HUMANA INC — Director's Dealing 2003

Aug 27, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2003-08-25

Reporting Person: MARGULIS HEIDI S (Senior V.P.-Gov. Relations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-08-25	Humana Common	S	400	$17.00	Disposed	35075	Direct
2003-08-25	Humana Common	S	4600	$16.97	Disposed	30475	Direct
2003-08-26	Humana Common	S	1000	$17.10	Disposed	29475	Direct
2003-08-26	Humana Common	S	2000	$17.09	Disposed	27475	Direct
2003-08-26	Humana Common	S	1000	$17.08	Disposed	26475	Direct
2003-08-26	Humana Common	S	1000	$17.13	Disposed	25475	Direct
2003-08-26	Humana Common	S	600	$17.16	Disposed	24875	Direct
2003-08-26	Humana Common	S	3800	$17.06	Disposed	21075	Direct
2003-08-26	Humana Common	S	600	$17.17	Disposed	20475	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	6268	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$15.5938	2008-01-15	Humana Common (8700)	8700	Direct
Options	$15.5938	2007-01-09	Humana Common (9170)	9170	Direct
Options	$15.5938	2008-09-17	Humana Common (6090)	6090	Direct
Options	$15.5938	2005-01-12	Humana Common (10320)	10320	Direct
Options	$19.25	2009-01-15	Humana Common (10000)	10000	Direct
Options	$9.5938	2009-09-09	Humana Common (15000)	15000	Direct
Options	$9.26	2013-03-13	Humana Common (10000)	10000	Direct
Phantom Stock Units	$		Humana Common (357)	357	Indirect

Footnotes

F1: Each share of Common Stock contains a Right adopted on March 5, 1987, pursuant to the Company Rights Agreement, as amended and restated on February 14, 1996, and amended as of May 27, 1998 and March 1, 1999, which entitles holders of the Company's Common Stock, in the event certain specified events occur, to acquire 1/100 of a share of Series A Participating Preferred Stock at a price of $145 per fractional share.

F2: Shares held for reporting person's benefit as of July 31, 2003 under the Humana Retirement & Savings Plan, including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, both exempt under Rule 16b-3(c).

F3: Right to buy pursuant to Humana Inc.'s 1996 Stock Incentive Plan for Employees.

F4: Stock Options granted to reporting person on 3/13/03 vesting in thirds from 3/13/04 to 3/13/06.

F5: Phantom Stock Units held for the benefit of reporting person as of July 31, 2003, convertible into common stock on a 1-for-1 basis, under the Humana Excess Plan exempt under Rule 16b-3(d).