HUMANA INC — Director's Dealing 2007

Mar 23, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2007-03-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-03-22	Humana Common	M	10000	$21.275	Acquired	81829	Direct
2007-03-22	Humana Common	S	5000	$59.50	Disposed	76829	Direct
2007-03-22	Humana Common	S	5000	$59.96	Disposed	71829	Direct
2007-03-23	Humana Inc. Common Stock	M	4200	$21.275	Acquired	76029	Direct
2007-03-23	Humana Common	S	4200	$60.60	Disposed	71829	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-03-22	Options	$21.275	M	10000	Disposed	2014-02-24	Humana Common (10000)	Direct
2007-03-23	Option(2)	$21.275	M	4200	Disposed	2014-02-14	Humana Common (4200)	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 (13692)	13692	Direct
Options	$32.70	2012-02-24	Humana Common (80000)	80000	Direct
Options	$9.26	2013-03-13	Humana Common (5799)	5799	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 (6024)	6024	Direct

Footnotes

F1: Stock units held for the benefit of reporting person as of February 28, 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: Incentive and Non-Qualified stock options granted to reporting person on 3/13/03, NQ options vesting in three increments from 3/13/04 to 3/13/06, and ISO's vesting on 3/13/06.

F5: Right to buy pursuant to the Company's 2003 Stock Incentive Plan.

F6: 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.

F7: 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.

F8: 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.

F9: 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.

F10: Phantom Stock Units held for the benefit of reporting person as of February 28, 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).