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 *
  Upchurch W Howard Jr
 2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2012		 3. Issuer Name and Ticker or Trading Symbol
Hanesbrands Inc. [HBI]
(Last)
(First)
(Middle)
1000 EAST HANES MILL ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Innerwear & Hosiery
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WINSTON SALEM, NC 27106		 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 68,376
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
Employee Stock Option (right to buy)   (1) 09/26/2016 Common Stock 30,488 $ 22.37 D  
Employee Stock Option (right to buy)   (1) 09/26/2016 Common Stock 30,488 $ 22.37 D  
Employee Stock Option (right to buy)   (2) 09/26/2016 Common Stock 13,873 $ 22.37 D  
Employee Stock Option (right to buy)   (3) 09/26/2016 Common Stock 22,759 $ 22.37 D  
Employee Stock Option (right to buy)   (4) 02/05/2017 Common Stock 29,032 $ 25.1 D  
Employee Stock Option (right to buy)   (5) 02/04/2018 Common Stock 35,106 $ 25.1 D  
Employee Stock Option (right to buy)   (6) 12/09/2018 Common Stock 46,364 $ 14.28 D  
Employee Stock Option (right to buy)   (7) 12/08/2019 Common Stock 17,288 $ 24.33 D  
Employee Stock Option (right to buy)   (8) 12/06/2020 Common Stock 9,009 $ 27.16 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Upchurch W Howard Jr
1000 EAST HANES MILL ROAD
WINSTON SALEM, NC 27106		       President, Innerwear & Hosiery  

Signatures

Joia M. Johnson, Attorney-in-Fact 01/06/2012
**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) The options vest in three installments of 33% on September 26, 2007, 33% on September 26, 2008 and 34% on September 26, 2009.
(2) The options were immediately exercisable upon grant on September 26, 2006.
(3) The options vest in two equal annual installments on August 31, 2007 and August 31, 2008.
(4) The options vest in three installments of 33% on February 5, 2008, 34% on February 5, 2009 and 33% on February 5, 2010.
(5) The options vest in three installments of 33% on February 4, 2009, 33% on February 4, 2010 and 34% on February 4, 2011.
(6) The options vest in three installments of 33% on December 9, 2009, 33% on December 9, 2010, and 34% on December 9, 2011.
(7) The options vest in three installments of 33% on December 8, 2010, 33% on December 8, 2011, and 34% on December 8, 2012.
(8) The options vest in three installments of 33% on December 6, 2011, 33% on December 6, 2012, and 34% on December 6, 2013.

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