HUMANA INC — Director's Dealing 2007

Apr 9, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2007-04-05

Reporting Person: MURRAY JAMES E (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-04-05	Humana Common	J	225	$61.45	Acquired	20751	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-04-05	Phantom Stock Units	$	J	1706	Acquired		Humana Common (15641)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	93904	Direct
Humana Common	7361	Indirect
Humana Common	88400	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$15.5938	2008-01-15	Humana Common (22800)	22800	Direct
Options	$19.25	2009-01-15	Humana Common (30000)	30000	Direct
Options	$7.4688	2009-11-18	Humana Common (100000)	100000	Direct
Options	$32.70	2012-02-24	Humana Common (110000)	110000	Direct
Options	$12.995	2012-03-13	Humana Common (20000)	20000	Direct
Options	$9.26	2013-03-13	Humana Common (50000)	50000	Direct
Options	$21.275	2014-02-24	Humana Common (85000)	85000	Direct
Options	$53.96	2013-02-23	Humana Common (84720)	84720	Direct
Options	$62.10	2014-02-22	Humana Common (67042)	67042	Direct

Footnotes

F1: Shares held by reporting person's spouse.

F2: Stock units held for the benefit of reporting person as of April 5, 2007 under the Humana Retirement & Savings Plan, including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan. All transactions are exempt under Rule 16b-3(c). The number of shares being reported represent annual funding for the 2006 Plan year made on April 5, 2007.

F3: Shares held by James E. Murray 2006 GRAT of which reporting person is the Grantor and Trustee. Reporting person disclaims beneficial ownership of Company stock held by the GRAT except to the extent of his pecuniary interest.

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

F5: Incentive and Non-Qualified Stock Options were granted to reporting person on 9/17/98 vesting in three increments each from 9/17/99 to 1/15/01.

F6: Incentive and Non-Qualified Stock Options were granted to reporting person on 1/15/99 vesting in three increments each from 1/15/00 to 1/15/02.

F7: Non-Qualified Stock Options were granted to reporting person on 11/18/99 vesting in three increments from 11/18/00 to 11/18/02.

F8: Incentive Stock Options were granted to reporting person on 3/13/02 vesting in thirds from 3/13/03 to 3/13/05.

F9: Incentive and Non-Qualified Stock Options were granted to reporting person on 3/13/03 vesting in three increments each from 3/13/04 to 3/13/06.

F10: Right to buy pursuant to Company's 2003 Stock Incentive Plan.

F11: Incentive and Non-Qualified Stock Options were granted to reporting person on 2/24/04 vesting in three increments from 2/24/05 to 2/24/07, and ISO's vesting on 02/24/07.

F12: 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.

F13: 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.

F14: 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.

F15: Phantom Stock Units held for the benefit of reporting person as of April 5, 2007, based on the value of Humana common stock on a 1-for-1 basis, under the Humana Excess Plan. All transactions are exempt under Rule 16b-3(c and d). The number of shares being reported represent annual funding for the 2006 Plan year made on April 5, 2007.