Patents

Humana Inc. Reports Financial Results for Third Quarter And First Nine Months of 2003

Humana Inc. Reports Financial Results for Third Quarter And First Nine Months of 2003

October 27, 2003 at 12:00 AM EST
View Press Release in PDF format

LOUISVILLE, Ky., Oct 27, 2003 /PRNewswire-FirstCall via COMTEX/ -- Humana Inc. (NYSE: HUM) today reported earnings per diluted share of $.38 for the third quarter ended September 30, 2003 ("3Q03") compared to $.31 in earnings per diluted share for the third quarter ended September 30, 2002 ("3Q02"), an increase of 23 percent.

Net income of $62,119,000 for 3Q03 increased 19 percent over the prior year, up from $52,331,000 in 3Q02. Pretax margin of 3.0 percent for 3Q03 increased 30 basis points from the 3Q02 pretax margin of 2.7 percent.

The increase in year-over-year results for 3Q03 was driven by the improvement in the company's Commercial segment.

Results for the nine months ended September 30, 2003 ("the 2003 period") also improved over those for the nine months ended September 30, 2002 ("the 2002 period"). Earnings per diluted share for the 2003 period of $1.01 increased 17 percent compared to $.86 for the 2002 period. Net income of $162,625,000 increased 13 percent for the 2003 period versus $144,460,000 in the 2002 period. The company's pretax margin of 2.7 percent in the 2003 period increased 20 basis points over that for the 2002 period of 2.5 percent.

Results for the 2003 period include the writedown of building and equipment of $17,233,000 pretax ($10,529,000 net of income tax benefit or $.07 per diluted share), gain on the sale of a venture capital investment of $15,200,000 pretax ($10,108,000 net of income taxes or $.06 per diluted share), and software abandonment charges of $13,527,000 pretax ($8,265,000 net of income tax benefit or $.05 per diluted share). Each of these items was recorded during the six months ended June 30, 2003. The net impact of these items reduced pretax income for the 2003 period by $15,560,000 ($8,686,000 net of income taxes or $.05 per diluted share).

"We were pleased with the significant growth in profitability of our commercial segment in the third quarter, as well as our successful bid on the government side for the new TRICARE South region contract," said Michael B. McCallister, Humana's president and chief executive officer. "The government segment continues to provide a solid base of earnings as we expand our commercial segment's revenues, income and membership."

Segment Results

Commercial segment pretax income increased to $25,952,000 in 3Q03 from $4,540,000 in 3Q02. Commercial segment pretax margin of 1.5 percent in 3Q03 was 120 basis points higher than the related pretax margin of 0.3 percent in 3Q02. The improvement in year-over-year Commercial segment results during 3Q03 was driven by a 60 basis point decline in the medical expense ratio, coupled with gains in administrative efficiencies.

For the 2003 period, Commercial segment pretax income increased to $106,948,000 versus $45,528,000 in the 2002 period. Pretax margin for the 2003 period in the Commercial segment was 2.1 percent, a 110 basis point increase from 1.0 percent in the 2002 period.

Commercial segment pretax results for the 2003 period include software abandonment charges of $13,527,000, gain on the sale of a venture capital investment of $12,423,000 and the writedown of building and equipment of $4,325,000. Each of these items was recorded during the six months ended June 30, 2003.

Government segment pretax income of $67,460,000 in 3Q03 compares to 3Q02 Government segment pretax income of $72,417,000. Pretax margin for the Government segment decreased 70 basis points to 4.8 percent in 3Q03 compared to 5.5 percent in 3Q02. The decline in year-over-year Government segment results during 3Q03 was primarily driven by an increase in the TRICARE medical expense ratio, partially offset by improvement in the medical expense ratio for the Medicare+Choice business.

Government segment pretax income for the 2003 period decreased to $138,056,000 from $166,913,000 in the 2002 period. Government segment pretax margin was 3.4 percent during the 2003 period versus 4.2 percent in the 2002 period.

Government segment pretax results for the 2003 period include the writedown of building and equipment of $12,908,000 and gain on the sale of a venture capital investment of $2,777,000. Each of these items was recorded during the six months ended June 30, 2003.

Revenues and Membership

Consolidated revenues for 3Q03 totaled $3,111,765,000, compared to $2,841,627,000 in 3Q02, a 10 percent increase. Medical membership as of September 30, 2003 totaled 6,625,100, essentially unchanged compared to the 6,631,400 medical members as of September 30, 2002.

For the 2003 period, consolidated revenues were $9,073,439,000 versus $8,406,149,000 in the 2002 period, an increase of 8 percent. Consolidated revenues for the 2003 period include the gain on the sale of a venture capital investment of $15,200,000 recorded during the six months ended June 30, 2003.

Commercial segment premiums and administrative services fees totaled $1,679,518,000 during 3Q03 compared to a total of $1,491,270,000 during 3Q02, or 13 percent higher than in the prior year. Commercial segment medical membership was 3,036,400 as of September 30, 2003, a growth of 2 percent from September 30, 2002. Per member premiums for the Commercial segment fully insured medical business, net of benefit changes, increased in the range of 12 to 14 percent during 3Q03 compared to 3Q02.

Commercial segment premiums and administrative services fees for the 2003 period were $4,985,574,000 versus $4,405,068,000 in the 2002 period, an increase of 13 percent.

Government segment premiums and administrative services fees for 3Q03 totaled $1,403,764,000, or 6 percent higher than the related 3Q02 premiums and administrative services fees of $1,322,122,000.

Medicare+Choice membership totaled 324,600 at September 30, 2003, a decline of 24,400 members from the prior year's quarter. Per member premiums for the Medicare+Choice business, net of benefit changes, increased in the range of 4 to 6 percent during 3Q03 compared to 3Q02.

TRICARE's insured membership totaled 1,746,300 at September 30, 2003, versus comparable membership at September 30, 2002 of 1,755,700. TRICARE ASO membership was 1,057,000 at September 30, 2003, up 2 percent from September 30, 2002 membership of 1,038,400. TRICARE premium revenues and administrative services fees increased year-over-year by approximately 18 percent during 3Q03 due to a change in the monthly base revenue effective in July 2003.

Medicaid membership of 460,800 at September 30, 2003 declined by approximately 9 percent from September 30, 2002. Approximately 84 percent of the company's Medicaid membership is in Puerto Rico. Per member premiums for the Medicaid business, net of benefit changes, increased in the range of 8 to 10 percent during 3Q03 versus 3Q02.

Government segment premiums and administrative services fees for the 2003 period were $3,986,866,000 versus $3,922,719,000 in the 2002 period, an increase of 2 percent.

Medical and SG&A Expenses

The company's 3Q03 medical expense ratio (medical expenses as a percent of premiums) of 83.8 percent increased 20 basis points compared to the 3Q02 medical expense ratio of 83.6 percent.

For the 2003 period, the medical expense ratio was 83.7 percent, unchanged from that for the 2002 period.

The selling, general and administrative ("SG&A") expense ratio (SG&A expenses as a percent of premiums plus administrative services fees) for 3Q03 of 14.9 percent decreased by 30 basis points from the 3Q02 SG&A ratio of 15.2 percent.

For the 2003 period, the SG&A expense ratio was 15.3 percent compared to 15.4 percent in the 2002 period. SG&A expenses for the 2003 period include the writedown of building and equipment of $17,233,000 recorded during the six months ended June 30, 2003. This resulted in an increase to the 2003 period SG&A ratio of 20 basis points.

Cash flows from operations

Cash flows provided by operations for 3Q03 of $69,654,000 compared to cash flows provided by operations of $82,613,000 in 3Q02 due to normal fluctuation in working capital items. Neither quarter's cash flows from operations were impacted by the timing of the monthly receipt of the Medicare+Choice premium payment from the Centers for Medicare and Medicaid Services ("CMS").

The fixed monthly Medicare+Choice premium payment from CMS is due to Humana on the first day of each month. However, if the first of the month falls on a weekend or a holiday, the company receives that payment on the last business day of the prior month, often resulting in a significant impact on cash flows from operations.

Cash flows provided by operations for the 2003 period totaled $122,920,000, inclusive of the negative impact of $205,755,000 from the timing of the receipt of the premium payment from CMS. Cash flows used in operations for the 2002 period of $101,302,000 included the negative impact of $216,628,000 related to the timing of the premium payment receipt from CMS.

Non-GAAP Financial Measures

There were no non-GAAP financial measures for 3Q03 or 3Q02. The following is a reconciliation of the most directly comparable financial measures prepared in accordance with accounting principles generally accepted in the United States, or GAAP, to certain non-GAAP financial measures used by the company for the 2003 period and 2002 period.


                                                For the nine months ended
                                                       September 30,
                                                   2003            2002
                                                      (in thousands)

    GAAP operating cash flows               $    122,920     $   (101,302)
     Timing of premium payment
     Receipt from CMS                            205,755          216,628
    Non-GAAP operating cash flows(1)        $    328,675     $    115,326

    (1) Management believes the difference in timing of this cash event
       between periods may be so significant as to distort a particular
       period's trend in operating cash flows.  Management believes that
       meaningful analysis of our financial performance requires an
       understanding of the factors underlying that performance and our
       judgments about the relevance of a factor to normal operating results.
       In some cases, large factors or events may obscure short-term patterns
       and long-term trends.  When reviewing and analyzing our cash flow
       position, management apportions the appropriate CMS premium payment in
       each month.  To do otherwise would distort a meaningful analysis of our
       cash flow.  Decisions such as management's forecast or business plans
       regarding cash flow, therefore, use this non-GAAP financial measure.

Share Repurchase Program

In July 2003, the company announced that its Board of Directors authorized the use of up to $100 million for the repurchase of its common shares, exclusive of shares repurchased in connection with employee stock plans. During 3Q03, there were no shares repurchased under the July 2003 authorization. However, during 3Q03 the company repurchased 1,412,000 shares for an aggregate purchase price of $23,127,000, an average price of $16.38 per share in connection with employee stock plans.

Guidance

The company offers the GAAP guidance detailed below for the investor community.

    For the Fourth Quarter Ending December 31, 2003
     * Earnings per diluted share of $.39 to $.41.

    For the Year Ending December 31, 2003
     * Earnings per diluted share of $1.40 to $1.42 (includes $.05 net loss
       per diluted share related to the gain on the sale of a venture capital
       investment, writedown of building and equipment, and software
       abandonment charges).
     * Consolidated revenues of over $12 billion.
     * Commercial segment pretax income of over $125 million (includes net
       expense of $5.4 million related to software abandonment charges, gain
       on the sale of a venture capital investment and writedown of building
       and equipment).
     * Growth in Commercial segment medical membership of 2 to 3 percent for
       fully insured and ASO products combined.
     * Growth in per member premiums, net of benefit changes, in the range of
       12 to 14 percent for Commercial segment fully insured medical business.
     * Increases in per member Commercial segment fully insured medical costs
       in the range of 12 to 14 percent.
     * Commercial segment SG&A ratio of between 16.5 and 16.9 percent
       (includes the impact of the write-down of building and equipment of
       $4.3 million).
     * Medicare+Choice membership of between 325,000 and 330,000 by year end.
     * Growth in per member premiums, net of benefit changes, in the range of
       4 to 6 percent for Medicare+Choice business.
     * Increases in per member Medicare+Choice medical costs in the range of 4
       to 6 percent.
     * Pretax margin for the company's TRICARE business of approximately 3
       percent.
     * Government segment SG&A ratio of between 12.8 and 13.2 percent
       (includes impact of the write-down of building and equipment of $12.9
       million).
     * Cash flows provided by operations of between $400 million and $425
       million.
     * Capital expenditures of approximately $95 million.
     * An effective tax rate of approximately 34 percent.

    For the Year Ending December 31, 2004
     * Earnings per diluted share of approximately $1.60 (range of $1.55 to
       $1.65).
     * Consolidated revenues of over $13 billion.
     * Commercial segment pretax income of over $170 million.
     * Growth in Commercial segment medical membership of 6 to 9 percent for
       fully insured and ASO products combined, with growth of over 200
       thousand members in the first quarter.  (Approximately 60 to 70 percent
       of the 2004 growth is anticipated to be in ASO products.)
     * Growth in per member premiums, net of benefit changes, in the range of
       11 to 13 percent for Commercial segment fully insured medical business.
     * Increases in per member Commercial segment fully insured medical costs
       in the range of 11 to 13 percent.
     * Commercial segment SG&A ratio of between 15.8 and 16.2 percent.
     * Medicare+Choice membership of between 325,000 and 350,000 by year end.
     * Growth in per member premiums, net of benefit changes, in the range of
       2 to 4 percent for Medicare+Choice business.
     * Increases in per member Medicare+Choice medical costs in the range of 2
       to 4 percent.
     * Pretax margin for the company's TRICARE business in the range of 2 to 4
       percent.
     * Government segment SG&A ratio of between 12.8 and 13.2 percent.
     * An effective tax rate of approximately 34 percent.

Conference Call

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 earnings guidance.

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.

A live virtual presentation (audio with slides) will be available and 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.

For those unable to participate in the live event, the virtual presentation archive will be available in the Presentations section of the Investor Relations page at www.humana.com, approximately two hours following the live web cast. An audio recording of the conference call will also be available in the Audio Archives located on the Investor Relations page at www.humana.com approximately two hours after the live call.

This news release contains forward-looking statements. The forward-looking statements made in the news release 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, as filed by Humana with the Securities and Exchange Commission:

     * Form 10-K for the year ended December 31, 2002;
     * Form 10-Qs for the quarters ended March 31, 2003 and June 30, 2003.

Humana Inc., headquartered in Louisville, Kentucky, is one of the nation's largest publicly traded health benefits companies, with approximately 6.6 million medical members located primarily in 18 states and Puerto Rico. Humana offers coordinated health insurance coverage and related services -- through traditional and Internet-based plans -- to employer groups, government-sponsored plans, and individuals.

More information regarding Humana is available via the Internet at www.humana.com, including copies of:


     * Annual report to stockholders;
     * Securities and Exchange Commission filings;
     * Most recent investor conference presentation;
     * Quarterly earnings press releases;
     * Audio archive of most recent earnings release conference call;
     * Calendar of events (includes upcoming earnings conference call dates,
       times, and access number, as well as planned participation in investor
       conferences).


    Humana Inc.
    In thousands

                                          September 30,               Percent
    Ending Medical Membership             2003      2002   Difference  Change

    Commercial:
       Fully insured                     2,324.6   2,323.6     1.0       0.0
       ASO                                 711.8     658.6    53.2       8.1
    Total Commercial                     3,036.4   2,982.2    54.2       1.8

    Government:
       Medicare+Choice                     324.6     349.0   (24.4)     (7.0)
       Medicaid                            460.8     506.1   (45.3)     (9.0)
       TRICARE                           1,746.3   1,755.7    (9.4)     (0.5)
       TRICARE ASO                       1,057.0   1,038.4    18.6       1.8
    Total Government                     3,588.7   3,649.2   (60.5)     (1.7)
       Total ending medical membership   6,625.1   6,631.4    (6.3)     (0.1)


                                          September 30,               Percent
    Ending Specialty Membership           2003      2002   Difference  Change

    Commercial:
       Dental-fully insured                753.0     777.5   (24.5)     (3.2)
       Dental-ASO                          362.7     306.8    55.9      18.2
         Total Dental                    1,115.7   1,084.3    31.4       2.9
       Group life                          504.4     522.1   (17.7)     (3.4)
       Short-term disability                19.0      23.0    (4.0)    (17.4)
       Total ending specialty membership 1,639.1   1,629.4     9.7       0.6


                                 Three months ended        Nine months ended
                                    September 30,            September 30,
    Premiums                      2003        2002          2003       2002

    Commercial:
       Fully insured medical   $1,567,284  $1,379,897    $4,655,856 $4,076,431
       Specialty                   81,199      84,806       238,737    251,347
    Total Commercial            1,648,483   1,464,703     4,894,593  4,327,778

    Government:
       Medicare+Choice            626,840     647,265     1,893,114  1,981,931
       Medicaid                   120,498     118,902       357,733    343,389
       TRICARE                    620,477     521,466     1,627,212  1,484,789
    Total Government            1,367,815   1,287,633     3,878,059  3,810,109
    Total premiums             $3,016,298  $2,752,336    $8,772,652 $8,137,887


                                 Three months ended        Nine months ended
                                    September 30,            September 30,
    Administrative services fees  2003        2002          2003       2002

    Commercial                    $31,035     $26,567       $90,981    $77,290
    Government                     35,949      34,489       108,807    112,610
    Total Administrative
     services fees                $66,984     $61,056      $199,788   $189,900


    Humana Inc.
    Dollars in thousands,
     except per share results

                                 Three months ended      Nine months ended
                                    September 30,          September 30,
    Consolidated Statements
     of Income                    2003        2002       2003          2002
    Revenues:
       Premiums                $3,016,298  $2,752,336 $8,772,652     8,137,887

       Administrative
        services fees              66,984      61,056    199,788       189,900
       Investment income           26,219      25,706     95,264 (a)    72,695
       Other income                 2,264       2,529      5,735         5,667
          Total revenues        3,111,765   2,841,627  9,073,439     8,406,149
    Operating expenses:
       Medical                  2,528,123   2,301,021  7,344,534     6,811,748
       Selling, general and
        administrative            458,381     429,019  1,371,196 (b) 1,278,516
       Depreciation                24,723      26,592     91,009 (c)    78,763
       Other intangible
        amortization                2,389       3,931      9,223        11,793
          Total operating
           expenses             3,013,616   2,760,563  8,815,962     8,180,820
    Income from operations         98,149      81,064    257,477       225,329
       Interest expense             4,737       4,107     12,473        12,888
    Income before income taxes     93,412      76,957    245,004 (d)   212,441
       Provision for income taxes  31,293      24,626     82,379        67,981
    Net income                    $62,119     $52,331   $162,625      $144,460


    Basic earnings per
     common share                   $0.39       $0.32      $1.03         $0.88
    Diluted earnings per
     common share                   $0.38       $0.31      $1.01 (d)     $0.86

    Shares used in computing basic
     earnings per common share
      (000's)                     159,454     163,933    158,202       164,348
    Shares used in computing
     diluted earnings per common
      share (000's)               162,549     167,534    161,384       168,242

    Operating Results by Segment

       Commercial pretax income    25,952       4,540    106,948 (d)    45,528
       Government pretax income    67,460      72,417    138,056 (d)   166,913
        Consolidated pretax income 93,412      76,957    245,004 (d)   212,441

    Key Ratios

    Medical expense ratio
       Commercial                    83.7%       84.3%      82.7%        83.4%
       Government                    84.0%       82.8%      85.0%        84.1%
          Total                      83.8%       83.6%      83.7%        83.7%

    Selling, general, and
     administrative expense ratio
       Commercial                    16.6%       17.0%      16.8% (e)    17.0%
       Government                    12.9%       13.3%      13.4% (e)    13.5%
          Total                      14.9%       15.2%      15.3% (e)    15.4%

    (a) Includes a gain on the sale of a venture capital investment of $15.2
        million pretax ($10.1 million after tax, or $0.06 per diluted share).
    (b) Includes a writedown of building and equipment of $17.2 million
        pretax ($10.5 million after tax, or $0.07 per diluted share).
    (c) Includes accelerated depreciation of abandoned software $13.5 million
        pretax ($8.3 million after tax, or $0.05 per diluted share).
    (d) Includes the total impact of items (a), (b), and (c) of $15.5 million
        pretax ($8.7 million after tax, or $0.05 per diluted share).  Of the
        $15.5 million pretax, $5.4 million relates to Commercial and $10.1
        million relates to Government.
    (e) Includes the impact of a writedown of building and equipment of $17.2
        million pretax ($4.3 million for Commercial and $12.9 for Government)
        which increased the selling, general, and administrative expense ratio
        by 20 basis points (10 basis points for Commercial and 40 basis points
        for Government).


    Humana Inc.
    Dollars in thousands,
     except per share results

                                       September 30,   June 30,   December 31,
    Consolidated Balance Sheets            2003          2003         2002
    Assets
    Current assets:
       Cash and cash equivalents         $635,837      $754,942     $721,357
       Investment securities            1,682,402     1,399,220    1,405,833
       Receivables, net:
          Premiums                        461,684       402,821      348,562
          Administrative services fees     10,952        36,688       68,316
       Other                              288,836       223,800      250,857
          Total current assets          3,079,711     2,817,471    2,794,925

    Property and equipment, net           413,402       417,446      459,842

    Other assets:
       Long-term investment securities    320,464       329,178      288,724
       Goodwill                           776,874       776,874      776,874
       Other                              159,273       152,885      279,665
          Total other assets            1,256,611     1,258,937    1,345,263
       Total assets                    $4,749,724    $4,493,854   $4,600,030
    Liabilities and Stockholders' Equity
    Current liabilities:
       Medical and other expenses
        payable                        $1,296,566    $1,287,364   $1,142,131
       Trade accounts payable and
        accrued expenses                  438,926       455,541      552,689
       Book overdraft                     218,751        79,536       94,882
       Unearned premium revenues          108,161       100,445      335,757
       Short-term debt                         --       265,000      265,000
          Total current liabilities     2,062,404     2,187,886    2,390,459
       Long-term debt                     644,440       334,610      339,913
       Other long-term liabilities        283,756       265,098      263,184
          Total liabilities             2,990,600     2,787,594    2,993,556
    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;
         173,112,860 shares issued at
          September 30, 2003               28,854        28,708       28,556
       Capital in excess of par value     961,015       938,648      931,089
       Retained earnings                  883,502       821,383      720,877
       Accumulated other comprehensive
        income                             20,086        29,839       22,455
       Unearned restricted stock
        compensation                         (357)       (1,469)      (6,516)
       Treasury stock, at cost, 12,018,281
        shares at September 30, 2003     (133,976)     (110,849)     (89,987)
          Total stockholders' equity    1,759,124     1,706,260    1,606,474
       Total liabilities and
        stockholders' equity           $4,749,724    $4,493,854   $4,600,030


    Debt to total capitalization ratio       26.8%         26.0%        27.4%


    Humana Inc.
    Dollars in thousands

                                  Three months ended    Nine months ended
                                      September 30,        September 30,
    Consolidated Statements of
     Cash Flows                     2003      2002     2003       2002
    Cash flows from operating
     activities
       Net income                $62,119  $52,331   $162,625     $144,460
       Adjustments to reconcile
        net income to net
          Cash provided by
           operating activities:
          Building and equipment
           writedown                  --       --     17,233           --
          Depreciation and
           amortization           27,112   30,523     86,705       90,556
          Accelerated depreciation
           of software                --       --     13,527           --
          Provision for deferred
           income taxes           19,159   11,183     30,213       34,221
          Changes in operating
           assets and liabilities:
             Receivables         (33,127) (39,819)     7,509     (231,012)
             Other assets          5,605   27,996    (17,022)         268
             Medical and other
              expenses payable     9,202  (30,258)   154,435       78,045
             Other liabilities   (25,830)  21,424    (85,899)       4,742
             Unearned revenues     7,716    7,015   (227,596)    (235,063)
          Other                   (2,302)   2,218    (18,810)      12,481
          Net cash provided by
           (used in) operating
            activities            69,654   82,613    122,920 (a) (101,302) (b)

    Cash flows from investing
     activities
          Purchases of property
           and equipment, net    (20,020) (26,851)   (62,497)     (83,581)
          Divestiture                 --       --         --        1,109
          Purchases of
           investment
            securities        (1,398,118)(641,706)(3,659,394)  (1,639,803)
          Proceeds from
           maturities of
            investment
             securities          200,535   95,228    585,461      273,199
          Proceeds from sales of
           investment securities 871,272  469,688  2,768,446    1,339,124
          Net cash used in
           investing
            activities          (346,331)(103,641)  (367,984)    (109,952)

    Cash flows from financing
     activities
          Proceeds from swap
           exchange                   --       --     31,556           --
          Proceeds from issuance
           of senior notes       299,139       --    299,139           --
          Net commercial paper
           conduit (repayments)
            borrowings          (265,000)      --   (265,000)       2,000
          Change in book
           overdraft             139,215  (28,877)   123,869      (48,355)
          Common stock
           repurchases           (23,127) (25,439)   (44,147)     (25,439)
          Other                    7,345      380     14,127        7,364
          Net cash provided by
           (used in) provided by
            financing activities 157,572  (53,936)   159,544      (64,430)
          Decrease in cash and
           cash equivalents     (119,105) (74,964)   (85,520)    (275,684)
          Cash and cash
           equivalents at
            beginning of
             period              754,942  450,700    721,357      651,420
          Cash and cash
           equivalents at
            end of period       $635,837 $375,736   $635,837     $375,736

    (a) Includes the negative impact of receiving the $205.8 million January
        2003 CMS payment early in December 2002.  This receipt is payable
        to us on the first day of the month.  When the first day of the month
        falls on a weekend or holiday (e.g. New Year's Day), we receive this
        payment at the end of the previous month.

    (b) Includes the negative impact of receiving the $216.6 million January
        2002 CMS payment early in December 2001.  This receipt is payable
        to us on the first day of the month.  When the first day of the month
        falls on a weekend or holiday (e.g. New Year's Day), we receive this
        payment at the end of the previous month.


    Humana Inc.

    Percentage of Ending Membership Under Capitation Arrangements

                                            Commercial Segment
                                        Fully               Total
                                       Insured     ASO     Segment

    September 30, 2003
    Capitated HMO
     Hospital system based A            5.6%        --       4.3%
    Capitated HMO
     Physician group based A            3.3%        --       2.5%
    Risk-sharing B                      2.7%        --       2.1%
    All other membership               88.4%     100.0%     91.1%
     Total                            100.0%     100.0%    100.0%

                                        Government Segment             Consol.
                            Medicare                 TRICARE  Total      Total
                            +Choice  Medicaid TRICARE  ASO   Segment   Medical

    September 30, 2003

    Capitated HMO
     Hospital system based A  12.2%     2.9%     --     --     1.5%     2.8%
    Capitated HMO
     Physician group based A   1.8%    47.2%     --     --     6.2%     4.5%
    Risk-sharing B            48.7%    44.0%     --     --    10.0%     6.4%
    All other membership      37.3%     5.9%  100.0% 100.0%   82.3%    86.3%
     Total                   100.0%   100.0%  100.0% 100.0%  100.0%   100.0%


                                            Commercial Segment
                                        Fully               Total
                                       Insured     ASO     Segment

    September 30, 2002
    Capitated HMO
     Hospital system based A            6.3%        --       4.9%
    Capitated HMO
     Physician group based A            3.2%        --       2.5%
    Risk-sharing B                      3.0%        --       2.3%
    All other membership               87.5%     100.0%     90.3%
     Total                            100.0%     100.0%    100.0%

                                        Government Segment             Consol.
                            Medicare                 TRICARE  Total      Total
                            +Choice  Medicaid TRICARE  ASO   Segment   Medical
    September 30, 2002
    Capitated HMO
     Hospital system based A  13.5%     2.2%     --     --     1.6%     3.1%
    Capitated HMO
     Physician group based A   3.3%    47.5%     --     --     6.9%     4.9%
    Risk-sharing B            42.8%    42.9%     --     --    10.0%     6.6%
    All other membership      40.4%     7.4%  100.0% 100.0%   81.5%    85.4%
     Total                   100.0%   100.0%  100.0% 100.0%  100.0%   100.0%


    A -- In a limited number of circumstances, we contract with hospitals and
         physicians to accept financial risk for a defined set of HMO
         membership.  In transferring this risk, we prepay 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, we generally agree 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.

    B -- In some circumstances, we contract 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, we process substantially all of the claims under
         these arrangements.


    Humana Inc.

    Medical Claim Reserves - Details and Statistics

    Change in medical and other expenses payable:

    The change in medical and other expenses payable is
     summarized as follows:

                                    For the Nine          For the Twelve
                                    Months Ended           Months Ended
                                September 30, 2003     December 31, 2002
    Balances at January 1               $1,142,131            $1,086,386

    Incurred related to:
          Current year                   7,420,343             9,125,915
          Prior years - TRICARE            (33,852)               25,685  (1)
          Prior years - non-TRICARE        (41,957) (2)          (13,404) (2)
    Total incurred                       7,344,534             9,138,196

    Paid related to:
          Current year                  (6,162,062)           (8,002,610)
          Prior years                   (1,028,037)           (1,079,841)
    Total paid                          (7,190,099)           (9,082,451)

    Balances at end of period           $1,296,566            $1,142,131

    (1) Changes in estimates of medical expenses payable for TRICARE may
        result from issues that entitle us to additional revenues derived from
        change orders or the bid price adjustment process, which was the
        case with substantially all of the unfavorable development for prior
        periods recognized during 2002.

    (2) Changes in estimates of non-TRICARE incurred claims for prior
        years recognized during 2003 and 2002 related primarily to our
        commercial lines of business.  The impact of any reduction of
        "incurred related to prior years" claims may be offset as we
        re-establish the "incurred related to current year".  Our reserving
        practice is to consistently recognize the actuarial best estimate of
        our ultimate liability for our claims within a level of confidence
        required to meet actuarial standards.  Thus, only when the release of
        a prior year reserve is not offset with the same level of conservatism
        in estimating the current year reserve will the redundancy reduce
        medical expense.  We have consistently applied this methodology in
        determining our best estimate for unpaid claims liability in each
        period.


    Humana Inc.
    Dollars in thousands

    Medical Claim Reserves -
     Details and Statistics

    Medical and Other Expenses
     Payable Detail:
                                    September 30,    June 30,   December 31,
                                        2003          2003         2002
    A   IBNR and other medical
         expenses payable               $788,124    $778,460      $650,606
    B   TRICARE IBNR                     280,429     232,591       212,826
    C   TRICARE other medical
         expenses payable                 25,941      24,677        37,793
    D   Unprocessed claim inventories    106,800      92,100        92,300
    E   Processed claim inventories       47,515     126,516       105,422
    F   Payable to pharmacy benefit
         administrator                    47,757      33,020        43,184
        Total medical and
         other expenses payable       $1,296,566  $1,287,364    $1,142,131


    A   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).
    B   TRICARE IBNR has increased primarily due to an increase in claim
        inventories at our third party claim administrator for claims not
        submitted electronically.
    C   TRICARE other medical expense 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 our balance sheet).
    D   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 our
        behalf.  Reserves for TRICARE claims inventory are included in TRICARE
        IBNR.
    E   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.
    F   The balance due to our pharmacy benefit administrator fluctuates due
        to bi-weekly payments and the month-end cutoff.

Receipt Cycle Time:

Due to increasing electronic connectivity and other efficiencies gained by our providers with regards to the claim submission process, the average length of time between when a claim was initially incurred and when the claim form was received has generally shortened over the past several years. Below is a summary:

                      Average # of Days from Incurred Date to Receipt Date (1)
                                 2003   2002     Change       % Change
    1st Quarter Average          17.1   19.0       (1.9)     -10.0%
    2nd Quarter Average          16.7   18.1       (1.4)      -7.7%
    3rd Quarter Average          16.6   17.3       (0.7)      -4.0%
    4th Quarter Average           0.0   16.9        n/a        n/a
    Full Year Average            16.8   17.8       (1.0)      -5.6%

    (1) Receipt cycle time data for our 2 largest claim processing platforms
        representing approximately 90% of our claims volume.


    Humana Inc.

    Medical Claim Reserves - Details and Statistics

Unprocessed Claim Inventories:

The estimated valuation and number of claims on hand that are yet to be processed are as follows:

                       Estimated                      Number
                       Valuation     Claim Item      of Days
         Date            (000)         Counts        On Hand
    12/31/2001          $125,400        518,100        5.0
    3/31/2002           $121,000        559,600        5.2
    6/30/2002           $110,300        513,100        4.8
    9/30/2002           $108,800        496,200        4.8
    12/31/2002           $92,300        424,200        4.5
    3/31/2003            $99,000        421,700        4.4
    6/30/2003            $92,100        446,600        4.7
    9/30/2003           $106,800        528,400        5.8

Days in Claims Payable (Quarterly):

A common metric for monitoring medical claim reserve levels relative to the medical claim expenses 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 we have some providers under capitation payment arrangements (which do not require a medical claim IBNR reserve), we have also summarized this metric excluding capitation expenses.

                       Days                           DCP
                     in Claims    Annual           Excluding   Annual
    Quarter Ended  Payable (DCP)  Change  % Change Capitation  Change % Change
    12/31/2001         47.4        (3.9)   -7.6%      57.1      (4.4)   -7.2%
    3/31/2002          47.2        (2.3)   -4.6%      56.2      (3.4)   -5.7%
    6/30/2002          46.8        (3.1)   -6.2%      55.3      (4.7)   -7.8%
    9/30/2002          46.6        (2.5)   -5.1%      55.3      (3.9)   -6.6%
    12/31/2002         45.2        (2.2)   -4.6%      53.3      (3.8)   -6.7%
    3/31/2003          46.5        (0.7)   -1.5%      54.7      (1.5)   -2.7%
    6/30/2003          47.9         1.1     2.4%      56.2       0.9     1.6%
    9/30/2003          47.2         0.6     1.3%      54.5      (0.8)   -1.4%

This metric fluctuates due to all of the issues reviewed above, including the change in the receipt cycle time, the change in medical claim inventories, the change in TRICARE liability balances, and the timing of our bi-weekly payment to our pharmacy benefits administrator. An annual recap follows:

                                             2003               2002
    4th quarter-prior year                   45.2               47.4
           Impact of change in claim
            receipt cycle time               (0.5)              (2.6)
           Impact of change in unprocessed
            claim inventories                 0.5               (1.3)
           Impact of change in processed
            claim inventories                (2.2)               0.2
           Impact of changing TRICARE
            reserve balances                  2.5                0.3
           Impact of change in pharmacy
            payment cutoff                    0.2                0.7
          All other                           1.5                0.5
       Year to date-current year             47.2               45.2

SOURCE Humana Inc.

Regina Nethery, Investor Relations, +1-502-580-3644,
Rnethery@humana.com, or Tom Noland, Corporate Communications, +1-502-580-3674,
Tnoland@humana.com, both of Humana Inc.