HUMANA INC — Director's Dealing 2012

Oct 30, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2012-10-26

Reporting Person: JONES DAVID A JR/KY (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-10-26	Stock Units	$	A	17	Acquired		Humana Common (17)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	175326	Direct
Humana Common	21572	Indirect
Humana Common	1300	Indirect
Humana Common	1300	Indirect
Humana Common	300	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$23.05	2014-01-02	Humana Common (2500)	2500	Direct
Stock Units	$		Humana Common (5022)	5022	Direct

Footnotes

F1: Reporting person indirectly owns 1,300 shares held by spouse as custodian for daughter.

F2: Reporting person indirectly owns 1,300 shares held by spouse as custodian for son.

F3: Reporting person indirectly owns 300 shares held in an Individual Retirement Account.

F4: Reporting person indirectly owns 21,572 shares held by spouse.

F5: Right to buy pursuant to Humana Inc.'s 2003 Stock Incentive Plan.

F6: Director's cash fee elected to be converted into stock units, deferred at the election of the reporting person until his resignation of services as a director at which time the stock units will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-3(d)(1).

F7: Director's dividend payment reinvested into stock units on vested and deferred stock units, deferred in accordance with the Plan until his resignation of services as a director at which time the deferred dividend stock units will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule16(b)-3(d).