Sec Form 4 Filing - MOYA STEVEN O @ HUMANA INC - 2007-12-31

Insider filing report for Changes in Beneficial Ownership
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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
MOYA STEVEN O
2. Issuer Name and Ticker or Trading Symbol
HUMANA INC [ HUM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. VP-Chief Marketing Officer
(Last) (First) (Middle)
HUMANA INC., 500 WEST MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2007
(Street)
LOUISVILLE, KY40202
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 31,146 D ( 1 )
Humana Common 12/31/2007 I 1,205 ( 3 ) D $ 75.31 0 I See Footnote ( 2 )
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 ( 7 ) $ 32.7 ( 8 ) 02/24/2012 Humana Common 21,666 21,666 D
Options ( 4 ) $ 12.995 ( 5 ) 03/13/2012 Humana Common 5,000 5,000 D
Options ( 4 ) $ 9.26 ( 6 ) 03/13/2013 Humana Common 13,782 13,782 D
Options ( 7 ) $ 53.96 ( 9 ) 02/23/2013 Humana Common 31,770 31,770 D
Options ( 7 ) $ 62.1 ( 10 ) 02/22/2014 Humana Common 38,062 38,062 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MOYA STEVEN O
HUMANA INC.
500 WEST MAIN STREET
LOUISVILLE, KY40202
Sr. VP-Chief Marketing Officer
Signatures
Steven O. Moya 01/02/2008
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held in a Trust Account
( 2 )Stock units held for reporting person's benefit as of December 31, 2007 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).
( 3 )Discretionary transaction in accordance with Rule 16b-3(f) resulting in the disposition of issuer securities held for the benefit of reporting person under the Humana Retirement & Savings Plan. Shares transferred were approximately $75.31 per share.
( 4 )Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees.
( 5 )Stock options granted to reporting person on 3/13/02 to vest as follows: 10,000 non-qualified stock options, one-half vesting on 3/13/03 and 3/13/04, respectively, and 5,000 incentive stock options to vest on 3/13/05.
( 6 )Stock options granted to reporting person on 3/13/03 to vest as follows: 16,218 non-qualified stock options to vest in two increments - 10,000 on 3/13/04 and 6,218 on 3/13/05, and 13,782 incentive stock options to vest in two increments, 3,782 on 3/13/05 and 10,000 on 3/13/06.
( 7 )Right to buy pursuant to the Company's 2003 Stock Incentive Plan.
( 8 )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.
( 9 )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.
( 10 )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.

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