1                                                   PAGE   1   of   12
----      ----

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G.  INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
13D-1(B) AND AMENDMENTS THERETO FILED PURSUANT TO 13D-2(B)

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.  3 )*

HUMANA, INC.
--------------
(Name of Issuer)

COMMON
----------------------------
(Title of Class of Securities)

444859102
------------
(CUSIP Number)

Check the following box if a fee is being paid with this statement.  (A
fee is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)       / /

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior page.

The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see Notes).

2                                                   PAGE   2   of   12
----      ----

CUSIP No. 444859102
---------

(1)   Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons

INVESCO PLC
No. S.S. or I.R.S. Identification Number

(2)   Check the Appropriate Box if a Member           (a)   / /
of a Group (See Instructions)                   (b)   /X/

(3)   SEC Use Only

(4)   Citizenship or Place of Organization

England

Number of Shares              (5)   Sole Voting Power
Beneficially                        None
Owned by                      (6)   Shared Voting Power
Each Reporting                      4,836,362
Person With                   (7)   Sole Dispositive Power
None
(8)   Shared Dispositive Power
4,836,362
(9)   Aggregate Amount Beneficially Owned by Each Reporting Person
4,836,362

(10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)      / /

(11)  Percent of Class Represented by Amount in Row (9)
3.0%

(12)  Type of Reporting Person (See Instructions)

H.C.

3                                                   PAGE   3   of   12
----      ----

CUSIP No. 444859102
---------

(1)   Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons

INVESCO North American Group, Ltd.
No. S.S. or I.R.S. Identification Number

(2)   Check the Appropriate Box if a Member           (a)   / /
of a Group (See Instructions)                   (b)   /X/

(3)   SEC Use Only

(4)   Citizenship or Place of Organization

England

Number of Shares              (5)   Sole Voting Power
Beneficially                        None
Owned by                      (6)   Shared Voting Power
Each Reporting                      4,826,362
Person With                   (7)   Sole Dispositive Power
None
(8)   Shared Dispositive Power
4,826,362
(9)   Aggregate Amount Beneficially Owned by Each Reporting Person
4,826,362

(10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)      / /

(11)  Percent of Class Represented by Amount in Row (9)
3.0%

(12)  Type of Reporting Person (See Instructions)

H.C.

4                                                   PAGE   4   of   12
----      ----

CUSIP No. 444859102
---------

(1)   Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons

INVESCO, Inc.
I.R.S.  I.D. No. 58-1995394

(2)   Check the Appropriate Box if a Member           (a)   / /
of a Group (See Instructions)                   (b)   /X/

(3)   SEC Use Only

(4)   Citizenship or Place of Organization

State of Delaware

Number of Shares              (5)   Sole Voting Power
Beneficially                        None
Owned by                      (6)   Shared Voting Power
Each Reporting                      4,826,362
Person With                   (7)   Sole Dispositive Power
None
(8)   Shared Dispositive Power
4,826,362
(9)   Aggregate Amount Beneficially Owned by Each Reporting Person
4,826,362

(10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)      / /

(11)  Percent of Class Represented by Amount in Row (9)
3.0%

(12)  Type of Reporting Person (See Instructions)

H.C.

5                                                   PAGE   5   of   12
----      ----

CUSIP No. 444859102
---------

(1)   Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons

INVESCO North American Holdings, Inc.
I.R.S.  I.D. No.  51-0264787

(2)   Check the Appropriate Box if a Member           (a)   / /
of a Group (See Instructions)                   (b)   /X/

(3)   SEC Use Only

(4)   Citizenship or Place of Organization

State of Delaware

Number of Shares              (5)   Sole Voting Power
Beneficially                        None
Owned by                      (6)   Shared Voting Power
Each Reporting                      4,826,362
Person With                   (7)   Sole Dispositive Power
None
(8)   Shared Dispositive Power
4,826,362
(9)   Aggregate Amount Beneficially Owned by Each Reporting Person
4,826,362

(10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)      / /

(11)  Percent of Class Represented by Amount in Row (9)
3.0%

(12)  Type of Reporting Person (See Instructions)

H.C.

6                                                   PAGE   6   of   12
----      ----

CUSIP No. 444859102
---------

(1)   Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons

INVESCO Capital Management, Inc. (formerly known as INVESCO MIM, Inc.)
I.R.S.  I.D. No.  58-1707262

(2)   Check the Appropriate Box if a Member           (a)   / /
of a Group (See Instructions)                   (b)   /X/

(3)   SEC Use Only

(4)   Citizenship or Place of Organization

State of Delaware

Number of Shares              (5)   Sole Voting Power
Beneficially                        None
Owned by                      (6)   Shared Voting Power
Each Reporting                      3,971,362
Person With                   (7)   Sole Dispositive Power
None
(8)   Shared Dispositive Power
3,971,362
(9)   Aggregate Amount Beneficially Owned by Each Reporting Person
3,971,362

(10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)      / /

(11)  Percent of Class Represented by Amount in Row (9)
2.5%

(12)  Type of Reporting Person (See Instructions)

I.A.

7                                                   PAGE   7   of   12
----      ----

ITEM 1 (A)       NAME OF ISSUER:
HUMANA, Inc.

ITEM 1 (B)       ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
500 West Main Street
Louisville, KY 40202

ITEM 2 (A)       NAME OF PERSON(S) FILING:

INVESCO PLC

ITEM 2(B)        ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:

11 Devonshire Square
London EC2M 4YR
England

ITEM 2 (C)       CITIZENSHIP:

Organized under the laws of England

ITEM 2 (D)       TITLE OF CLASS OF SECURITIES

Common Stock

ITEM 2 (E)       CUSIP NUMBER:  444859102
---------

ITEM 3           IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B) OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A:

(a)       / /   Broker or Dealer registered under Section 15 of the
Act.
(b)       / /   Bank as defined in Section 3(a)(6) of the Act.
(c)       / /   Insurance Company as defined in Section 3(a)(19) of
the Act.
(d)       / /   Investment Company registered under Section 8 of the
Investment Company Act.
(e)       / /   Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
(f)       / /   Employee Benefit Plan, Pension Fund which is subject
to provisions of Employee Retirement Income Security
Act of 1974 or Endowment Fund;  see Rule
13d-1(b)(1)(ii)(F).
(g)       /X/   Parent Holding Company in accordance with Rule
13d-1(b)(ii)(G).
(h)       / /   Group, in accordance with Rule 13d-1(b)(1)(ii)(H).

8                                                   PAGE   8   of   12
----      ----

ITEM 4  (A) - (C) OWNERSHIP:

The information in items 1 and 5-11 on the cover pages (pp 2-6) of
this statement on Schedule 13G is hereby incorporated by
reference.

The reporting persons expressly declare that the filing of this
statement on Schedule 13G shall not be construed as an admission
that they are, for the purposes of Section 13(d) or 13(g) of the
Securities and Exchange Act of 1934, the beneficial owners of any
securities covered by this statement.

ITEM 5     OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS         / /

If this statement is being filed to report that as of the date
hereof, the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following                                 /X/.

ITEM 6     OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not Applicable

ITEM 7     IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARIES WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:

X  INVESCO North American Group, Ltd - holding company in
---   accordance with Rule 13d-1(b)(ii)(G)
X  INVESCO, Inc. - holding company in accordance with Rule
---   13d-1(b)(ii)(G)
X  INVESCO North American Holdings, Inc. - holding company also
---   in accordance with Rule 13d-1(b)(ii)(G)
X  INVESCO Capital Management, Inc. - investment adviser
---   registered under Section 203 of the Investment Advisers Act
of 1940.
X  INVESCO Funds Group, Inc. - investment adviser registered
---   under Section 203 of the Investment Advisers Act of 1940.
X  INVESCO Management & Research, Inc. - investment adviser
---   registered under Section 203 of the Investment Advisers Act
of 1940.
X  INVESCO MIM Management Limited -  investment adviser
---   organized in England.

Subsidiaries not indicated with (X) have acquired no shares of
security being reported on.

ITEM 8   IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP.

Not applicable.

ITEM 9     NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

9                                                   PAGE   9   of   12
----      ----

ITEM 10          CERTIFICATION:

By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purposes or
effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct.

Date : February 10, 1994

/s/ Michael S. Perman
____________________________________________
Michael S. Perman,
as Company Secretary for each of
INVESCO PLC and
INVESCO North American Group, Ltd.

10                                                       PAGE   10  of 12
----   ----

ITEM 10          CERTIFICATION:

By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purposes or
effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct.

Date: February 10, 1994

/s/ Penelope P. Alexander
____________________________________________
Penelope P. Alexander, Secretary
INVESCO, Inc.

11                                                       PAGE   11  of 12
----   ----

ITEM 10          CERTIFICATION:

By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purposes or
effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct.

Date: February 10, 1994

/s/ Dan J. Hesser
____________________________________________
Dan J. Hesser, Secretary
INVESCO North American Holdings, Inc.

12                                                        PAGE   12  of 12
----   ----

ITEM 10          CERTIFICATION:

By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purposes or
effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct.

Date: February 10, 1994

/s/ Penelope P. Alexander
____________________________________________
Penelope P. Alexander, Secretary
INVESCO Capital Management, Inc.
(formerly known as INVESCO MIM, Inc.)