Exhibit 12




                               HUMANA INC.
                   RATIO OF EARNINGS TO FIXED CHARGES
      For the quarters and six months ended June 30, 1995 and 1994
                                Unaudited
                          (Dollars in millions)





                               Quarter Ended     Six Months Ended
                                  June 30,          June 30,    
                                                                  

                               1995      1994     1995      1994
                                                                

Earnings:
                                               
  Income before income taxes  $  68     $  68    $ 148     $ 119
  Fixed charges                   3         2        7         5
                                                                
                              $  71     $  70    $ 155     $ 124
                                                                
                                                                
Fixed charges:
  Interest charged to expense $   2     $   1    $   4     $   3
  One-third of rent expense       1         1        3         2
                                                                
                              $   3     $   2    $   7     $   5
                                                                
                                                                
                                             
Ratio of earnings to 
  fixed charges                21.5      30.6     23.5      25.5



For the purpose of determining earnings in the calculation of the
ratio of earnings to fixed charges (the "Ratio"), earnings have
been increased by the provision for income taxes and fixed
charges.  Fixed charges consist of interest expense on borrowings
and one-third (the proportion deemed representative of the
interest portion) of rent expense.  For purposes of calculating
the Ratio, 1994 interest expense excludes the impact of a
nonrecurring item related to the second quarter favorable
settlement of tax disputes with the Internal Revenue Service.