining balance of 1,000 RSUs granted on August 9, 2004 will vest on the following schedule: 200 RSUs on August 9, 2007, 200 RSUs on August 9, 2008 and 200 RSUs on August 9, 2009.
(8) The remaining balance of 2,125 RSUs granted on January 24, 2005 will vest on the following schedule: 425 RSUs on January 24, 2008, 425 RSUs on January 24, 2009 and 425 RSUs on January 24, 2010.
(9) 438 RSUs granted on March 12, 2007 vest at 100% on March 12, 2010.

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