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

                                                                                  

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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 *

CLEVELAND RUSSELL

2. Issuer Name and Ticker or Trading Symbol

Access Plans USA, Inc. [AUSA]

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)

8080 N CENTRAL EXPWY,  STE 210 LB 59

3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2008 
(Street)

DALLAS, TX 75206

(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)
Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or 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
(MM/DD/YYYY) 		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 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
Right to buy (Stock Option)   $2.30   3/28/2007   3/28/2007   A   6359       3/28/2007   3/28/2012   common stock   6359   $0   8798   I   shares are held by Renaissance Capital Growth & Income Fund III, Inc.   (1) (3)
Right to buy (stock option)   $2.30   3/28/2007   3/28/2007   A   8641       3/28/2007   3/28/2012   common stock   8641   $0   16202   I   shares are held by RENN Capital Group, Inc.   (2) (4)

Explanation of Responses:
( 1)  Represents securities granted to the Reporting Person and the rights thereunder have been assigned to Renaissance Capital Growth & Income Fund III, Inc. ("RENN3")
( 2)  Represents securities granted to the Reporting Person and the rights thereunder have been assigned to RENN Capital Group, Inc. ("RENN")
( 3)  Reporting person is an executive officer of RENN which serves as the investment advisor to RENN3 and may therefore be considered a beneficial owner of such shares. Reporting person disclaims such beneficial ownership.
( 4)  Reporting person is an executive officer of RENN and may therefore be considered a beneficial owner of such shares. Reporting person disclaims such beneficial ownership.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
CLEVELAND RUSSELL
8080 N CENTRAL EXPWY
STE 210 LB 59
DALLAS, TX 75206 		X



Signatures
/s/ Russell Cleveland by Rene Jones attorney in fact 2/13/2009
** 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.
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