Sec Form 4 Filing - ROBBINS JAMES O @ HUMANA INC - 2007-01-03

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 ROBBINS JAMES O 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) 11450 SE DIXIE HIGHWAY 3. Date of Earliest Transaction (MM/DD/YY) 01/03/2007 (Street) HOBE SOUND, FL33455 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 ) 0 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 Stock Unit ( 2 ) ( 2 ) ( 2 ) ( 2 ) Humana Common ( 1 ) 2,715 2, 715 D Stock Unit ( 3 ) ( 3 ) ( 3 ) ( 3 ) Humana Common ( 1 ) 7,500 7,500 D Stock Unit ( 4 ) ( 4 ) 01/03/2007 A 2,231 ( 4 ) ( 4 ) Humana Common ( 1 ) 2,231 $ 56.04 2,231 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ROBBINS JAMES O 11450 SE DIXIE HIGHWAY HOBE SOUND, FL33455 X Signatures James O. Robbins 01/04/2007 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 )Annual director's fee payable in stock units which have been deferred at the election of the reporting person until December 31, 2009 at which time they will be payable over a five-year period in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-6(b). ( 3 )Initial award of restricted stock units payable upon 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). ( 4 )Annual director's fee payable in stock units which have been deferred at the election of the reporting person until December 31, 2010 at which time the stock units will be payable over a five-year period in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-6(b).

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).

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