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 *
HENSON STEVEN R.
 2. Issuer Name and Ticker or Trading Symbol
INTREorg SYSTEMS INC. [IORG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO, President
(Last)
(First)
(Middle)

7002 CLEARMEADOW CIRCLE		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2012
(Street)


WICHITA, KS 67205		 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 07/12/2011   P4 96,000 A $ 0.5 529,951 D  
Common Stock 10/17/2012   J4 20,000 A $ 0 549,951 D  
Common Stock 10/30/2012   J4 20,000 (1) A $ 0 569,951 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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. SEC 2270 (9-02)

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
Options $ 1 09/05/2012   J 100,000 (2)   10/30/2013 10/30/2016 Common Stock
100,000
$ 0 100,000
D
 
Options $ 3 09/05/2012   J 200,000 (2)   10/30/2013 10/30/2016 Common Stock
300,000
$ 0 300,000
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HENSON STEVEN R.
7002 CLEARMEADOW CIRCLE
WICHITA, KS 67205		   X     CEO, President  

Signatures

/s/ Steven R. Henson 04/03/2013
**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) Pursuant to the Reporting Person's initial Corporate Officer Consulting Engagement Agreement ("Consulting Agreement") with the Issuer, the Reporting Person was entitled to receive a monthly issuance of 20,000 shares of common stock and 20,000 warrants to purchase common stock. Pursuant thereto, he received 20,000 shares of such common stock. Since receiving those shares, the Issuer and the Reporting Person agreed that he is only entitled to cash compensation under the Consulting Agreement and amended the agreement accordingly; however, they agreed he shall keep the shares already received. Additionally, the Reporting Person received 20,000 shares for board services provided to the Issuer.
(2) The transaction reported herein should have been previously reported on a Form 3, but were not.
 
Remarks:
Other than as noted above and the shares noted as purchased in the open market, the remainder of the securities included herein represent shares issued to the Reporting Person for Board services rendered to the Issuer.

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

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