HUMANA INC — Director's Dealing 2009

Apr 24, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2009-04-23

Reporting Person: MITCHELL WILLIAM (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-04-23	Stock Unit	$	A	10853	Acquired		Humana Common (10853)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	0	Direct

Footnotes

F1: Initial award of restricted stock units (7,500 shares) and prorated amount of director fees based on $125,000 worth of stock award (3,353 shares @ $27.96p/shr) payable upon termination of services as a director at which time all shares will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-3(d).