SECURITIES AND EXCHANGE COMMISSION
             WASHINGTON, D.C. 20549





                    FORM 8-K




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



         Date of Report:  July 29, 1996
       (Date of Earliest Event Reported)





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







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



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



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

Item 5.   Other Events

On July 29, 1996,  Humana Inc. (the "Company" or "Registrant") issued a
press release, a copy of which is attached hereto as Exhibit 99 and is
incorporated herein by reference.

Item 7.   Financial Statements and Exhibits.

Exhibit 99.    Copy of the Company's Press Release dated July 29, 1996.


                   SIGNATURES

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

                         HUMANA INC.



                         /s/ Arthur P. Hipwell
                         By:  Arthur P. Hipwell
                              Senior Vice President 
                                and General Counsel


Dated: July 29, 1996



Exhibit Index

Exhibit 99.    Copy of the Company's Press Release dated July 29, 1996.

EXHIBIT 99
                                     FOR FURTHER INFORMATION:      

                                          Laurie Scarborough
                                          Investor Relations
                                              (502) 580-1037


                                              Greg Donaldson
                                              Public Affairs          
                                              (502) 580-3683

                  HUMANA ANNOUNCES CORPORATE REORGANIZATION

     LOUISVILLE, KENTUCKY (July 29, 1996) --Humana Inc.(NYSE: HUM) today
announced details of a corporate reorganization.  As part of the
reorganization, the company intends to enhance medical management and 
customer service through a redirection of resources, and strengthen its
sales and marketing capabilities.

     "Humana needs to get closer to its customers, reduce corporate 
bureaucracy and streamline its decision-making," said the company's 
recently appointed Chief Operating Officer Gregory H. Wolf.  
"Our goal is to improve the health of our members and provide value 
to our customers, partners and shareholders."

     The company has realigned senior management resources to bring 
greater focus to key operating areas, including provider affairs and 
reengineering, customer service and quality, sales, marketing, 
specialty products and services, and risk management.

     "We are doubling the time and attention paid to medical management," 
said Wolf.  "Our success in the future is tied to our ability to work with 
our providers as partners."

     Separately, Humana announced that it has accepted the resignation of 
W. Roger Drury, chief financial officer, effective immediately.  No 
successor has been named.

     Humana Inc., headquartered in Louisville, Ky., is one of the nation's 
largest publicly-traded managed care companies with more than 3.7 million 
health plan members primarily in 22 states and the District of Columbia.  
Humana employs approximately 18,000 people nationwide.  The company offers 
coordinated health care through a variety of products and services: 
health maintenance organizations, preferred provider organizations, 
point-of-service plans and administrative-services-only plans.