HUMANA INC — Director's Dealing 2007

Aug 2, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2007-07-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-07-31	Humana Common	M	1600	$32.70	Acquired	83228	Direct
2007-07-31	Humana Common	S	1600	$66.00	Disposed	81628	Direct
2007-08-02	Humana Common	M	16734	$32.70	Acquired	98362	Direct
2007-08-02	Humana Common	S	3400	$65.98	Disposed	94962	Direct
2007-08-02	Humana Common	S	5000	$66.50	Disposed	89962	Direct
2007-08-02	Humana Common	S	5000	$67.00	Disposed	84962	Direct
2007-08-02	Humana Common	S	5000	$66.98	Disposed	79962	Direct
2007-08-02	Humana Common	S	5000	$66.49	Disposed	74962	Direct
2007-08-02	Humana Common	S	3334	$67.50	Disposed	71628	Direct
2007-08-02	Humana Common	S	5000	$67.98	Disposed	66628	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-07-31	Options	$32.70	M	1600	Disposed	2012-02-24	Humana Common (1600)	Direct
2007-08-02	Options	$32.70	M	16734	Disposed	2012-02-24	Humana Common (16734)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	128	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$11.625	2009-04-12	Humana Common (8692)	8692	Direct
Options	$53.96	2013-02-23	Humana Common (47655)	47655	Direct
Options	$62.10	2014-02-22	Humana Common (38062)	38062	Direct
Phantom Stock Units	$		Humana Common (6029)	6029	Direct

Footnotes

F1: Stock units held for the benefit of reporting person as of June 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: Incentive & Non-Qualified stock options granted to reporting person on 4/12/99, vesting in four increments each from 4/12/01 to 4/12/04.

F4: Right to buy pursuant to the Company's 2003 Stock Incentive Plan.

F5: 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.

F6: 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.

F7: 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.

F8: Phantom Stock Units held for the benefit of reporting person as of June 30, 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).