HUMANA INC — Director's Dealing 2003

Aug 11, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2003-08-07

Reporting Person: LISTON THOMAS J (Sr VP-Strategy & Corp Dev)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-08-07	Humana Common	F	16925	$16.16	Disposed	39410	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	9476	Indirect
Humana Common	2480	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$15.5938	2005-01-12	Humana Common (13760)	13760	Direct
Options	$15.5938	2006-08-12	Humana Common (26370)	26370	Direct
Options	$15.5938	2007-01-09	Humana Common (36680)	36680	Direct
Options	$15.5938	2008-01-15	Humana Common (17400)	17400	Direct
Options	$15.5938	2008-09-17	Humana Common (6090)	6090	Direct
Options	$19.25	2009-01-15	Humana Common (20000)	20000	Direct
Options	$9.5938	2009-09-09	Humana Common (10000)	10000	Direct
Options	$7.0938	2010-07-13	Humana Common (50000)	50000	Direct
Options	$12.995	2012-03-13	Humana Common (10000)	10000	Direct
Options	$9.26	2013-03-13	Humana Common (10000)	10000	Direct

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 the benefit of reporting person 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: Shares held by reporting person as custodian for three children.

F4: Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees.

F5: Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 9/17/99.

F6: Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 1/9/00.

F7: Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 1/15/01.

F8: Non-Qualified stock options granted to reporting person on 1/15/99 vesting in three increments from 1/15/00 to 1/15/02.

F9: Non-Qualified stock options granted to reporting person on 9/9/99, vesting in three increments from 9/9/00 and 9/9/02.

F10: Incentive and Non-Qualified stock options granted to reporting person on 7/13/00 vesting in three increments each from 7/13/01 to 7/13/03.

F11: Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, vesting in three increments each from 3/13/03 to 3/13/05.

F12: Incentive stock options granted to reporting person on 3/13/03 vesting in three increments from 3/13/04 to 3/13/06.