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 30, 2001
(Date of Earliest Event Reported)

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

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

Item 5.   Other Events

Item 7.    Financial Statements and Exhibits.


Exhibit 99.1   Copy of the Company's Press Release dated July 30, 2001.
Exhibit 99.2   Copy of the Company's Slide Presentation dated July 30, 2001.

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.

Dated:    July 30, 2001

Exhibit Index

Exhibit 99.1    Copy of the Company's Press Release dated July 30, 2001.
Exhibit 99.2   Copy of the Company's Slide Presentation dated July 30, 2001.

LOUISVILLE, KY (July 30, 2001) - Humana Inc. (NYSE: HUM) today reported $.15 earnings per diluted share for the second quarter ended June 30, 2001 versus $.11 earnings per diluted share for the second quarter of 2000. Earnings per diluted share for the first six months were $.31 compared to $.24 a year ago.

Net income for the second quarter of 2001 was $25 million compared to net income of $19 million for the same period in the prior year, a 32 percent increase. Net income for the first six months of $52 million compares with $40 million in the same period a year ago. Income before income taxes for the quarter was up 63 percent to $39 million versus $24 million a year ago. Comparable amounts for the six months ended June 30, 2001 and 2000 were $81 million and $51 million, respectively.

"Our operational improvements continue to be reflected in our financial results," said Michael B. McCallister, Humana's president and chief executive officer. "Our commitment to health benefit innovation through product design, process design, and technology has positioned the company for growth. We believe continued operational improvement and commitment to innovation are the surest routes to improved shareholder value."

Revenue in the second quarter was $2.48 billion versus $2.70 billion in the second quarter of 2000. Humana exited numerous non-core markets and products in the latter part of 2000, accounting for the decline in second quarter revenues. Those markets and products were deemed non-core because they either lacked potential for profitability or did not fit into the company's strategic focus, or both.

Second quarter premium revenues for the Commercial segment totaled $1.29 billion compared to $1.41 billion for the same period in 2000. Fully insured medical business within the segment averaged premium yields of 12.7 percent for the second quarter of 2001 compared to 12.0 percent for the second quarter of 2000 and 14.1 percent in the first quarter 2001. Membership for the fully insured medical line declined by 1.9 percent to 2,343,300 at June 30, 2001 from 2,387,900 at March 31, 2001, as the company continued to focus on pricing discipline in certain non-strategic markets where the majority of the company's business is in the small group line, and continued to exit certain unprofitable markets.

Medical cost trends for the commercial fully insured medical line of business were in the 9 to 10 percent range for the second quarter of 2001, unchanged from both the first quarter 2001 and the second quarter of 2000.

Medicare+Choice medical cost trends for the second quarter 2001 ranged from 3 to 4 percent, down significantly from 7 to 8 percent for the second quarter of 2000. The exit from the 45 Medicare+Choice counties combined with the effect of significant benefit reductions, both effective January 1, 2001, helped drive the lower cost trends.

Continued emphasis on controlling administrative costs resulted in a sequential decrease of 30 basis points in the company's selling, general and administrative ("SG&A") expense ratio to 14.2 percent. This compares to 14.5 percent in the first quarter of 2001 and a ratio of 13.6 percent from the year-ago quarter.

"We remain focused on our administrative spending while we continue to invest in infrastructure and technology," McCallister said. "Our technology spending is anticipated to positively impact our SG&A ratio, with potential for also impacting our medical costs as we provide employers with plan designs that help engage the consumer in the cost of health care."

The company's effective tax rate of 36 percent for the second quarter of 2001 is unchanged from the first quarter 2001 and compares to 21 percent for each of the 2000 quarters. The lower effective tax rate for 2000 related to the disposition of the company's workers' compensation business.

Excluding the timing of the receipt of the Medicare premium payment from the Centers for Medicare and Medicaid Services ("CMS"), previously the Health Care Financing Administration, cash flows provided by operations totaled $45 million in the second quarter of 2001. Cash flows during the quarter include the negative impact of a $39 million reduction in claims inventories as the percentage of claims both received and paid electronically accelerated, and $42 million primarily related to the timing of payments to the company's pharmacy benefit management company, and run-off payments for terminated members. All of these had a corresponding impact on the company's days in claims payable and reserves.