Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
Davidson Robert Steven
 2. Issuer Name and Ticker or Trading Symbol
Healthsport, Inc. [HSPO] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

C/O HEALTHSPORT, INC., 7633 E. 63RD PLACE, SUITE 220		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2008
(Street)


TULSA,, OK 74133		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock             91,867 D  
Common Stock (1) 06/02/2008   A4 469,831 A $ 0 561,698 D (3)  
Common Stock (1) 06/02/2008   A4 39,322 A $ 0 601,020 D  
Common Stock (1) 06/02/2008   A4 9,456 A $ 0 610,476 D (2)  

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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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Buy $ 1.36 05/04/2007   A4 495,000   05/04/2007 05/04/2010 Common Stock
495,000
$ 1.36 495,000
D
 
Option to Buy $ 0.23 11/04/2008   A4 250,000   11/04/2008 11/04/2013 Common Stock
250,000
$ 0.23 745,000
D
 
Option to Buy $ 1.36 05/04/2007   A4 50,000   05/04/2007 05/04/2010 Common Stock
50,000
$ 1.36 795,000
D (2)
 
Option to Buy $ 0.23 11/04/2008   A4 16,666   11/04/2008 11/04/2013 Common Stock
16,666
$ 0.23 811,666
D (2)
 
Option to Buy $ 0.23 11/04/2008   A4 16,667   11/04/2009 11/04/2013 Common Stock
16,667
$ 0.23 828,333
D (2)
 
Option to Buy $ 0.23 11/04/2008   A4 16,667   11/04/2010 11/04/2013 Common Stock
16,667
$ 0.23 845,000
D (2)
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Davidson Robert Steven
C/O HEALTHSPORT, INC.
7633 E. 63RD PLACE, SUITE 220
TULSA,, OK 74133		   X      

Signatures

/s/ Robert S. Davidson 02/13/2009
**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) Shares were acquired by dividend from Zengen, Inc.
(2) Owned by Mr. Davidson's wife.
(3) Owned jointly.

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