X0303 4 2008-08-04 1 0000049071 HUMANA INC HUM 0001018656 HIPWELL ARTHUR P HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Senior Vice President Humana Common 132422 D Humana Common 1650 I See Footnote Humana Common 702 I See Footnote Options 32.70 2012-02-24 Humana Common 25000 25000 D Options 12.995 2012-03-13 Humana Common 15585 15585 D Options 9.26 2013-03-13 Humana Common 10799 10799 D Options 21.275 2014-02-24 Humana Common 4700 4700 D Options 53.96 2013-02-23 Humana Common 47655 47655 D Options 62.10 2014-02-22 Humana Common 38062 38062 D Phantom Stock Units 46.61 Humana Common 1970 1970 I See Footnote Shares held on behalf of minor children. Stock units held for the benefit of reporting person as of June 30, 2008 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). Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees. Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, vesting in three increments each from 3/13/03 to 3/13/05. 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. Right to buy pursuant to the Company's 2003 Stock Incentive Plan. 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. 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. 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. 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. Phantom Stock Units held for the benefit of reporting person as of June 30, 2008 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). Arthur P. Hipwell 2008-08-04