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Humana Inc. Reports Financial Results for Fourth Quarter And Full Year 2006; Raises 2007 EPS Guidance

Humana Inc. Reports Financial Results for Fourth Quarter And Full Year 2006; Raises 2007 EPS Guidance

February 5, 2007 at 5:02 AM EST

View Press Release in PDF format

    --  Raising 2007 EPS estimate to a range of $4.00 to $4.20

    --  2006 EPS of $2.90, above company's expectations

    --  2006 consolidated revenues of $21.4 billion, up nearly 50
        percent

    --  Medical membership grew 4.2 million in 2006 to 11.3 million

LOUISVILLE, Ky.--(BUSINESS WIRE)--Feb. 5, 2007--Humana Inc. (NYSE:HUM) today reported $0.92 in diluted earnings per common share (EPS) for the quarter ended December 31, 2006 (4Q06), above the company's previous guidance for EPS of $0.84 to $0.90. The 4Q06 EPS compares to $0.37(a)(e) EPS for the quarter ended December 31, 2005 (4Q05). Excluding 4Q05 expenses of $0.07 per share related to Hurricane Katrina(e), EPS for 4Q06 is up 109 percent(b) versus the prior year. The year-over-year improvement in the quarter results from substantial earnings increases from membership growth in the company's Government segment.

For the year ended December 31, 2006 (FY06), the company reported EPS of $2.90(f) versus $1.79(a)(d)(e)(g) for the year ended December 31, 2005 (FY05), an increase of 62 percent.

Humana now estimates EPS for the year ending December 31, 2007 (FY07E) in the range of $4.00 to $4.20 versus the company's previous estimate of $3.90 to $4.10. The company's revised outlook for 2007 equates to a growth rate of 38 to 45 percent over the FY06 EPS of $2.90(f).

"Strong fourth quarter results capped off a record-breaking year in which Medicare membership growth dramatically increased Humana's size, geographic reach and brand awareness," said Michael B. McCallister, Humana's president and chief executive officer. "This enabled us to exceed our EPS estimates for the quarter and the year. Just as importantly, it positioned us for further progress in 2007, as shown by our raising full-year EPS guidance this morning."

Revenues - 4Q06 consolidated revenues rose 54 percent to $5.66 billion from $3.66 billion in 4Q05, with total premium and administrative services fees up 53 percent compared to the prior year's quarter. Investment income increased by 87 percent year over year in 4Q06 to $79.9 million driven by higher invested balances during 4Q06 and the timing of venture capital investment gains in FY06 versus FY05. Other income increased to $25.9 million in 4Q06 from $4.6 million in 4Q05 primarily because of operations of the company's mail order pharmacy facility which opened during the first half of FY06.

FY06 consolidated revenues rose 49 percent to $21.42 billion from $14.42 billion in FY05 with total premium and administrative services fees up 48 percent compared to the prior year's period. Both the quarter and full year increases were primarily the result of higher enrollment in the company's Medicare Advantage plans and new 2006 revenues from stand-alone Prescription Drug Plans (PDPs) for Medicare beneficiaries.

Medical costs - The company's consolidated medical expense ratio (medical expenses as a percent of premium revenue or MER) of 83.2 percent in 4Q06 was 110 basis points higher than the 4Q05 MER of 82.1 percent(e) due to an increase in the Government Segment MER outweighing an improvement in that for the Commercial Segment. The change in MER in the Government Segment was primarily due to the stand-alone PDP results in 2006, as described more fully in the Government Segment results discussion below.

The consolidated MER for FY06 of 84.0 percent was 80 basis points higher than the FY05 consolidated MER of 83.2 percent(e), driven by the same factors impacting the fourth quarter year-over-year comparison.

Selling, general, & administrative (SG&A) expenses - The company's consolidated SG&A expense ratio (SG&A expenses as a percent of premiums plus administrative services fees) decreased to 14.7 percent for 4Q06 from 16.9 percent(a) in 4Q05. The year-over-year decline of 220 basis points was primarily the result of administrative cost leverage associated with revenues from higher average medical membership. Administrative spending associated with the 2007 open enrollment period for Medicare primarily led to a 160 basis-point increase in the consolidated SG&A expense ratio in 4Q06 compared to the third quarter of 2006.

The SG&A expense ratio for FY06 of 14.3 percent was 110 basis points lower than the FY05 ratio of 15.4 percent(a)(d)(e), primarily due to the administrative cost leverage provided by revenues from higher average medical membership. Additionally, the FY06 ratio improved year-over-year as a result of administrative costs in FY05 for the settlement of class action litigation(d) which did not recur in FY06.

    Government Segment Results Summary

    Pretax results:

    --  Government Segment pretax earnings were $187.3 million in 4Q06
        compared to $55.8 million(a)(e) in 4Q05. This increase
        reflects higher earnings in the company's Medicare Advantage
        plans resulting from significantly higher membership,
        partially offset by results for new Medicare PDP offerings in
        2006.

    --  For FY06, pretax earnings for the Government Segment of $513.8
        million were 62 percent higher than FY05 pretax earnings for
        the segment of $316.7 million(a)(d)(e) with the increase in
        results year over year primarily due to higher earnings in the
        company's Medicare Advantage plans resulting from
        significantly higher membership, partially offset by results
        for new Medicare PDP offerings in 2006. In addition, the
        year-over-year improvement was impacted by approximately $39.3
        million of FY05 expenses related to the settlement of class
        action litigation(d) and Hurricane Katrina(e) that did not
        recur in FY06.

    Enrollment:

    --  Medicare Advantage membership grew to 1,002,600 at December
        31, 2006, an increase of 444,800, or 80 percent, from December
        31, 2005 and 9,600, or 1 percent, from September 30, 2006. The
        company's expanded participation in various Medicare products
        and markets combined with the company's increased sales and
        marketing efforts for these programs led to the higher
        membership level year over year. Medicare Advantage membership
        for January 2007 approximated 1.1 million members.

    --  Membership in the company's stand-alone PDPs totaled 3,536,600
        at December 31, 2006. January 2007 stand-alone PDP membership
        also approximated 3.5 million.

    --  As expected, TRICARE membership of 2,880,000 at December 31,
        2006 was essentially unchanged from both December 31, 2005 and
        September 30, 2006.

    --  Medicaid membership of 569,100 at December 31, 2006 increased
        111,200 from December 31, 2005 and 156,500 from September 30,
        2006 due primarily to the award of a new Puerto Rico regional
        ASO contract during 4Q06, partially offset by eligible Puerto
        Rico Medicaid members choosing to move into the Medicare
        Advantage program.

    Revenues:

    --  Medicare Advantage premiums of $2.30 billion in 4Q06 increased
        89 percent compared to $1.22 billion in 4Q05, primarily the
        result of the expanded geography across which Medicare
        Advantage products were offered together with higher
        enrollment in geographies where these products were offered in
        FY05. Medicare Advantage premiums per member increased 1
        percent year over year during 4Q06, reflecting the shift in
        membership mix to a higher percentage of lower premium Private
        Fee-for-Service products.

    --  Medicare PDP premiums added $882.0 million in new revenues in
        4Q06 versus 4Q05.

    --  TRICARE premiums and administrative services fees during 4Q06
        of $660.4 million compared to $585.3 million in 4Q05.

    Medical Expenses:

    --  The Government Segment MER increased 240 basis points to 83.7
        percent in 4Q06 compared to 81.3 percent(e) in the prior
        year's quarter. This increase is primarily the result of the
        stand-alone PDPs first offered in January 2006.

    --  The FY06 MER for the company's stand-alone PDP business was
        92.5 percent, primarily driven by a FY06 MER of 115.9 percent
        in the company's Complete plan offering.

    SG&A Expenses:

    --  The Government Segment's SG&A expense ratio for 4Q06 of 12.3
        percent was 330 basis points lower than that for 4Q05 of 15.6
        percent(a) primarily driven by the expense leverage provided
        by revenues associated with higher average membership for this
        segment. On a sequential basis, the segment's SG&A expense
        ratio increased 220 basis points, primarily driven by the
        expenses associated with the 2007 Medicare open enrollment
        period.

    Commercial Segment Results Summary

    Pretax results:

    --  Commercial Segment pretax earnings were $53.9 million in 4Q06
        compared to $38.9 million(a)(e) in 4Q05. Commercial Segment
        operating earnings in 4Q06 continue to reflect the company's
        commitment to underwriting discipline and the strategic shift
        to a higher mix of ASO members. Additionally, 4Q05 results
        included approximately $15.9 million in expenses related to
        Hurricane Katrina(e) that did not recur in 4Q06.

    --  For FY06, pretax earnings for the Commercial Segment of $248.2
        million(f) were 188 percent higher than FY05 pretax earnings
        for the segment of $86.2 million(a)(d)(e) primarily reflecting
        the absence of litigation(d) and Hurricane Katrina(e) expenses
        incurred in FY05 that did not recur in FY06 together with
        higher-than-usual annual venture capital gains, continued
        underwriting discipline, and year-over-year improvement in
        medical cost utilization trends.

    Enrollment:

    --  Commercial Segment medical membership of 3,283,800 at December
        31, 2006 increased approximately 113,000 or 4 percent, from
        December 31, 2005 and declined 8,100, or less than 1 percent,
        from September 30, 2006.

    --  Membership in the company's Smart plans and other consumer
        offerings increased year over year by 51,900 or 13 percent to
        437,900 at December 31, 2006. Medical members in these
        products comprise over 13 percent of Commercial medical
        membership at December 31, 2006 compared to 12 percent at
        December 31, 2005.

    Revenues:

    --  Premiums and administrative services fees for the Commercial
        Segment decreased 6 percent to $1.57 billion in 4Q06 compared
        to $1.67 billion in the prior year's quarter, as an increase
        in administrative services fees resulting from a 31 percent
        increase in ASO membership was more than offset by lower
        premiums due to declines in at-risk enrollment.

    --  Commercial Segment medical premiums for fully insured groups
        increased approximately 6 percent on a per-member basis during
        4Q06 compared to 4Q05. This increase primarily reflects a
        higher percentage of lower-premium small group members in 4Q06
        than in 4Q05.

    Medical Expenses:

    --  In 4Q06, the Commercial Segment MER of 82.1 percent was 80
        basis points lower than the 4Q05 MER of 82.9 percent(e),
        primarily reflecting improving medical cost utilization trends
        and the company's commitment to underwriting discipline.

    --  The company experienced commercial medical cost same-store
        trend components for FY06 as follows: inpatient hospital
        utilization - flat to 1 percent; inpatient and outpatient
        hospital rates - upper single digits; outpatient hospital
        utilization - low to mid single digits; physician - mid single
        digits; and pharmacy - high single digits to low double
        digits. This is also consistent with the same-store medical
        cost trend components the company is projecting for FY07.

    SG&A Expenses:

    --  The Commercial Segment SG&A expense ratio of 20.8 percent for
        4Q06 compares to 18.3 percent(a) in 4Q05, primarily the result
        of lower average fully-insured medical enrollment and an
        increase in the percentage of Commercial medical membership
        related to ASO. The segment's SG&A expense ratio increased 10
        basis points from that for the third quarter of 2006.

    Balance Sheet

    --  Cash and cash equivalents of $1.74 billion increased $559.1
        million or 47 percent sequentially primarily as a result of an
        increase in operating cash flows during 4Q06.

    --  Parent company cash and investments increased to $424.4
        million at December 31, 2006 from $419.6 million at December
        31, 2005.

    --  Debt-to-total capitalization at December 31, 2006 was 29.4
        percent, up 430 basis points from September 30, 2006 due
        primarily to 4Q06 borrowings against the company's credit
        facility.

    --  The company's working capital at December 31, 2006 included
        approximately $738.7 million in net Part D risk-share payables
        to CMS associated with the company's Medicare Advantage and
        stand-alone PDP offerings.

    --  Days in claims payable declined one day on a sequential basis
        to 60.2 days at December 31, 2006 from 61.2 days at September
        30, 2006. This sequential decline primarily related to the
        timing of payments to the company's pharmacy benefit manager.

    Cash Flows from Operations

Cash flows provided by operations for 4Q06 of $534.9 million compared to cash used in operations of $250.8 million(a) in 4Q05. The company also evaluates operating cash flows on a non-GAAP basis(b)(c).

Cash flows from operations
($ in millions)                4Q06      4Q05(a)     FY06    FY05(a)
----------------------------------------------------------------------
GAAP cash flows provided by
 (used in) operations           $534.9    ($250.8) $1,686.7    $610.1
----------------------------------------------------------------------
Timing of premium payment
 from CMS(c)                         -      384.8         -      19.8
----------------------------------------------------------------------
Non-GAAP cash flows provided
 by operations(b)(c)            $534.9     $134.0  $1,686.7    $629.9
----------------------------------------------------------------------

Non-GAAP cash flows provided by operations rose to $534.9 million in 4Q06 from $134.0 million(a)(b)(c) in 4Q05 driven by growth in the company's Medicare operations including the associated increase in Part D risk-share payables to CMS.

Footnotes

(a) In accordance with Generally Accepted Accounting Principles (GAAP), Humana adopted the retrospective method for implementing new stock option accounting rules on January 1, 2006. Consequently, prior period results in this news release have been adjusted to retrospectively reflect the expensing of stock options.

(b) The company has included certain financial measures that are not in accordance with GAAP within this news release. The company believes that these non-GAAP measures, when presented in conjunction with comparable GAAP measures, are useful to both management and its investors in analyzing the company's ongoing business and operating performance. Internally, management uses these non-GAAP financial measures as indicators of business performance, as well as for operational planning and decision making purposes. Non-GAAP financial measures should be considered in addition to, but not as a substitute for, or superior to, financial measures prepared in accordance with GAAP.

(c) When reviewing and analyzing Humana's operating cash flows, company management applies the CMS premium payment in each month to match the corresponding disbursements. To do otherwise distorts meaningful analysis of the company's operating cash flow. Therefore, decisions such as management's forecasting and business plans regarding cash flow use this non-GAAP financial measure.

(d) On October 18, 2005, the company announced it had reached an agreement to settle a nationwide class action suit that had been pending in U.S. District Court in Miami for more than six years. Pursuant to the settlement, Humana's 3Q05 financial results included pretax expenses of $72 million ($45 million after tax or $0.27 per share) in connection with the settlement and other related litigation costs.

(e) During the latter half of 2005, certain of Humana's operations were affected by the unusually harsh impact of Hurricane Katrina. Expenses related to Hurricane Katrina primarily stem from the company's efforts, in close cooperation with Departments of Insurance in the affected states, to help our members by offering participating-provider benefits at non-participating providers, paying claims for members who were unable at that time to meet their premium obligations and similar measures. Hurricane Katrina related pretax expenses of $7 million ($4 million after tax or $0.03 per share) were included in the company's 3Q05 financial results with another $20 million in pretax expenses ($13 million after tax or $0.07 per share) included in the company's 4Q05 financial results.

(f) During the first quarter of 2006, the company realized a gain on the sale of an investment totaling approximately $52 million on a pretax basis, which was $34 million higher than the pretax capital gains anticipated for 2006. The company, in turn, donated $0.02 per share of the $0.13 per share in excess capital gains to the Humana Foundation.

(g) During the first quarter of 2005, the company realized a favorable tax contingency of $23 million or $0.14 per share.

Conference Call & Virtual Slide Presentation

Humana will host a conference call, as well as a virtual slide presentation, at 9:00 a.m. eastern time today to discuss its financial results for the quarter and the company's expectations for future 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.

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 will be available in the Historical Presentations section of the Investor Relations page at www.humana.com.

Cautionary Statement

This news release contains forward-looking statements and earnings guidance points. 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 following documents filed by Humana with the Securities and Exchange Commission:

    --  Form 10-K for the year ended December 31, 2005,

    --  Form 10-Qs for the quarters ended March 31, 2006, June 30,
        2006, and September 30, 2006.

    About Humana

Humana Inc., headquartered in Louisville, Kentucky, is one of the nation's largest publicly traded health benefits companies, with over 11 million medical members. Humana offers a diversified portfolio of health insurance products and related services - through traditional and consumer-choice plans - to employer groups, government-sponsored plans, and individuals.

Over its 46-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 report to stockholders;

    --  Securities and Exchange Commission filings;

    --  Most recent investor conference presentation;

    --  Quarterly earnings news releases;

    --  Replay of most recent earnings release conference call;

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

    --  Corporate Governance information.

Humana Inc.

GAAP Guidance      For the year ending December  Comments
 Points as of       31, 2007
 February 5, 2007
----------------------------------------------------------------------
Diluted earnings   FY07: $4.00 to $4.20         2007 growth rate of
 per common share  1Q07: $0.35 to $0.40          38% to 45%
----------------------------------------------------------------------
Revenues           Consolidated revenues: $24
                    billion to $26 billion;
                   Medicare Advantage: $10.5
                    billion to $12.0 billion;
                   Medicare stand-alone PDPs:
                    $3.0 billion to $3.5
                    billion;
                   TRICARE: $2.7 billion to $3.0
                    billion;
                   Commercial: $6.0 billion to
                    $7.0 billion
----------------------------------------------------------------------
Ending medical     Medicare Advantage:
 membership         approximately 1,130,000 to
                    1,200,000;
                   Medicare stand-alone PDPs:
                    approximately 3.6 million;
                   TRICARE: No material change
                    from prior year;
                   Medicaid: No material change
                    from prior year;
                   Commercial: Up approximately Commercial represents
                    50,000 to 75,000 from prior  combined ASO and
                    year                         fully insured medical
                                                 membership
----------------------------------------------------------------------
Medical costs      Total Medicare products
                    (Medicare Advantage and
                    stand-alone PDP combined)
                    MER in the range of 82% to
                    84%;
                   Commercial fully insured     2007 same-store trends
                    groups: Medical cost trends  for Commercial
                    in the range of 5% to 6%;    medical cost detailed
                    premium yields in line with  components are not
                    medical cost trends          anticipated to be
                                                 materially different
                                                 from 2006
----------------------------------------------------------------------
Selling, general & Consolidated SG&A expense
 administrative     ratio of 13% to 14%
 expenses
----------------------------------------------------------------------
Investment income  Investment income of $280    2007 is not forecast
 and interest       million to $290 million with to include any
 expense            no material benefit from     material gains from
                    venture capital gains;       venture capital
                   Interest expense of           investments due to
                    approximately $70 million    fewer such
                                                 investments now held
                                                 by the company
                   Net investment income by     Investment income (net
                    segment:                     of interest expense)
                   55% to 60% Government         is recorded to the
                    Segment; 40% to 45%          business segments
                    Commercial Segment           based upon changes in
                                                 working capital that
                                                 fund cash available
                                                 for investment
----------------------------------------------------------------------
Pretax results     Total Medicare products      Investment and other
                    (Medicare Advantage and      income and interest
                    stand-alone PDP combined):   expense are recorded
                    4% to 5% pretax margin       at the segment level
                    including pretax income on   but not at the line-
                    stand-alone PDP;             of-business level
                   TRICARE: Approximately 3% to
                    4% pretax margin;
                   Commercial Segment: $190
                    million to $210 million
                    including no material
                    benefit from venture capital
                    gains
----------------------------------------------------------------------
Cash flows from    $1.0 billion to $1.8 billion Updated to reflect
 operations                                      detailed review of
                                                 12/31/06 balance
                                                 sheet and intricacies
                                                 of Part D risk-share
                                                 calculations
----------------------------------------------------------------------
Capital            Approximately $200 million
 expenditures
----------------------------------------------------------------------
Effective tax rate Approximately 36% to 37%
----------------------------------------------------------------------
Shares used in     Approximately 171 million
 computing EPS
----------------------------------------------------------------------
                             Humana Inc.
                        Statistical Schedules
                                 And
                      Supplementary Information
                        4Q06 Earnings Release
  Statistical Schedules and Supplementary Information
  4Q06 Earnings Release

  Contents

  Page     Description
  --------------------------------------------------------------------

  S-3      4th Quarter Consolidated Statements of Income
  S-4      YTD Consolidated Statements of Income
  S-5      Consolidated Balance Sheets
  S-6      4th Quarter Consolidated Statements of Cash Flows
  S-7      YTD Consolidated Statements of Cash Flows
  S-8      Key Income Statement Ratios and Segment Operating Results
  S-9      Membership Detail
  S-10     4th Quarter Premiums and Administrative Services Fees
            Detail
  S-11     YTD Premiums and Administrative Services Fees Detail
  S-12     Percentage of Ending Membership under Capitation
            Arrangements
  S-13     Detail of Medical and Other Expenses Payable Balance and
            Year-to-Date Changes
  S-14-15  Medical Claims Reserves Statistics
  S-16     4Q05 GAAP to Non-GAAP Reconciliation
  S-17     YTD GAAP to Non-GAAP Reconciliation
  S-18     2005 Quarters Adjusted to Reflect Retrospective Application
            of Expensing Stock Options
  S-19     2003 Through 2005 Adjusted to Reflect Retrospective
            Application of Expensing Stock Options
  S-20     Footnotes
                                                                   S-3
Humana Inc.
4th Quarter Consolidated Statements of Income
In thousands, except per common share results

                          ----------------------
                           Three Months Ended
                               December 31,
                          ----------------------
                                                   Dollar   Percentage
                          -----------
                             2006     2005 (A)     Change     Change
                          ---------------------- ---------------------
Revenues:
 Premiums                 $5,456,853 $3,552,393  $1,904,460      53.6%
 Administrative services
  fees                        92,490     63,197      29,293      46.4%
 Investment income            79,937     42,856      37,081      86.5%
 Other revenue                25,939      4,634      21,305     459.8%
                          ---------------------- -----------
     Total revenues        5,655,219  3,663,080   1,992,139      54.4%
                          ---------------------- -----------
Operating expenses:
 Medical                   4,541,775  2,914,831   1,626,944      55.8%
 Selling, general and
  administrative             817,038    609,519     207,519      34.0%
 Depreciation                 34,607     28,769       5,838      20.3%
 Other intangible
  amortization                 4,812      4,958        (146)     -2.9%
                          ---------------------- -----------
     Total operating
      expenses             5,398,232  3,558,077   1,840,155      51.7%
                          ---------------------- -----------
Income from operations       256,987    105,003     151,984     144.7%
Interest expense              15,806     10,329       5,477      53.0%
                          ---------------------- -----------
Income before income taxes   241,181     94,674     146,507     154.7%
Provision for income taxes    86,160     32,898      53,262     161.9%
                          ---------------------- -----------
Net income                  $155,021    $61,776     $93,245     150.9%
                          ====================== ===========

Basic earnings per common
 share                         $0.94      $0.38       $0.56     147.4%
Diluted earnings per
 common share                  $0.92      $0.37       $0.55     148.6%

Shares used in computing
 basic earnings per common
 share                       165,338    162,405
Shares used in computing
 diluted earnings per
 common share                168,748    166,521
                                                                   S-4
Humana Inc.
YTD Consolidated Statements of Income
In thousands, except per common share results

                        ------------------------
                          Twelve Months Ended
                              December 31,
                        ------------------------
                                                   Dollar   Percentage
                        ------------
                           2006       2005 (A)     Change     Change
                        ------------------------ ---------------------
Revenues:
 Premiums               $20,729,182 $14,001,591  $6,727,591      48.0%
 Administrative services
  fees                      341,211     259,437     $81,774      31.5%
 Investment income          291,880     142,976    $148,904     104.1%
 Other revenue               54,264      14,123     $40,141     284.2%
                        ------------------------ -----------
     Total revenues      21,416,537  14,418,127  $6,998,410      48.5%
                        ------------------------ -----------
Operating expenses:
 Medical                 17,421,204  11,651,470  $5,769,734      49.5%
 Selling, general and
  administrative          3,021,509   2,195,604    $825,905      37.6%
 Depreciation               128,634     105,051     $23,583      22.4%
 Other intangible
  amortization               19,964      23,807     ($3,843)    -16.1%
                        ------------------------ -----------
     Total operating
      expenses           20,591,311  13,975,932  $6,615,379      47.3%
                        ------------------------ -----------
Income from operations      825,226     442,195    $383,031      86.6%
Interest expense             63,141      39,315     $23,826      60.6%
                        ------------------------ -----------
Income before income
 taxes                      762,085     402,880    $359,205      89.2%
Provision for income
 taxes                      274,662     106,150    $168,512     158.7%
                        ------------------------ -----------
Net income                 $487,423    $296,730    $190,693      64.3%
                        ======================== ===========

Basic earnings per
 common share                 $2.97       $1.83       $1.14      62.3%
Diluted earnings per
 common share                 $2.90       $1.79       $1.11      62.0%

Shares used in computing
 basic earnings per
 common share               164,137     161,714
Shares used in computing
 diluted earnings per
 common share               167,996     165,560
                                                                   S-5
Humana Inc.
Consolidated Balance Sheets
Dollars in thousands, except share amounts

                   ------------                      -----------------
                     Dec. 31,   Sept. 30,  Dec. 31,  Sequential Change
                                                     -----------------
                      2006        2006     2005 (A)    Dollar  Percent
                   ---------------------------------------------------
Assets
Current assets:
 Cash and cash
  equivalents       $1,740,304 $1,181,234   $732,016
 Investment
  securities         3,192,273  3,242,711  2,354,904
 Receivables, net:
     Premiums          667,657    729,949    723,190
     Administrative
      services fees     13,284     15,055     15,462
 Securities lending
  collateral           627,990    917,325     47,610
 Other               1,091,465  1,015,717    333,004
                   ----------------------------------
     Total current
      assets         7,332,973  7,101,991  4,206,186  $230,982    3.3%
Property and
 equipment             545,004    518,930    484,412
Other assets:
 Long-term
  investment
  securities           414,877    408,281    391,035
 Goodwill            1,310,631  1,307,231  1,264,575
 Other                 524,011    569,718    523,406
                   ----------------------------------
     Total other
      assets         2,249,519  2,285,230  2,179,016
                   ----------------------------------
Total assets       $10,127,496 $9,906,151 $6,869,614  $221,345    2.2%
                   ==================================

Liabilities and
 Stockholders'
 Equity
Current
 liabilities:
 Medical and other
  expenses payable  $2,488,261 $2,562,943 $1,909,682
 Trade accounts
  payable and
  accrued expenses   1,626,658  1,477,977    560,550
 Book overdraft        293,605    281,244    280,005
 Securities lending
  payable              627,990    917,325     47,610
 Unearned revenues     155,298    146,320    120,489
 Current portion of
  long-term debt             -          -    301,254
                   ----------------------------------
     Total current
      liabilities    5,191,812  5,385,809  3,219,590 ($193,997)  -3.6%
Long-term debt       1,269,100    970,144    513,790
Other long-term
 liabilities           612,698    657,735    627,360
                   ----------------------------------
     Total
      liabilities    7,073,610  7,013,688  4,360,740   $59,922    0.9%
                   ----------------------------------
Commitments and
 contingencies
Stockholders'
 equity:
 Preferred stock,
  $1 par;
  10,000,000 shares
  authorized, none
  issued                     -          -          -
 Common stock,
  $0.16 2/3 par;
  300,000,000
  shares
  authorized;
    182,947,691
     issued at
     December 31,
     2006               30,491     30,391     29,843
 Capital in excess
  of par value       1,357,077  1,333,503  1,235,888
 Retained earnings   1,909,098  1,754,077  1,421,675
 Accumulated other
  comprehensive
  (loss) income        (13,205)    (6,574)    24,832
 Treasury stock, at
  cost, 16,314,151
  shares at
  December 31, 2006   (229,575)  (218,934)  (203,364)
                   ----------------------------------
     Total
      stockholders'
      equity         3,053,886  2,892,463  2,508,874  $161,423    5.6%
                   ----------------------------------
Total liabilities
 and stockholders'
 equity            $10,127,496 $9,906,151 $6,869,614  $221,345    2.2%
                   ==================================

Debt to total
 capitalization
 ratio                    29.4%      25.1%      24.5%
                                                                   S-6
Humana Inc.
4th Quarter Consolidated Statements of Cash Flows
Dollars in thousands

                           -----------------------
                             Three Months Ended
                                 December 31,
                           -----------------------
                                                    Dollar  Percentage
                           -----------
                              2006     2005 (A)     Change    Change
                           ---------------------- --------------------
Cash flows from operating
 activities
 Net income                  $155,021    $61,776
 Adjustments to reconcile
  net income to net cash
  provided by (used in)
  operating activities:
     Depreciation and
      amortization             39,419     33,727
     Stock-based
      compensation              8,157      7,716
     Provision (benefit)
      for deferred income
      taxes                    47,793     (9,784)
     Changes in operating
      assets and
      liabilities excluding
      the effects of
      acquisitions:
         Receivables           64,063    (27,512)
         Other assets          23,559    (32,675)
         Medical and other
          expenses payable    (74,682)    92,456
         Other liabilities    268,725     46,246
         Unearned revenues      8,978   (413,419)
     Other                     (6,132)    (9,315)
                           ----------------------
Net cash provided by (used
 in) operating activities     534,901   (250,784)  $785,685     313.3%
                           ----------------------

Cash flows from investing
 activities
 Acquisitions, net of cash
  acquired                     (1,700)   (50,028)
 Purchases of property and
  equipment                   (56,549)   (53,528)
 Proceeds from sales of
  property and equipment          171      1,849
 Purchases of investment
  securities                 (763,830)(2,023,793)
 Proceeds from maturities
  of investment securities    186,315  1,165,312
 Proceeds from sales of
  investment securities       523,238    730,595
 Change in securities
  lending collateral          289,335     69,943
                           ----------------------
Net cash provided by (used
 in) investing activities     176,980   (159,650)  $336,630     210.9%
                           ----------------------

Cash flows from financing
 activities
 Receipts from CMS contract
  deposits                    574,602           -
 Withdrawals from CMS
  contract deposits          (753,855)          -
 Borrowings under credit
  agreement                   300,000    200,000
 Debt issue costs                (184)          -
 Change in book overdraft      12,361     21,572
 Change in securities
  lending payable            (289,335)   (69,943)
 Common stock repurchases     (10,641)      (293)
 Tax benefit from stock-
  based compensation            8,048      4,287
 Proceeds from stock option
  exercises and other           6,193      7,891
                           ----------------------
Net cash (used in) provided
 by financing activities     (152,811)   163,514  ($316,325)   -193.5%
                           ----------------------

Increase/(decrease) in cash
 and cash equivalents         559,070   (246,920)
Cash and cash equivalents
 at beginning of period     1,181,234    978,936
                           ----------------------

Cash and cash equivalents
 at end of period          $1,740,304   $732,016
                           ======================
                                                                   S-7
Humana Inc.
YTD Consolidated Statements of Cash Flows
Dollars in thousands

                          ----------------------
                           Twelve Months Ended
                               December 31,
                          ----------------------
                                                   Dollar   Percentage
                             2006     2005 (A)     Change     Change
                          ---------------------- ---------------------
Cash flows from operating
 activities
 Net income                 $487,423   $296,730
 Adjustments to reconcile
  net income to net cash
  provided by operating
  activities:
     Depreciation and
      amortization           148,598    128,858
     Stock-based
      compensation            32,558     30,153
     Provision (benefit)
      for deferred income
      taxes                   70,062    (39,007)
     Changes in operating
      assets and
      liabilities
      excluding the
      effects of
      acquisitions:
         Receivables          58,554   (156,748)
         Other assets       (365,454)   (63,962)
         Medical and other
          expenses payable   557,381    450,297
         Other liabilities   734,718     25,617
         Unearned revenues    29,870    (45,610)
     Other                   (66,998)   (16,246)
                          ----------------------
Net cash provided by
 operating activities      1,686,712    610,082  $1,076,630     176.5%
                          ----------------------

Cash flows from investing
 activities
 Acquisitions, net of cash
  acquired                   (28,062)  (402,844)
 Purchases of property and
  equipment                 (193,151)  (165,846)
 Proceeds from sales of
  property and equipment       9,623      4,497
 Purchases of investment
  securities              (4,269,221)(3,717,916)
 Proceeds from maturities
  of investment securities 1,664,332  1,761,588
 Proceeds from sales of
  investment securities    1,742,793  1,723,015
 Change in securities
  lending collateral        (580,380)    30,230
                          ----------------------
Net cash used in investing
 activities               (1,654,066)  (767,276)  ($886,790)   -115.6%
                          ----------------------

Cash flows from financing
 activities
 Receipts from CMS
  contract deposits        2,002,451          -
 Withdrawals from CMS
  contract deposits       (2,124,717)         -
 Borrowings under credit
  agreement                  550,000    494,000
 Repayments under credit
  agreement                 (300,000)  (294,000)
 Proceeds from issuance of
  senior notes               498,545          -
 Repayment of senior notes  (300,000)         -
 Debt issue costs             (5,980)         -
 Change in book overdraft     13,600     87,945
 Change in securities
  lending payable            580,380    (30,230)
 Common stock repurchases    (26,211)    (2,364)
 Tax benefit from stock-
  based compensation          38,839     15,545
 Proceeds from stock
  option exercises and
  other                       48,735     38,235
                          ----------------------
Net cash provided by
 financing activities        975,642    309,131    $666,511     215.6%
                          ----------------------

Increase in cash and cash
 equivalents               1,008,288    151,937
Cash and cash equivalents
 at beginning of period      732,016    580,079
                          ----------------------

Cash and cash equivalents
 at end of period         $1,740,304   $732,016
                          ======================
                                                                   S-8
Humana Inc.
Key Income Statement Ratios and Segment Operating Results
Dollars in thousands


                             --------------------
                             Three Months Ended
                                 December 31,
                             --------------------

                             -----------
                                                            Percentage
                                2006    2005 (A)  Difference  Change
                             -------------------- --------------------
Medical expense ratio
   Government Segment              83.7%    81.3%       2.4%
   Commercial Segment              82.1%    82.9%      -0.8%
   Consolidated                    83.2%    82.1%       1.1%

Selling, general, and
 administrative expense ratio
   Government Segment              12.3%    15.6%      -3.3%
   Commercial Segment              20.8%    18.3%       2.5%
   Consolidated                    14.7%    16.9%      -2.2%


Detail of Pretax Income
   Government Segment          $187,288  $55,805   $131,483     235.6%
   Commercial Segment            53,893   38,869     15,024      38.7%
                             -------------------- ----------
   Consolidated                $241,181  $94,674   $146,507     154.7%
                             ==================== ==========

Detail of Pretax Margins
   Government Segment               4.6%     2.9%       1.7%
   Commercial Segment               3.3%     2.3%       1.0%
   Consolidated                     4.3%     2.6%       1.7%


                              -------------------
                              Twelve Months Ended
                                  December 31,
                              -------------------

                              ----------
                                                            Percentage
                                2006    2005 (A)  Difference  Change
                              ------------------- --------------------
Medical expense ratio
   Government Segment              85.0%    83.1%       1.9%
   Commercial Segment              81.7%    83.3%      -1.6%
   Consolidated                    84.0%    83.2%       0.8%

Selling, general, and
 administrative expense ratio
   Government Segment              11.8%    12.7%      -0.9%
   Commercial Segment              20.2%    18.5%       1.7%
   Consolidated                    14.3%    15.4%      -1.1%


Detail of Pretax Income
   Government Segment          $513,845 $316,676   $197,169      62.3%
   Commercial Segment           248,240   86,204    162,036     188.0%
                              ------------------- ----------
   Consolidated                $762,085 $402,880   $359,205      89.2%
                              =================== ==========

Detail of Pretax Margins
   Government Segment               3.5%     4.2%      -0.7%
   Commercial Segment               3.7%     1.3%       2.4%
   Consolidated                     3.6%     2.8%       0.8%
                                                                   S-9
Humana Inc.
Membership Detail
In thousands


                           --------------
                               Ending                       Ending
                           December 31,  Average - 4Q06 December 31,
                                2006                         2005
                           -------------------------------------------
Medical Membership:
Government Segment:
  Medicare Advantage - HMO         457.9          457.1         427.9
  Medicare Advantage - PPO          71.7           72.1           8.6
  Medicare Advantage - PFFS        473.0          472.7         121.3
                           -------------------------------------------
      Total Medicare
       Advantage                 1,002.6        1,001.9         557.8
                           -------------------------------------------
  Medicare - PDP - Standard      2,097.2        2,093.9             -
  Medicare - PDP - Enhanced      1,025.4        1,027.9             -
  Medicare - PDP - Complete        414.0          418.1             -
                           -------------------------------------------
      Total Medicare stand-
       alone PDPs                3,536.6        3,539.9             -
                           -------------------------------------------
          Total Medicare         4,539.2        4,541.8         557.8
                           -------------------------------------------
  TRICARE insured                1,716.4        1,718.1       1,750.9
  TRICARE ASO                    1,163.6        1,158.7       1,138.2
                           -------------------------------------------
      Total TRICARE              2,880.0        2,876.8       2,889.1
                           -------------------------------------------
  Medicaid insured                 390.7          398.7         457.9
  Medicaid ASO                     178.4          121.0             -
                           -------------------------------------------
      Total Medicaid               569.1          519.7         457.9
                           -------------------------------------------
  Total Government Segment       7,988.3        7,938.3       3,904.8
                           -------------------------------------------
Commercial Segment:
  Fully insured medical:
      Group                      1,563.9        1,565.0       1,836.9
      Individual                   182.6          180.3         158.1
      Medicare supplement            7.7            7.7           4.8
                           -------------------------------------------
  Total fully insured
   medical                       1,754.2        1,753.0       1,999.8
  ASO                            1,529.6        1,526.4       1,171.0
                           -------------------------------------------
  Total Commercial Segment       3,283.8        3,279.4       3,170.8
                           -------------------------------------------

Total medical membership        11,272.1       11,217.7       7,075.6
                           ===========================================


Specialty Membership (all
 Commercial Segment)
---------------------------
  Dental - fully insured           959.8          960.0         960.5
  Dental - ASO                     492.2          490.8         496.0
                           -------------------------------------------
      Total dental               1,452.0        1,450.8       1,456.5
  Group life                       436.8          437.1         429.2
  Short-term disability             14.0           14.5          16.4
                           -------------------------------------------
Total specialty membership       1,902.8        1,902.4       1,902.1
                           ===========================================


                            --------------------------
                              Year-over-year Change        Ending
                            --------------------------
                                                       September 30,
                                Amount      Percent          2006
                            -------------------------- ---------------
Medical Membership:
Government Segment:
  Medicare Advantage - HMO           30.0         7.0%          455.4
  Medicare Advantage - PPO           63.1       733.7%           71.1
  Medicare Advantage - PFFS         351.7       289.9%          466.5
                            --------------             ---------------
      Total Medicare
       Advantage                    444.8        79.7%          993.0
                            --------------             ---------------
  Medicare - PDP - Standard       2,097.2       100.0%        2,081.7
  Medicare - PDP - Enhanced       1,025.4       100.0%        1,021.6
  Medicare - PDP - Complete         414.0       100.0%          417.7
                            --------------             ---------------
      Total Medicare stand-
       alone PDPs                 3,536.6       100.0%        3,521.0
                            --------------             ---------------
          Total Medicare          3,981.4       713.8%        4,514.0
                            --------------             ---------------
  TRICARE insured                   (34.5)       -2.0%        1,721.3
  TRICARE ASO                        25.4         2.2%        1,141.4
                            --------------             ---------------
      Total TRICARE                  (9.1)       -0.3%        2,862.7
                            --------------             ---------------
  Medicaid insured                  (67.2)      -14.7%          412.6
  Medicaid ASO                      178.4       100.0%              -
                            --------------             ---------------
      Total Medicaid                111.2        24.3%          412.6
                            --------------             ---------------
  Total Government Segment        4,083.5       104.6%        7,789.3
                            --------------             ---------------
Commercial Segment:
  Fully insured medical:
      Group                        (273.0)      -14.9%        1,597.1
      Individual                     24.5        15.5%          175.4
      Medicare supplement             2.9        60.4%            7.4
                            --------------             ---------------
  Total fully insured
   medical                         (245.6)      -12.3%        1,779.9
  ASO                               358.6        30.6%        1,512.0
                            --------------             ---------------
  Total Commercial Segment          113.0         3.6%        3,291.9
                            --------------             ---------------

Total medical membership          4,196.5        59.3%       11,081.2
                            ==============             ===============


Specialty Membership (all
 Commercial Segment)
---------------------------
  Dental - fully insured             (0.7)       -0.1%          960.5
  Dental - ASO                       (3.8)       -0.8%          488.2
                            --------------             ---------------
      Total dental                   (4.5)       -0.3%        1,448.7
  Group life                          7.6         1.8%          436.1
  Short-term disability              (2.4)      -14.6%           14.9
                            --------------             ---------------
Total specialty membership            0.7         0.0%        1,899.7
                            ==============             ===============


                                       -------------------------------
                                              Sequential Change
                                       -------------------------------
                                            Amount         Percent
                                       -------------------------------
Medical Membership:
Government Segment:
  Medicare Advantage - HMO                          2.5           0.5%
  Medicare Advantage - PPO                          0.6           0.8%
  Medicare Advantage - PFFS                         6.5           1.4%
                                       -----------------
      Total Medicare Advantage                      9.6           1.0%
                                       -----------------
  Medicare - PDP - Standard                        15.5           0.7%
  Medicare - PDP - Enhanced                         3.8           0.4%
  Medicare - PDP - Complete                        (3.7)         -0.9%
                                       -----------------
      Total Medicare stand-alone PDPs              15.6           0.4%
                                       -----------------
          Total Medicare                           25.2           0.6%
                                       -----------------
  TRICARE insured                                  (4.9)         -0.3%
  TRICARE ASO                                      22.2           1.9%
                                       -----------------
      Total TRICARE                                17.3           0.6%
                                       -----------------
  Medicaid insured                                (21.9)         -5.3%
  Medicaid ASO                                    178.4         100.0%
                                       -----------------
      Total Medicaid                              156.5          37.9%
                                       -----------------
  Total Government Segment                        199.0           2.6%
                                       -----------------
Commercial Segment:
  Fully insured medical:
      Group                                       (33.2)         -2.1%
      Individual                                    7.2           4.1%
      Medicare supplement                           0.3           4.1%
                                       -----------------
  Total fully insured medical                     (25.7)         -1.4%
  ASO                                              17.6           1.2%
                                       -----------------
  Total Commercial Segment                         (8.1)         -0.2%
                                       -----------------

Total medical membership                          190.9           1.7%
                                       =================


Specialty Membership (all Commercial
 Segment)
--------------------------------------
  Dental - fully insured                           (0.7)         -0.1%
  Dental - ASO                                      4.0           0.8%
                                       -----------------
      Total dental                                  3.3           0.2%
  Group life                                        0.7           0.2%
  Short-term disability                            (0.9)         -6.0%
                                       -----------------
Total specialty membership                          3.1           0.2%
                                       =================
                                                                  S-10
Humana Inc.
4th Quarter Premiums and Administrative Services Fees Detail
Dollars in thousands, except per member per month



                         -----------------------
                           Three Months Ended
                               December 31,
                         -----------------------
                                                   Dollar   Percentage
                            2006        2005       Change     Change
                         ----------------------- ---------------------
Premium revenues
Government Segment:
 Medicare Advantage       $2,302,609 $1,218,036  $1,084,573      89.0%
 Medicare stand-alone
  PDPs                       881,994          -     881,994     100.0%
                         ----------------------- -----------
     Total Medicare        3,184,603  1,218,036   1,966,567     161.5%
 TRICARE insured (C)         645,892    575,127      70,765      12.3%
 Medicaid insured            133,877    139,609      (5,732)     -4.1%
                         ----------------------- -----------
 Total Government Segment
  premiums                 3,964,372  1,932,772   2,031,600     105.1%
                         ----------------------- -----------
Commercial Segment:
 Fully insured medical     1,387,855  1,518,472    (130,617)     -8.6%
 Specialty                   104,626    101,149       3,477       3.4%
                         ----------------------- -----------
 Total Commercial Segment
  premiums                 1,492,481  1,619,621    (127,140)     -7.8%
                         ----------------------- -----------
Total premium revenues    $5,456,853 $3,552,393  $1,904,460      53.6%
                         ======================= ===========


Administrative services
 fees
 TRICARE ASO (C)             $14,548    $10,189      $4,359      42.8%
 Medicaid ASO                  1,423          -       1,423     100.0%
                         ----------------------- -----------
 Total Government Segment     15,971     10,189       5,782      56.7%
 Commercial Segment           76,519     53,008      23,511      44.4%
                         ----------------------- -----------
Total administrative
 services fees               $92,490    $63,197     $29,293      46.4%
                         ======================= ===========


                                   -----------------------------------
                                        Per Member per Month (B)
                                     Three Months Ended December 31,
                                   -----------------------------------

                                                 2006            2005
                                   -----------------------------------
Premium revenues
Government Segment:
 Medicare Advantage                              $766            $755
 Medicare stand-alone PDPs                        $83               -
     Total Medicare
 TRICARE insured (C)                             $125            $110
 Medicaid insured                                $112            $101
 Total Government Segment premiums
Commercial Segment:
 Fully insured medical                           $264            $253
 Specialty                                        $21             $20
 Total Commercial Segment premiums
Total premium revenues


Administrative services fees
 TRICARE ASO (C)                                   $4              $3
 Medicaid ASO                                      $4               -
 Total Government Segment
 Commercial Segment                               $13             $11
Total administrative services fees
                                                                  S-11
Humana Inc.
YTD Premiums and Administrative Services Fees Detail
Dollars in thousands, except per member per month



                        ------------------------
                          Twelve Months Ended
                              December 31,
                        ------------------------
                                                   Dollar   Percentage
                           2006        2005        Change     Change
                        ------------------------ ---------------------
Premium revenues
Government Segment:
 Medicare Advantage      $8,499,064  $4,590,362  $3,908,702      85.2%
 Medicare stand-alone
  PDPs                    3,050,304           -   3,050,304     100.0%
                        ------------------------ -----------
     Total Medicare      11,549,368   4,590,362   6,959,006     151.6%
 TRICARE insured (C)      2,543,930   2,407,653     136,277       5.7%
 Medicaid insured           520,520     548,714     (28,194)     -5.1%
                        ------------------------ -----------
 Total Government
  Segment premiums       14,613,818   7,546,729   7,067,089      93.6%
                        ------------------------ -----------
Commercial Segment:
 Fully insured medical    5,704,378   6,068,115    (363,737)     -6.0%
 Specialty                  410,986     386,747      24,239       6.3%
                        ------------------------ -----------
 Total Commercial
  Segment premiums        6,115,364   6,454,862    (339,498)     -5.3%
                        ------------------------ -----------
Total premium revenues  $20,729,182 $14,001,591  $6,727,591      48.0%
                        ======================== ===========


Administrative services
 fees
 TRICARE ASO (C)            $48,019     $50,059     ($2,040)     -4.1%
 Medicaid ASO                 1,423           -       1,423     100.0%
                        ------------------------ -----------
 Total Government
  Segment                    49,442      50,059        (617)     -1.2%
 Commercial Segment         291,769     209,378      82,391      39.4%
                        ------------------------ -----------
Total administrative
 services fees             $341,211    $259,437     $81,774      31.5%
                        ======================== ===========


                                     ---------------------------------
                                         Per Member per Month (B)
                                     Twelve Months Ended December 31,
                                     ---------------------------------

                                                 2006            2005
                                     ---------------------------------
Premium revenues
Government Segment:
  Medicare Advantage                             $794            $799
  Medicare stand-alone PDPs                       $88               -
      Total Medicare
  TRICARE insured (C)                            $123            $115
  Medicaid insured                               $104             $97
  Total Government Segment premiums
Commercial Segment:
  Fully insured medical                          $260            $249
  Specialty                                       $21             $20
  Total Commercial Segment premiums
Total premium revenues


Administrative services fees
  TRICARE ASO (C)                                  $3              $4
  Medicaid ASO                                     $4               -
  Total Government Segment
  Commercial Segment                              $12             $10
Total administrative services fees
                                                                  S-12
Humana Inc.
Percentage of Ending Membership under Capitation Arrangements


                       -----------------------------------------------
                                     Government Segment
                       -----------------------------------------------
December 31, 2006       Medicare   Medicare  TRICARE Medicaid  Total
                        Advantage    stand-                    Govt.
                                   alone PDPs                  Segment
----------------------------------------------------------------------

Capitated HMO hospital
 system based (D)             3.0%         -       -        -     0.4%
Capitated HMO physician
 group based (D)              2.4%         -       -     26.1%    2.2%
Risk-sharing (E)             27.9%         -       -     42.1%    6.4%
All other membership         66.7%     100.0%  100.0%    31.8%   91.0%
                       -----------------------------------------------
    Total medical
     membership             100.0%     100.0%  100.0%   100.0%  100.0%
                       ===============================================

December 31, 2005
-----------------------

Capitated HMO hospital
 system based (D)             6.3%         -       -        -     0.9%
Capitated HMO physician
 group based (D)              4.2%         -       -     37.2%    5.0%
Risk-sharing (E)             41.3%         -       -     59.9%   12.9%
All other membership         48.2%         -   100.0%     2.9%   81.2%
                       -----------------------------------------------
    Total medical
     membership             100.0%         -   100.0%   100.0%  100.0%
                       ===============================================


                              -----------------------------
                                   Commercial Segment
                              -----------------------------
December 31, 2006               Fully      ASO     Total     Total
                                insured            Comm.     Medical
                                                   Segment  Membership
----------------------------- ----------------------------------------

Capitated HMO hospital system
 based (D)                           1.9%      -       1.0%       0.6%
Capitated HMO physician group
 based (D)                           1.7%      -       0.9%       1.8%
Risk-sharing (E)                     1.5%      -       0.8%       4.8%
All other membership                94.9%  100.0%     97.3%      92.8%
                              ----------------------------------------
    Total medical membership       100.0%  100.0%    100.0%     100.0%
                              ========================================

December 31, 2005
-----------------------------

Capitated HMO hospital system
 based (D)                           2.1%      -       1.3%       1.1%
Capitated HMO physician group
 based (D)                           2.0%      -       1.2%       3.3%
Risk-sharing (E)                     2.5%      -       1.6%       7.8%
All other membership                93.4%  100.0%     95.9%      87.8%
                              ----------------------------------------
    Total medical membership       100.0%  100.0%    100.0%     100.0%
                              ========================================
                                                                  S-13
Humana Inc.
Detail of Medical and Other Expenses Payable Balance and Year-to-Date
 Changes
Dollars in thousands


                               Dec. 31,      Sept. 30,     Dec. 31,
                                2006           2006          2005
                            ------------------------------------------
Detail of medical and other
 expenses payable
 IBNR and other medical
  expenses payable (F)         $1,686,051     $1,715,791   $1,125,205
 TRICARE IBNR (G)                 318,583        332,962      409,413
 TRICARE other medical
  expenses payable (H)             94,699         95,593       88,443
 Unprocessed claim
  inventories (I)                 218,400        187,900      148,200
 Processed claim inventories
  (J)                             115,424         89,500       83,635
 Payable to pharmacy benefit
  administrator (K)                55,104        141,197       54,786
                            ------------------------------------------
Total medical and other
 expenses payable              $2,488,261     $2,562,943   $1,909,682
                            ==========================================



                                           Nine Months
                              Year Ended       Ended      Year Ended
                            Dec. 31, 2006 Sept. 30, 2006 Dec. 31, 2005
                            ------------------------------------------
Year-to-date changes in
 medical and other expenses
 payable

 Balances at January 1         $1,909,682     $1,909,682   $1,422,010

 Acquisitions                      21,198         21,198       37,375

 Incurred related to:
     Current year (L)          17,696,654     13,163,725   11,765,662
     Prior years - non-
      TRICARE (L)                (178,998)      (173,223)     (72,868)
     Prior years - TRICARE
      (M)                         (96,452)      (111,073)     (41,324)
                            ------------------------------------------
 Total incurred                17,421,204     12,879,429   11,651,470
                            ------------------------------------------

 Paid related to:
     Current year             (15,532,079)   (10,912,017)  (9,979,449)
     Prior years               (1,331,744)    (1,335,349)  (1,221,724)
                            ------------------------------------------
 Total paid                   (16,863,823)   (12,247,366) (11,201,173)
                            ------------------------------------------

 Balances at end of period     $2,488,261     $2,562,943   $1,909,682
                            ==========================================
                                                                  S-14
Humana Inc.
Medical Claims Reserves Statistics


Receipt Cycle Time (N)

                                                            Percentage
                         2006           2005        Change    Change
                    --------------------------------------------------
 1st Quarter Average          16.1           16.6      (0.5)     -3.0%
 2nd Quarter Average          15.8           15.9      (0.1)     -0.6%
 3rd Quarter Average          16.0           16.7      (0.7)     -4.2%
 4th Quarter Average          15.8           16.9      (1.1)     -6.5%
                    ----------------------------------------
 Full Year Average            15.9           16.5      (0.6)     -3.6%
                    ========================================



Unprocessed Claims Inventories

                      Estimated
                       Valuation     Claim Item    Number of Days on
        Date            (000's)         Counts            Hand
 ---------------------------------------------------------------------
         12/31/2004       $115,300        394,400                 3.7
          3/31/2005       $111,200        393,200                 3.6
          6/30/2005       $119,500        443,600                 4.0
          9/30/2005       $136,700        512,800                 4.7
         12/31/2005       $148,200        498,400                 4.6
          3/31/2006       $185,300        683,900                 5.6
          6/30/2006       $193,700        702,000                 4.8
          9/30/2006       $187,900        623,900                 5.4
 ---------------------------------------------------------------------
         12/31/2006       $218,400        757,700                 6.1
 ---------------------------------------------------------------------
                                                                  S-15
Humana Inc.
Medical Claims Reserves Statistics (Continued)

Days in Claims Payable (O)
             Days in
              Claim                         DCP
  Quarter    Payable   Annual  Percentage Excluding Annual  Percentage
    Ended      (DCP)    Change   Change   Capitation Change   Change
 ---------------------------------------------------------------------
 12/31/2004      49.5      3.3       7.1%      54.8     1.6       3.0%
  3/31/2005      50.5      3.1       6.5%      56.1     1.8       3.3%
  6/30/2005      52.8      5.4      11.4%      58.6     4.5       8.3%
  9/30/2005      54.0      2.2       4.2%      60.8     1.7       2.9%
 12/31/2005      60.3     10.8      21.8%      66.6    11.8      21.5%
  3/31/2006      59.1      8.6      17.0%      65.5     9.4      16.8%
  6/30/2006      59.5      6.7      12.7%      65.5     6.9      11.8%
  9/30/2006      61.2      7.2      13.3%      67.1     6.3      10.4%
 ---------------------------------------------------------------------
 12/31/2006      60.2     (0.1)     -0.2%      66.5    (0.1)     -0.2%
 ---------------------------------------------------------------------
Year-to-Date Change in Days in Claims Payable (P) (Q)
                                                           2006  2005
                                                         -------------
DCP - 4th quarter of prior year                            60.3  49.5
 Components of year-to-date change in DCP:
     Change in claims receipt cycle time                   (1.6)  0.2
     Change in unprocessed claims inventories               1.7   1.0
     Change in processed claims inventories                 0.8  (0.4)
     Change in TRICARE reserve balances                    (2.1)  3.9
     Change in pharmacy payment cutoff                     (1.3)  1.5
     Change in provider payables under risk arrangements    1.9   1.4
     All other                                              0.5   3.2
                                                         -------------
DCP - current quarter                                      60.2  60.3
                                                         =============
                                                                  S-16
Humana Inc.
4Q05 GAAP to Non-GAAP Reconciliation
Dollars in thousands, except EPS


                              4Q06                  4Q05
                           ---------- --------------------------------
                                       GAAP (A)  Adjustments Non-GAAP
                                      ---------- ----------- ---------
                                                 Hurricane
                                                   Katrina
                                      --------------------------------
Consolidated
Pretax income               $241,181    $94,674     $20,314  $114,988
   Pretax margin                 4.3%       2.6%        0.5%      3.1%
Net income                  $155,021    $61,776     $12,676   $74,452
EPS                            $0.92      $0.37       $0.07     $0.44
   Growth rate vs. P/Y GAAP    148.6%
   Growth rate vs. P/Y Non-
    GAAP                       109.1%
MER                             83.2%      82.1%       -0.6%     81.5%
SG&A ratio                      14.7%      16.9%          -      16.9%

Government Segment
Pretax income               $187,288    $55,805      $4,388   $60,193
   Pretax margin                 4.6%       2.9%        0.2%      3.1%
MER                             83.7%      81.3%       -0.2%     81.1%
SG&A ratio                      12.3%      15.6%          -      15.6%

Commercial Segment
Pretax income                $53,893    $38,869     $15,926   $54,795
   Pretax margin                 3.3%       2.3%        0.9%      3.2%
MER                             82.1%      82.9%       -1.0%     81.9%
SG&A ratio                      20.8%      18.3%          -      18.3%
                                                                  S-17
Humana Inc.
YTD GAAP to Non-GAAP Reconciliation
Dollars in thousands, except EPS


                                          FY06
                   ---------------------------------------------------
                        GAAP            Adjustments        Non-GAAP
                   --------------- --------------------- -------------
                                   Excess Net Realized
                                    Capital Gains - 1Q06
                   ---------------------------------------------------
Consolidated
Pretax income            $762,085              ($29,113)     $732,972
   Pretax margin              3.6%                 -0.2%          3.4%
Net income                487,423              ($18,167)     $469,256
EPS                         $2.90                ($0.11)        $2.79
   Growth rate               62.0%                               38.1%
MER                          84.0%                    -          84.0%
SG&A ratio                   14.3%                    -          14.3%

Government Segment
Pretax income            $513,845               ($1,872)     $511,973
   Pretax margin              3.5%                    -           3.5%
MER                          85.0%                    -          85.0%
SG&A ratio                   11.8%                    -          11.8%

Commercial Segment
Pretax income            $248,240              ($27,241)     $220,999
   Pretax margin              3.7%                 -0.4%          3.3%
MER                          81.7%                    -          81.7%
SG&A ratio                   20.2%                 -0.1%         20.1%


                                         FY05
                  ----------------------------------------------------
                  GAAP (A)            Adjustments            Non-GAAP
                  --------- -------------------------------- ---------
                            Realization   Class    Hurricane
                             of Tax Gain  Action    Katrina
                             Contingency Litigation
                                         Settlement
                  ----------------------------------------------------
Consolidated
Pretax income     $402,880            -    $71,850  $27,013  $501,743
   Pretax
    margin             2.8%           -        0.5%     0.2%      3.5%
Net income        $296,730     ($22,800)   $44,834  $16,857  $335,621
EPS                  $1.79       ($0.14)     $0.27    $0.10     $2.02
   Growth rate
MER                   83.2%           -          -     -0.2%     83.0%
SG&A ratio            15.4%           -       -0.5%       -      14.9%

Government
 Segment
Pretax income     $316,676            -    $33,360   $5,917  $355,953
   Pretax
    margin             4.2%           -        0.4%     0.1%      4.7%
MER                   83.1%           -          -     -0.1%     83.0%
SG&A ratio            12.7%           -       -0.5%       -      12.2%

Commercial
 Segment
Pretax income      $86,204            -    $38,490  $21,096  $145,790
   Pretax
    margin             1.3%           -        0.5%     0.3%      2.1%
MER                   83.3%           -          -     -0.3%     83.0%
SG&A ratio            18.5%           -       -0.6%       -      17.9%
                                                                  S-18
Humana Inc.
2005 Quarters Adjusted to Reflect Retrospective Application of
 Expensing Stock Options
In thousands, except per common share results


                    ------------------------- ------------------------
                              1Q05                      2Q05
                    ------------------------- ------------------------
                      Reported   Adjusted (A)  Reported   Adjusted (A)
                    ------------ ------------ ----------- ------------

Revenues             $3,387,225   $3,387,225  $3,546,361   $3,546,361

Pretax income
 (loss):
Government              $72,224      $70,472    $104,092     $102,531
Commercial               49,463       46,208      25,215       22,317
                    ------------ ------------ ----------- ------------
Consolidated           $121,687     $116,680    $129,307     $124,848

Net income             $109,795     $106,735     $84,137      $81,412

Diluted earnings per
 common share             $0.67        $0.65       $0.51        $0.49

Shares used in          164,179      164,496     164,908      165,149
 computing diluted
 earnings per common
 share

SG&A expense ratio:
Government                 10.8%        10.9%       10.6%        10.6%
Commercial                 17.6%        17.8%       17.5%        17.7%
Consolidated               14.1%        14.3%       13.8%        14.0%

Total assets         $6,149,593   $6,149,593  $6,277,907   $6,277,907
Total liabilities    $3,949,788   $3,916,471  $3,961,719   $3,927,862
Total stockholders'
 equity              $2,199,805   $2,233,122  $2,316,188   $2,350,045

Net cash provided by
 (used in) operating
 activities             $99,228      $95,573    $181,857     $179,287
Net cash used in
 investing
 activities           ($451,322)   ($451,322)   ($59,909)    ($59,909)
Net cash provided by
 (used in) financing
 activities            $332,279     $335,934    ($78,422)    ($75,852)


                     ------------------------ ------------------------
                               3Q05                     4Q05
                     ------------------------ ------------------------
                      Reported   Adjusted (A)  Reported   Adjusted (A)
                     ----------- ------------ ----------- ------------

Revenues             $3,821,461   $3,821,461  $3,663,080   $3,663,080

Pretax income (loss):
Government              $89,557      $87,868     $57,395      $55,805
Commercial              (18,053)     (21,190)     41,821       38,869
                     ----------- ------------ ----------- ------------
Consolidated            $71,504      $66,678     $99,216      $94,674

Net income              $49,944      $46,807     $64,607      $61,776

Diluted earnings per
 common share             $0.30        $0.28       $0.39        $0.37

Shares used in          166,037      166,076     166,371      166,521
 computing diluted
 earnings per common
 share

SG&A expense ratio:
Government                 13.1%        13.2%       15.5%        15.6%
Commercial                 20.0%        20.2%       18.1%        18.3%
Consolidated               16.2%        16.3%       16.7%        16.9%

Total assets         $6,832,421   $6,832,421  $6,869,614   $6,869,614
Total liabilities    $4,466,451   $4,432,166  $4,395,509   $4,360,740
Total stockholders'
 equity              $2,365,970   $2,400,255  $2,474,105   $2,508,874

Net cash provided by
 (used in) operating
 activities            $591,039     $586,006   ($246,497)   ($250,784)
Net cash used in
 investing activities  ($96,395)    ($96,395)  ($159,650)   ($159,650)
Net cash provided by
 (used in) financing
 activities           ($119,498)   ($114,465)   $159,227     $163,514
                                                                  S-19
Humana Inc.
2003 Through 2005 Adjusted to Reflect Retrospective Application of
 Expensing Stock Options
In thousands, except per common share results


                   ------------------------- -------------------------
                      For the year ended        For the year ended
                       December 31, 2005         December 31, 2004
                   ------------------------- -------------------------
                     Reported   Adjusted (A)   Reported   Adjusted (A)
                   ------------ ------------ ------------ ------------

Revenues           $14,418,127  $14,418,127  $13,104,325  $13,104,325

Pretax income:
  Government          $323,268     $316,676     $273,840     $269,063
  Commercial            98,446       86,204      142,010      130,315
                   ------------ ------------ ------------ ------------
    Consolidated      $421,714     $402,880     $415,850     $399,378

Net income            $308,483     $296,730     $280,012     $269,947

Diluted earnings
 per common share        $1.87        $1.79        $1.72        $1.66

Shares used in
 computing diluted
 earnings per
 common share          165,374      165,560      162,456      162,905

SG&A expense
 ratio:
  Government              12.6%        12.7%        12.2%        12.3%
  Commercial              18.3%        18.5%        16.4%        16.5%
    Consolidated          15.3%        15.4%        14.5%        14.6%

Total assets        $6,869,614   $6,869,614   $5,657,617   $5,657,617
Total liabilities   $4,395,509   $4,360,740   $3,567,493   $3,533,369
Total
 stockholders'
 equity             $2,474,105   $2,508,874   $2,090,124   $2,124,248

Net cash provided
 by operating
 activities           $625,627     $610,082     $347,809     $344,061
Net cash used in
 investing
 activities          ($767,276)   ($767,276)   ($624,081)   ($624,081)
Net cash provided
 by (used in)
 financing
 activities           $293,586     $309,131     ($75,053)    ($71,305)


                                             -------------------------
                                                For the year ended
                                                 December 31, 2003
                                             -------------------------
                                               Reported   Adjusted (A)
                                             ------------ ------------

Revenues                                     $12,226,311  $12,226,311

Pretax income:
  Government                                    $223,706     $221,240
  Commercial                                     121,010      114,973


                                             ------------ ------------
    Consolidated                                $344,716     $336,213

Net income                                      $228,934     $223,739

Diluted earnings per common share                  $1.41        $1.38

Shares used in computing diluted earnings
 per common share                                161,960      162,406

SG&A expense ratio:
  Government                                        13.4%        13.5%
  Commercial                                        16.9%        17.0%
    Consolidated                                    15.4%        15.4%

Total assets                                  $5,379,814   $5,379,814
Total liabilities                             $3,543,865   $3,510,842
Total stockholders' equity                    $1,835,949   $1,868,972

Net cash provided by operating activities       $413,140     $397,921
Net cash used in investing activities          ($382,837)   ($382,837)
Net cash provided by (used in) financing
 activities                                     $179,744     $194,963
                                                                  S-20
Humana Inc.
Footnotes to Statistical Schedules and Supplementary Information
4Q06 Earnings Release

Footnote
--------
  (A)   Adjusted to include stock-based compensation expense. Under
         SFAS 123R, which the company adopted effective January 1,
         2006 using the modified retrospective method, stock-based
         compensation expense is recognized based on the grant date
         fair value over the vesting period.
  (B)   Computed based on average membership for the period (i.e.,
         monthly ending membership during the period divided by the
         number of months in the period).
  (C)   TRICARE revenues are not contracted on a per member basis.
  (D)   In a limited number of circumstances, the company contracts
         with hospitals and physicians to accept financial risk for a
         defined set of HMO membership. In transferring this risk, the
         company prepays these providers a monthly fixed-fee per
         member to coordinate substantially all of the medical care
         for their capitated HMO membership, including some health
         benefit administrative functions and claims processing. For
         these capitated HMO arrangements, the company generally
         agrees to reimbursement rates that target a medical expense
         ratio ranging from 82% to 89%. Providers participating in
         hospital-based capitated HMO arrangements generally receive a
         monthly payment for all of the services within their system
         for their HMO membership. Providers participating in
         physician-based capitated HMO arrangements generally have
         subcontracted specialist physicians and are responsible for
         reimbursing such hospitals and physicians for services
         rendered to their HMO membership.
  (E)   In some circumstances, the company contracts with physicians
         under risk-sharing arrangements whereby physicians have
         assumed some level of risk for all or a portion of the
         medical costs of their HMO membership. Although these
         arrangements do include capitation payments for services
         rendered, the company processes substantially all of the
         claims under these arrangements.
  (F)   IBNR represents an estimate of medical expenses payable for
         claims incurred but not reported (IBNR) at the balance sheet
         date. The level of IBNR is primarily impacted by membership
         levels, medical claim trends and the receipt cycle time,
         which represents the length of time between when a claim is
         initially incurred and when the claim form is received (i.e.
         a shorter time span results in lower reserves for claims
         IBNR). Other medical expenses payable includes amounts
         payable to providers under capitation arrangements.
  (G)   TRICARE IBNR decreased since the prior year end due to
         favorable development as more fully discussed in Footnote M
         below.
  (H)   TRICARE other medical expenses payable may include liabilities
         to subcontractors and/or risk share payables to the
         Department of Defense. The level of these balances may
         fluctuate from period to period due to the timing of payment
         (cutoff) and whether or not the balances are payables or
         receivables (receivables from the Department of Defense are
         classified as receivables in the company's balance sheet).
  (I)   Unprocessed claim inventories represent the estimated
         valuation of claims received but not yet fully processed.
         TRICARE claim inventories are not included in this amount as
         an independent third party administrator processes all
         TRICARE medical claims on the company's behalf. Reserves for
         TRICARE unprocessed claims inventory are included in TRICARE
         IBNR.
  (J)   Processed claim inventories represent the estimated valuation
         of processed claims that are in the post-claim-adjudication
         process, which consists of administrative functions such as
         audit and check batching and handling.
  (K)   The balance due to the company's pharmacy benefit
         administrator fluctuates as a result of the number of
         business days in the last payment cycle of the month. Payment
         cycles are every 10 days (10th & 20th of month) and the last
         day of the month.
  (L)   Amounts incurred related to prior years vary from previously
         estimated liabilities as the claims ultimately are settled.
         Negative amounts reported for incurred related to prior years
         result from claims being ultimately settled for amounts less
         than originally estimated (favorable development). There were
         no changes in the approach used to determine our estimate of
         claim reserves during the quarter.
  (M)   Changes in estimates of TRICARE incurred claims for prior
         years recognized during 2006 and 2005 resulted primarily from
         claim costs and utilization levels developing favorably from
         the levels originally estimated for the second half of the
         prior year. As a result of substantial risk-sharing
         provisions with the Department of Defense and with
         subcontractors, any resulting impact on operations from the
         change in estimates of incurred related to prior years is
         substantially reduced, whether positive or negative.
  (N)   The receipt cycle time measures the average length of time
         between when a claim was initially incurred and when the
         claim form was received. Receipt cycle time data for our
         largest claim processing platforms represents approximately
         70% of the company's fully insured claims volume. Pharmacy
         claims are excluded from this measurement.
  (O)   A common metric for monitoring medical claim reserve levels
         relative to the medical claims expense is days in claims
         payable, or DCP, which represents the medical claim
         liabilities at the end of the period divided by average
         medical expenses per day in the quarterly period. Since the
         company has some providers under capitation payment
         arrangements (which do not require a medical claim IBNR
         reserve), the company has also summarized this metric
         excluding capitation expense. In addition, this calculation
         excludes the impact of the company's stand-alone PDP
         business.
  (P)   Excludes the impact of Medicare stand-alone PDPs.
  (Q)   DCP fluctuates due to a number of issues, the more significant
         of which are detailed in the rollforward of DCP from the
         fourth quarter of the prior year. Growth in certain product
         lines can also impact DCP for the quarter since a provision
         for claims would not have been recorded for members that had
         not yet enrolled earlier in the quarter, yet those members
         would have a provision and corresponding reserve recorded
         upon enrollment later in the quarter.

    CONTACT: Humana Inc.
             Investor Relations:
             Regina Nethery, 502-580-3644
             Rnethery@humana.com
             or
             Corporate Communications:
             Tom Noland, 502-580-3674
             Tnoland@humana.com

    SOURCE: Humana Inc.