X0202 4 2004-12-30 0000049071 HUMANA INC HUM 0001301372 McCulley Steven E HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Vice President & Controller Humana Inc. 2004-12-30 4 M 0 2064 15.5938 A 2064 D Humana Inc. 2004-12-30 4 S 0 2064 0 D 0 D Humana Inc. 393 I See Footnote Options 15.5938 2004-12-30 4 M 0 2064 15.5938 D Humana Common 2064 7101 D Options 19.25 2002-01-15 2009-01-15 Humana Common 6000 6000 D Options 12.995 Humana Common 10000 10000 D Options 9.26 Humana Common 20000 20000 D Options 21.275 Humana Common 15000 15000 D Phantom Stock Units Humana Common 7 7 I See Footnote Each share of Common Stock contains a Right adopted on March 5, 1987, pursuant to the Company Rights Agreement, as amended and restated on February 14, 1996, and amended as of May 27, 1998 and March 1, 1999, which entitles holders of the Company's Common Stock, in the event certain specified events occur, to acquire 1/100 of a share of Series A Participating Preferred Stock at a price of $145 per fractional share. Stock units held for the benefit of reporting person as of November 30, 2004 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). Shares sold by reporting person as follows: 1,364 shares at $29.79 and 700 shares at $29.78. Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees. Right to buy pursuant to Humana Inc.'s 2003 Stock Incentive Plan. Non-qualified stock options granted to reporting person on 9/17/98, all fully vested with 2,064 expiring on 1/12/05, 2,751 expiring on 1/9/07 and 4,350 expiring on 1/15/08. Non-qualified stock options granted to reporting person on 3/13/02, vesting in three increments from 3/13/03 to 3/13/05. Non-qualified stock options granted to reporting person on 3/13/03, vesting in three increments from 3/13/04 to 3/13/06. Non-qualified stock options granted to reporting person on 2/24/04, vesting in three increments from 2/24/05 to 2/24/07. Phantom Stock Units held for the benefit of reporting person as of November 30, 2004, 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). Steven E. McCulley 2004-12-30