Sec Form 4 Filing - HALL JOHN R /KY @ HUMANA INC - 2006-01-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person HALL JOHN R /KY 2. Issuer Name and Ticker or Trading Symbol HUMANA INC [ HUM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ASHLAND INC., 500 DIEDERICH BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 01/03/2006 (Street) RUSSELL, KY41169 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Humana Common ( 1 ) 22,423 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Options ( 2 ) $ 18.9375 01/02/1998 01/02/2007 Humana Common ( 1 ) 5,000 5,000 D Options ( 2 ) $ 21.25 01/02/1999 01/02/2008 Humana Common ( 1 ) 5,000 5,000 D Options ( 2 ) $ 18.7813 01/04/2000 01/04/2009 Humana Common ( 1 ) 5,000 5,000 D Options ( 2 ) $ 7.875 01/03/2001 01/03/2010 Humana Common ( 1 ) 5,000 5,000 D Options ( 2 ) $ 14.7813 01/02/2002 01/02/2011 Humana Common ( 1 ) 5,000 5,000 D Options ( 2 ) $ 11.55 01/02/2003 01/02/2012 Humana Common ( 1 ) 5,000 5,000 D Options ( 3 ) $ 10.19 01/02/2004 01/02/2013 Humana Common ( 1 ) 5,000 5,000 D Options ( 4 ) $ 23.05 01/02/2005 01/02/2014 Humana Common ( 1 ) 2,500 2,500 D Stock Unit ( 5 ) ( 5 ) 01/03/2006 A 1,821 ( 5 ) ( 5 ) Humana Common ( 1 ) 1,821 $ 0 ( 5 ) 9,023 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other HALL JOHN R /KY ASHLAND INC. 500 DIEDERICH BOULEVARD RUSSELL, KY41169 X Signatures John R. Hall 01/04/2006 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )Right to buy pursuant to Humana Inc.'s 1989 Stock Option Plan for Non-Employee Directors. ( 3 )Right to buy pursuant to Humana Inc.'s 1996 Incentive Stock Option Plan. ( 4 )Right to buy pursuant to Humana Inc.'s 2003 Stock Incentive Plan. ( 5 )The units of stock have been deferred at the election of the reporting person until his termination of services as a director at which time they will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-3(d)(1).

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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