8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) March 12, 2008

Humana Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-5975	61-0647538
(Commission File Number)	(IRS Employer Identification No.)

500 West Main Street, Louisville, KY	40202
(Address of Principal Executive Offices)	(Zip Code)

502-580-1000

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure

Humana Inc. (the “Company”) announced today that it has revised its guidance for 2008 because of the updated projected financial results of its stand-alone Medicare Prescription Drug Plan (PDP) products for 2008.

A press release with revised guidance for 2008 was issued by Humana Inc. this morning, a copy of which is attached hereto as Exhibit 99 and is incorporated herein by reference.

Cautionary Statement

This filing contains statements that are forward-looking. The forward-looking items herein are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking items may be significantly impacted by certain risks and uncertainties described in the company’s Form 10-K for the year ended December 31, 2007, as filed with the Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits. (d) Exhibits:

Exhibit No.	Description
99	Press Release

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:	/s/ Kathleen Pellegrino
	Kathleen Pellegrino Vice President & Acting General Counsel

Dated: March 12, 2008

EX-99

Exhibit 99

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

FOR MORE INFORMATION CONTACT:

Regina Nethery Humana Investor Relations (502) 580-3644 e-mail: Rnethery@humana.com
Tom Noland Humana Corporate Communications (502) 580-3674 e-mail: Tnoland@humana.com

Humana Revises Earnings Guidance

LOUISVILLE, KY (March 12, 2008) – Humana Inc. (NYSE: HUM) today announced that the company has revised its guidance for diluted earnings per common share (EPS) for the first quarter of 2008 (1Q08) and for the year ending December 31, 2008 (FY08). The revised guidance is the result of updated projections for the company’s FY08 stand-alone PDP financial performance. The company’s Medicare Advantage, Commercial and Military services businesses are not affected by this revision in earnings guidance.

Humana now anticipates EPS for 1Q08 in the range of $0.44 to $0.46 versus its previous guidance of $0.80 to $0.85 with EPS for FY08 now projected to be in the range of $4.00 to $4.25 compared to previous guidance of $5.35 to $5.55.

The company’s revised projections for its stand-alone PDPs’ financial performance are based upon analysis of pharmacy claims through February 2008. Higher-than-anticipated claims volumes for the stand-alone PDPs year to date are reflective of a combination of factors including:

• Enhanced Plan actuarial assumptions versus experience,

• Enhanced Plan new member experience, and

• Standard Plan member mix.

Conference Call & Virtual Slide Presentation

Humana will host a conference call, as well as a virtual slide presentation, at 8:30 a.m. Eastern time today to discuss this press release and the company’s revised expectations for 2008 earnings. A live virtual presentation (audio with slides) may be accessed via Humana’s Investor Relations page at www.humana.com. The company suggests web participants sign on approximately 15 minutes in advance of the call. The company also suggests web participants visit the site well in advance of the call to run a system test and to download any free software needed to view the presentation.

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All parties interested in the audio-only portion of the conference call are invited to dial 888-625-7430. No password is required. The company suggests participants dial in approximately ten minutes in advance of the call. For those unable to participate in the live event, the virtual presentation archive may be accessed via the Historical Webcasts & Presentations section of the Investor Relations page at www.humana.com.

Cautionary Statement

This news release contains statements that are forward-looking. The forward-looking statements herein 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 the Form 10-K for the year ended December 31, 2007, as filed with the Securities and Exchange Commission.

About Humana

Humana Inc., headquartered in Louisville, Kentucky, is one of the nation’s largest publicly traded health and supplemental benefits companies, with approximately 11.5 million medical members. Humana is a full-service benefits solutions company, offering a wide array of health and supplemental benefit plans for employer groups, government programs and individuals.

Over its 47-year history, Humana has consistently seized opportunities to meet changing customer needs. Today, the company is a leader in consumer engagement, providing guidance that leads to lower costs and a better health plan experience throughout its diversified customer portfolio.

More information regarding Humana is available to investors via the Investor Relations page of the company’s web site at www.humana.com, including copies of:

• Annual reports to stockholders;

• Securities and Exchange Commission filings;

• Most recent investor conference presentations;

• Quarterly earnings news releases;

• Replay of most recent earnings release conference calls;

• Calendar of events (includes upcoming earnings conference call dates and times, as well as planned interaction with research analysts and institutional investors);

• Corporate Governance information.

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Humana Inc. – Earnings Guidance Points as of March 12, 2008

(in accordance with Generally Accepted Accounting Principles)	For the year ending December 31, 2008	Comments
Diluted earnings per common share	Full year 2008: $4.00 to $4.25 (was $5.35 to $5.55) First quarter 2008: $0.44 to $0.46 (was $0.80 to $0.85)	Revised guidance Revised guidance
Revenues	Consolidated revenues: $28 billion to $30 billion Premiums and ASO fees: Medicare Advantage: $13 billion to $14 billion; Medicare stand-alone PDPs: Approximately $3.4 billion; Military services: $3.2 billion to $3.4 billion; Commercial Segment: $7.2 billion to $7.7 billion Consolidated investment income: $350 million to $370 million Consolidated other revenue: $200 million to $250 million
Ending medical membership (fully-insured and ASO combined)	Medicare Advantage: Up 200,000 to 250,000 from prior year Medicare stand-alone PDPs: 3.15 million to 3.20 million Military services: No material change from prior year Medicaid: No material change from prior year Commercial: Up approximately 65,000 to 95,000 from prior year

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(in accordance with Generally Accepted Accounting Principles)	For the year ending December 31, 2008	Comments
Benefit expenses	Medicare products: benefits ratio in the range of 85% to 86% (was 83% to 84%); Commercial fully-insured groups: Same-store net benefit expense trends and premium yields of 6% to 7% (3.5% to 4.5% including the impact of changes in the company’s business mix)	Revised guidance Medicare Advantage and stand-alone PDP combined
	Secular Commercial benefit expense trend components as follows: inpatient hospital utilization – flat to 1 percent; inpatient and outpatient hospital rates – mid to upper single digits; outpatient hospital utilization – low to mid single digits; physician – mid single digits; and pharmacy – mid to upper single digits.	Secular trends exclude the impact of benefit buy-downs
Selling, general & administrative expense ratio	13.5% to 14%	SG&A expenses as a percent of premiums, administrative costs, and other revenue
Depreciation & amortization	$230 million to $240 million
Interest expense	$75 million to $80 million
Government Segment line-of-business operating margins	Medicare products: approximately 3% (was 5%) Military services: 2.5% to 3.5%	Revised guidance Medicare Advantage and stand-alone PDP combined
Commercial Segment pretax earnings	$280 million to $300 million
Cash flows from operations	$1.2 billion to $1.5 billion (was $1.5 billion to $1.8 billion)	Revised guidance
Capital expenditures	Approximately $275 million
Effective tax rate	35.5% to 36%
Shares used in computing full-year EPS	Approximately 173 million

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