EXHIBIT 99

                                    Laurie Scarborough
                                    Investor Relations
                                    502/580-1037
                                    July 10, 1996


      HUMANA ANNOUNCES MANAGEMENT CHANGES

     Louisville, KY -- Humana Inc. (NYSE: HUM) announced
today the retirement of its president and chief operating officer,
Wayne T. Smith, age 50.  Mr. Smith also resigned as a member of
Humana's Board of Directors.

     Mr. Gregory H. Wolf, Senior Vice President - Sales and
Marketing, will succeed Mr. Smith as Chief Operating Officer. 
Mr. David A. Jones, 64, Chairman of the Board and Chief
Executive Officer (CEO) of the company, who had intended to
retire as CEO by year end, has been requested by the Board to
remain as Chairman and CEO, and has agreed to do so.

     Mr. Wolf joined Humana in October, 1995, as a result of
Humana's acquisition of EMPHESYS Financial Group, Inc.
where he served as president and chief operating officer.

     Headquartered in Louisville, Kentucky, Humana provides
managed health care services to 3.7 million medical members
through the operation of health maintenance organizations and
preferred provider organizations nationwide.