HUMANA INC — Director's Dealing 2006

Aug 28, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2006-08-28

Reporting Person: BLOEM JAMES H (Sr. VP, CFO & Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-08-28	Humana Common	M	29201	$9.26	Acquired	151028	Direct
2006-08-28	Humana Common	M	8333	$9.70	Acquired	159361	Direct
2006-08-28	Humana Common	M	12305	$12.995	Acquired	171666	Direct
2006-08-28	Humana Common	F	8377	$61.015	Disposed	163289	Direct
2006-08-28	Humana Common	S	40000	—	Disposed	123289	Direct
2006-08-28	Humana Common	F	18519	$61.125	Disposed	104770	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-08-28	Options	$9.70	M	8333	Disposed	2011-07-12	Humana Common (8333)	Direct
2006-08-28	Options	$12.995	M	12305	Disposed	2012-03-13	Humana Common (12305)	Direct
2006-08-28	Options	$9.26	M	29201	Disposed	2013-03-13	Humana Common (29201)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	1596	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$32.70	2012-02-24	Humana Common (80000)	80000	Direct
Options	$21.275	2014-02-24	Humana Common (70000)	70000	Direct
Options	$53.96	2013-02-23	Humana Common (58245)	58245	Direct

Footnotes

F1: Reporting person sold shares at prices between $61.00 and $61.32.

F2: Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees.

F3: Shares held for reporting person's benefit as of July 31, 2006 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).

F4: Non-qualified stock options granted to reporting person on 7/12/01 with the remaining unexercised options vesting on 7/12/04.

F5: Stock options granted to reporting person on 3/13/02 with the remaining unexercised options vesting as follows: 10,000 non-qualified stock options on 3/13/04 and 2,305 on 3/13/05, and 7,695 incentive stock options on 3/13/05.

F6: Stock options granted to reporting person on 3/13/03 to vest as follows: 59,201 non-qualified stock options to vest in three increments - 23,334 on 3/13/04, 23,333 on 3/13/05 and 12,534 on 3/13/06, respectively, and 10,799 incentive stock options on 3/13/06.

F7: Right to buy pursuant to the Company's 2003 Stock Incentive Plan.

F8: Incentive and Non-Qualified stock options granted to reporting person on 2/24/04, NQ options vesting in three increments from 2/24/05 to 2/24/07, and ISO's vesting on 2/24/07.

F9: Incentive and Non-Qualified stock options granted to reporting person on 2/24/05, NQ options vesting in three increments from 2/24/06 to 2/24/08, and ISO's vesting on 2/24/08.

F10: Incentive and Non-Qualified stock options granted to reporting person on 2/23/06, NQ options vesting in three increments from 2/23/07 to 2/23/09, and ISO's vesting on 2/23/09.