8-K

                    SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C. 20549





                                  FORM 8-K

                                Current Report
                     Pursuant to Section 13 or 15(d)
                   of the Securities Exchange Act of 1934


                    Date of Report:  August 3, 1999
                   (Date of Earliest Event Reported)



                              HUMANA INC.
	(Exact name of Registrant as specified in its Charter)



      Delaware                  1-5975                       61-0647538
     (State of               (Commission                 (I.R.S. Employer
   Incorporation)            File Number)               Tax Identification
                                                                No.)


                        500 West Main Street
                       Louisville, KY 40202
               (Address of principal executive offices)


                         (502) 580-1000
        (Registrant's telephone number, including area code)

Item 5.	Other Events

On August 3, 1999, Humana Inc. (the "Company" or "Registrant") issued a press
release, a copy of which is attached hereto as Exhibit 99 and is incorporated
herein by reference.

Item 7.	Financial Statements and Exhibits.

Exhibit 99. Copy of the Company's Press Release dated August 3, 1999.


	SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.

HUMANA INC.



_________________________________
BY:       Kathleen Pellegrino
          Vice President &
          Acting General Counsel

Dated: August 3, 1999









Exhibit Index

Exhibit 99.  Copy of the Company's Press Release dated August 3, 1999.

EX-99

                                                     500 West Main Street
                                                     P.O. Box 1438
                                                     Louisville, KY 40201-1438
                                                     http://www.humana.com
 news release

   FOR MORE INFORMATION CONTACT:

   Kristi Drablos
   Investor Relations
   (502) 580-3644
   E-MAIL:  kdrablos@humana.com

   Tom Noland
   Corporate Communications
   (502) 580-3674
   E-MAIL:  tnoland@humana.com




                     GREGORY H. WOLF RESIGNS
                   AS HUMANA PRESIDENT AND CEO


     LOUISVILLE, KY (Aug. 3, 1999) - The Board of Directors of

Humana Inc. (NYSE: HUM) announced today the resignation of

President and Chief Executive Officer Gregory H. Wolf, who is

leaving the company to pursue other interests.

     The board also announced that David A. Jones, chairman of

the board and retired chief executive officer, has been appointed

interim chief executive officer, heading an "Office of the

Chairman" which will include senior vice presidents Ken Fasola,

Mike McCallister and Jim Murray.

     The board has launched an immediate search for a permanent

chief executive officer.

     "The board is committed to improving operating results,

shareholder value and shareholder confidence in Humana, and to

promptly finding a permanent successor who will renew Humana's

tradition of excellence," Jones said.



                              (more)







     Humana Inc., headquartered in Louisville, Ky., is one of the

nation's largest publicly traded managed health care companies

with approximately 6.1 million medical members located primarily

in 15 states and Puerto Rico.  Humana offers coordinated health

care through a variety of plans - health maintenance

organizations, preferred provider organizations, point-of-service

plans and administrative services products - to employer groups,

government-sponsored plans and individuals.

     More information about Humana is available on the Internet

at http://www.humana.com.

     This press release contains forward-looking information.

The forward-looking statements are made pursuant to the safe

harbor provisions of the Private Securities Litigation Reform Act

of 1995.  Forward-looking statements may be significantly

impacted by certain risks and uncertainties described in Humana's

Annual Report on Form 10-K for the year ended December 31, 1998

and in Humana's Quarterly Report on Form 10-Q for the quarter

ended March 31, 1999, as filed with the Securities and Exchange

Commission.