Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Cotton Michael Lester
 2. Date of Event Requiring Statement (Month/Day/Year)
06/02/2009		 3. Issuer Name and Ticker or Trading Symbol
WELLCARE HEALTH PLANS, INC. [WCG]
(Last)
(First)
(Middle)
C/O WELLCARE HEALTH PLANS, INC., 8725 HENDERSON ROAD, REN. 1		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, South Division
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

TAMPA, FL 33634		 6. Individual or Joint/Group Filing(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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 6,181
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)   (1) 12/05/2010 Common Stock 11,250 $ 40.35 D  
Employee Stock Option (Right to Buy)   (2) 07/27/2013 Common Stock 4,834 $ 50.16 D  
Employee Stock Option (Right to Buy)   (3) 09/13/2011 Common Stock 2,616 $ 85.53 D  
Employee Stock Option (Right to Buy)   (4) 11/28/2012 Common Stock 35,000 $ 45.25 D  
Employee Stock Option (Right to Buy)   (5) 03/06/2015 Common Stock 12,803 $ 43.45 D  
Restricted Stock Units   (6)   (6) Common Stock 7,546 $ (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cotton Michael Lester
C/O WELLCARE HEALTH PLANS, INC.
8725 HENDERSON ROAD, REN. 1
TAMPA, FL 33634		       President, South Division  

Signatures

/s/ Michael Haber, Attorney-in-fact 06/12/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) 7,500 options are vested on the date hereof; and 3,750 options vest on December 5, 2009.
(2) 1,208 options are vested on the date hereof; 1,209 options vest on July 27, 2009; 1,208 options vest on July 27, 2010; and 1,209 options vest on July 27, 2011.
(3) 1,308 options are vested on the date hereof; 654 options vest on March 13, 2010; and 654 options vest on March 13, 2011.
(4) The options vest in full on November 28, 2009.
(5) 3,200 options are vested on the date hereof; 3,201 options vest on March 6, 2010; 3,201 options vest on March 6, 2011; and 3,201 options vest on March 6, 2012.
(6) The restricted stock units vest in equal installments on each of the first through fourth anniversaries of March 13, 2009. Vested shares will be delivered to the reporting person upon vest.
(7) Each restricted stock unit represents a contingent right to receive one share of WCG common stock.

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