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 *
Spengler William
  2. Issuer Name and Ticker or Trading Symbol
ChromaDex Corp. [CDXC.OB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President
(Last)
(First)
(Middle)
10005 MUIRLANDS, SUITE G
3. Date of Earliest Transaction (Month/Day/Year)
11/15/2010
(Street)

IRVINE, CA 92618
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
Common Stock 11/15/2010   A   1,000,000 A $ 0 (1) 1,000,000 D  

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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
Employee Stock Options (right to buy) $ 1.65 11/15/2010   A(2)   58,823   11/15/2011(3) 11/15/2020 Common Stock 58,823 $ 0 58,823 D  
Employee Stock Options (right to buy) $ 1.65 11/15/2010   A(4)   1,000,000     (5) 11/15/2020 Common Stock 1,000,000 $ 0 1,000,000 D  
Employee Stock Options (right to buy) $ 1.65 11/15/2010   A(4)   941,177   11/15/2011(3) 11/15/2020 Common Stock 941,177 $ 0 941,177 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Spengler William
10005 MUIRLANDS
SUITE G
IRVINE, CA 92618
      President  

Signatures

 /s/ William Spengler   11/17/2010
**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) Sale of restricted common stock ("Restricted Stock") of Issuer in accordance with Issuer's Second Amended and Restated 2007 Equity Incentive Plan ("2007 Equity Incentive Plan") pursuant to a Restricted Stock Agreement between Issuer and the Reporting Person. The purchase price per share is the par value ($0.001 per share) of the Restricted Stock payable in cash. The Restricted Stock vests in full on November 15, 2013 (the "Vesting Date"), provided that the Reporting Person is continuously emplyed by Issuer from November 15, 2010 (the "Effective Date") through the Vesting Date and the per share fair market value of the Issuer's common stock at any time prior to the Vesting Date shall have increased by at least three-times $1.65. The Restricted Stock is subject to further terms as set forth in the Employment Agreement, dated October 27, 2010 (the "Employment Agreement").
(2) Grant of "incentive stock option" pursuant to Issuer's 2007 Equity Incentive Plan.
(3) Options vest 25% on the first anniversary after the Effective Date and the remaining 75% vest in 36 equal installments commencing on the last day of the month following the month in which the first anniversary of the Effective Date occurs.
(4) Grant of "nonqualified stock option" pursuant to Issuer's 2007 Equity Incentive Plan.
(5) The options shall vest based on the achievement of certain milestones established by the Issuer's Compensation Committee as provided in the Employment Agreement.

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