LOUISVILLE, KY - May 6, 2005 - Humana Inc. (NYSE: HUM), one of the nation’s largest health benefits companies, and Virgin, the global consumer brand, announced today that they have formed a business alliance.

Both companies described their initial joint project – the development of a Virgin-branded and Humana-administered individual health insurance product tied to Virgin’s health and fitness reward program – as the beginning of a long-term partnership.

Through the joint project, Humana will be one of the initial business partners for a new, U.S.-based Virgin company, Virgin life care. The individual insurance product is the first of a series of health-related initiatives developed by Virgin life care.

"From music to airlines to mobile telephony, Virgin gives customers the power to choose and use innovative products that they really want. Humana has done the same in health benefits," said Michael B. McCallister, president and chief executive officer of Humana. "Virgin life care will create products and services for health care consumers that are liberating, life-enhancing and fun. We at Humana are delighted to be part of this exciting new development."

Sir Richard Branson, chairman of Virgin, commented: "With the development of our new company, Virgin life care, we believe that we can offer consumers great innovative products and services, at the right prices. Virgin life care will help our customers get a better deal from health insurers while monitoring and improving their own fitness. With this healthcare alliance with Humana, we’ll give customers the value they’ve been asking for."

In a joint statement, the two companies said that the new individual insurance product, scheduled to launch in early 2006, "represents a groundbreaking effort in championing the customer, and a new day for people seeking innovative ways to stay healthy and fit."