UNITED STATES ~~SECURITIES~~ ~~AND EXCHANGE COMMISSION~~

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~~Pursuant ofto ~~Report~~Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event reported): October 27, 2011 (October 27, 2011)~~

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 9, 2011 (December 9, 2011)

HEALTHSPRING, INC.

(Exact name of registrant as specified in charter)

Delaware	001-32739	20-1821898
(State or other Jurisdiction of	(Commission	(IRS Employer
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
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~~Registrant’s ~~Applicable Former~~telephone ~~name or former address~~number, ifincluding ~~changed~~area ~~since~~code ~~last report~~

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:

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 2.02.~~x ~~Results~~Soliciting ofmaterial ~~Operations~~pursuant ~~and~~to ~~Financial~~Rule ~~Conditions~~14a-12 under the Exchange Act (17 CFR 240. 14a-12)

On¨ ~~October 27,~~Pre-commencement ~~2011,~~communications ~~HealthSpring,~~pursuant ~~Inc.,~~to aRule ~~Delaware corporation~~ 14d-2(~~the “Company”~~b), ~~issued~~under ~~a press release announcing its results of operations and financial condition for and as of~~ the ~~quarter~~ ~~ended~~Exchange ~~September 30,~~Act ~~2011.~~(17 ACFR ~~copy of the press release is attached hereto as Exhibit 99~~240.1. 14d-2(b))

~~The~~¨ attached press release includes a presentation of certain financial measures not computed in accordance with United States generally accepted accounting principles (“GAAP”). The Company believes that the nonPre-~~GAAP~~commencement ~~measures~~communications ~~used~~pursuant ~~in the release, when presented in conjunction with comparable GAAP measures, are useful~~ to ~~both~~Rule ~~management and investors in analyzing the Company’s ongoing business and operating performance. These non~~13e-~~GAAP~~4(c) ~~measures~~under ~~should be considered in addition to, but not as a substitute for, items prepared in accordance with GAAP that are presented in~~ the ~~release.~~Exchange AAct ~~reconciliation~~(17 ofCFR ~~these non-GAAP financial measures to the nearest comparable GAAP financial measure has also been provided in the release~~240. 13e-4(c))

~~The information furnished pursuant to this~~ Item ~~2.02~~ ~~of Form~~ 8-K.01. ~~shall~~Other not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and Section 11 of the Securities Act of 1933, as amended, or otherwise subject to the liabilities of those sectionsEvents.

On December 9, 2011, HealthSpring, Inc. (the “Company”) issued a press release announcing the date of, and record date for, the special meeting of stockholders at which the Company’s stockholders will consider and vote upon, among other things, a proposal to adopt the Agreement and Plan of Merger, dated as of October 24, 2011, providing for the acquisition of the Company by a subsidiary of Cigna Corporation. The full text of the press release, a copy of which is attached hereto as Exhibit 99.1, is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit
ExhibitNumber		Description
Number		Description
99.1		Press Release issued by HealthSpring, Inc., dated December 9, 2011.
99.1		Press Release issued by HealthSpring, Inc. dated October 27, 2011.

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

Exhibit
Number		Description
99.1		Press Release issued by HealthSpring, Inc. dated October 27, 2011.

Date: December 9, 2011


Exhibit Number		Description

99.1		Press Release issued by HealthSpring, Inc., dated December 9, 2011.

HEALTHSPRING, INC.

/s/ J. Gentry Barden J. Gentry Barden

Senior Vice President

Date: October 27, 2011

Filing Compare · HealthSpring, Inc.