8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 21, 2008 (November 20, 2008)

HEALTHSPRING, INC.

(Exact name of registrant as specified in charter)

Delaware	001-32739	20-1821898
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation)	File Number)	Identification No.)

9009 Carothers Parkway
Suite 501
Franklin, Tennessee	37067
(Address of principal executive offices)	(Zip Code)

(615) 291-7000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 20, 2008, HealthSpring, Inc. (the “Company”) issued a press release announcing the retirement of Kevin M. McNamara, Executive Vice President and Chief Financial Officer of the Company, effective May 31, 2009. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

     (d) Exhibits.

Exhibit Number		Description
	99.1	Press Release issued by HealthSpring, Inc. dated November 20, 2008.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HEALTHSPRING, INC.
By:	/s/ J. Gentry Barden
	J. Gentry Barden
	Senior Vice President, General Counsel, and Secretary

Date: November 21, 2008

EX-99.1

Exhibit 99.1

Company Contact:	J. Lankford Wade
	Senior Vice President & Treasurer
	HealthSpring, Inc.
	(615) 236-6200

HEALTHSPRING, INC. ANNOUNCES RETIREMENT
OF CHIEF FINANCIAL OFFICER, KEVIN M. MCNAMARA

NASHVILLE, Tenn. (November 20, 2008) — HealthSpring, Inc. (NYSE:HS) today announced that Kevin M. McNamara, Executive Vice President and Chief Financial Officer, will retire effective May 31, 2009. Until his retirement, Mr. McNamara will help manage the process for selecting his successor and ensuring a smooth transition, among his other normal duties as the company’s principal financial and accounting officer. HealthSpring will engage a national search firm to recruit candidates for HealthSpring’s new Chief Financial Officer.

Commenting on this development, Herb Fritch, HealthSpring’s Chairman and Chief Executive Officer, stated, “Kevin has been instrumental in leading HealthSpring’s transition from a private entity to a publicly-held, NYSE-listed company, and particularly in developing the financial and corporate infrastructure that will be critical to succeeding in the challenging market environments we are currently experiencing. Kevin has graciously given us lengthy advance notice of his retirement and has agreed to help identify and hire his successor. He will leave a legacy at HealthSpring of managing substantial financial growth, a strong balance sheet, and excellent personnel.”

About HealthSpring, Inc.

HealthSpring is based in Nashville, Tenn., and is one of the country’s largest coordinated care plans whose primary focus is the Medicare Advantage market. HealthSpring currently owns and operates Medicare Advantage plans in Alabama, Florida, Illinois, Mississippi, Tennessee and Texas and also offers a national stand-alone Medicare prescription drug plan. For more information, visit www.healthspring.com.

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