HUMANA INC — Director's Dealing 2007

Dec 26, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2007-12-24

Reporting Person: GOODMAN BRUCE J (Sr VP & Chief Serv. & Info. Of)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-12-24	Humana Common	S	3000	$77.26	Disposed	27320	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-12-24	Phantom Stock Units	$	I	5999	Disposed		Humana Common (5999)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	127	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$32.70	2012-02-24	Humana Common (26666)	26666	Direct
Options	$53.96	2013-02-23	Humana Common (47655)	47655	Direct
Options	$62.10	2014-02-22	Humana Common (38062)	38062	Direct

Footnotes

F1: Stock units held for the benefit of reporting person as of November 30, 2007 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).

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

F3: Right to buy pursuant to the Company's 2003 Stock Incentive Plan.

F4: 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.

F5: 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.

F6: Incentive and Non-Qualified stock options granted to reporting person on 2/22/07, NQ options vesting in three increments from 2/22/08 to 2/22/10, and ISO's vesting on 2/22/10.

F7: Phantom Stock Units held for the benefit of reporting person as of December 24, 2007 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Excess Plan exempt under Rule 16b-3(c and d).

F8: Discretionary transaction in accordance with Rule 16b-3(f) resulting in the disposition of issuer securities held for the benefit of reporting person under the Humana Supplemental Executive Retirement & Savings Plan. Shares transferred were approximately $77.09 per share.