Healthextras Inc - Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] 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	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * FARAH THOMAS M	2. Issuer Name and Ticker or Trading Symbol HEALTHEXTRAS INC [ HLEX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner _____ Officer (give title below)      __ X __ Other (specify below) GC& Secretary through 07/06/08
(Last)          (First)          (Middle) 800 KING FARM BOULEVARD, 4TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 8/1/2008
(Street) ROCKVILLE, MD 20850 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	8/1/2008		M		500	A	$2.42	38140	D
Common Stock	8/1/2008		S		500   (3)	D	$31.00	37640	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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 Option (right to buy)   (1)	$2.42	8/1/2008		M			500	4/1/2005	4/1/2012	Common Stock	500	$0	35500	D
Employee Stock Option (right to buy)   (2)	$4.00							(2)	12/10/2012	Common Stock	25000		25000	D

Explanation of Responses:
( 1)	A total of 100,000 options were granted on April 1, 2002 pursuant to the HealthExtras, Inc. 1999 Stock Option Plan. These options vest in four equal, annual installments beginning on the first anniversary of the date of grant; however, all options not yet vested as of December 31, 2005 became vested and exercisable as of that date.
( 2)	A total of 25,000 options were granted on December 10, 2002 pursuant to the HealthExtras, Inc. 1999 Stock Option Plan. These options vest in four equal, annual installments beginning on the first anniversary of the date of grant; however, all options not yet vested as of December 31, 2005 became vested and exercisable as of that date.
( 3)	Sale is pursuant to a 10b5-1 Plan.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
FARAH THOMAS M 800 KING FARM BOULEVARD 4TH FLOOR ROCKVILLE, MD 20850				GC& Secretary through 07/06/08

Signatures
Thomas M. Farah		8/5/2008
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.