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 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 *
  Shapiro Howard
 2. Date of Event Requiring Statement (Month/Day/Year)
01/14/2008		 3. Issuer Name and Ticker or Trading Symbol
HEALTH ENHANCEMENT PRODUCTS INC [HEPI]
(Last)
(First)
(Middle)
199 LOGTOWN ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PORT JERVIS, NY 12771		 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, $.001 PAR VALUE 1,560,000
D
 
COMMON STOCK, $.001 PAR VALUE 410,000
I
By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK, $.001 PAR VALUE 330,000
I
By Self as Trustee of Merger Master Pension Plan

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
CONVERTIBLE PROMISSORY NOTE 07/25/2007 07/25/2010 COMMON STOCK, $.001 PAR VALUE 510,834 $ (1) I By Self as Trustee of Financial Trading Consultants Pension Plan
CONVERTIBLE PROMISSORY NOTE 12/25/2007 12/24/2010 COMMON STOCK, $.001 PAR VALUE 100,000 $ 0.1 I By Self as Trustee of Financial Trading Consultants Pension Plan
CONVERTIBLE PROMISSORY NOTE 07/25/2007 07/25/2010 COMMON STOCK, $.001 PAR VALUE 510,834 $ (1) I By Self as Trustee of Merger Master Pension Plan
CONVERTIBLE PROMISSORY NOTE 12/25/2007 12/24/2010 COMMON STOCK, $.001 PAR VALUE 100,000 $ 0.1 I By Self as Trustee of Merger Master Pension Plan
COMMON STOCK WARRANT 12/01/2006 11/30/2009 COMMON STOCK, $.001 PAR VALUE 80,000 $ 0.5 D  
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 1 D  
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 0.5 D  
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 1 I By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 0.5 I By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK WARRANT 02/07/2007 02/06/2010 COMMON STOCK, $.001 PAR VALUE 80,000 $ 0.5 I By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK WARRANT 07/25/2007 07/24/2010 COMMON STOCK, $.001 PAR VALUE 250,000 $ 0.5 I By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK WARRANT 12/25/2007 12/24/2010 COMMON STOCK, $.001 PAR VALUE 200,000 $ 0.1 I By Self as Trustee of Financial Trading Consultants Pension Plan
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 1 I By Self as Trustee of Merger Master Pension Plan
COMMON STOCK WARRANT 08/08/2005 08/08/2008 COMMON STOCK, $.001 PAR VALUE 100,000 $ 0.5 I By Self as Trustee of Merger Master Pension Plan
COMMON STOCK WARRANT 01/04/2007 01/03/2010 COMMON STOCK, $.001 PAR VALUE 80,000 $ 0.5 I By Self as Trustee of Merger Master Pension Plan
COMMON STOCK WARRANT 07/25/2007 07/24/2010 COMMON STOCK, $.001 PAR VALUE 250,000 $ 0.5 I By Self as Trustee of Merger Master Pension Plan
COMMON STOCK WARRANT 12/25/2007 12/24/2010 COMMON STOCK, $.001 PAR VALUE 200,000 $ 0.1 I By Self as Trustee of Merger Master Pension Plan

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shapiro Howard
199 LOGTOWN ROAD
PORT JERVIS, NY 12771		     X    

Signatures

/S/ HOWARD SHAPIRO 02/27/2008
**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) The conversion price is equal to the lesser of $.50 and Market Price (as defined) of the common stock, subject to a floor of $.25.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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