DEVON HEALTH PARTNERS WITH HUMANA TO OFFER MEDICARE ADVANTAGE NETWORK

Strategic Alliance Formed to Expand Medicare Access and Coverage in Pennsylvania and West Virginia

King of Prussia, PA— October 24, 2005— Devon Health Services, Inc., the Northeast’s most extensive Preferred Provider Organization (PPO) and National Healthcare Cost Management company, announced a strategic network alliance agreement with Humana Inc. for the health plan insurer’s commercial and Medicare Advantage business.

In partnering with Devon Health, Humana, a Fortune 200 company and one of the country’s leading healthcare benefits providers, moved to develop greater physician access for their Medicare Advantage patients. Devon Health’s relationships and network opportunities in Pennsylvania and West Virginia will supplement the program in providing a network for members.

"We've leveraged our experience in health benefits to give seniors more choices at the best possible prices,” says Alan Wheatley, Medicare President for Humana of Pennsylvania and West Virginia. “Thanks to the Medicare Modernization Act of 2003, we’ve been able to bring more health plan coverage options to Medicare beneficiaries in Pennsylvania and West Virginia, and offer the Humana Choice PPO. Partnering with a regional leader such as Devon Health will allow us to achieve our primary goal of providing readily accessible, affordable healthcare to Medicare beneficiaries in this part of the country.”

“Devon Health is the only PPO player in this region who can offer complete coverage in Pennsylvania and West Virginia,” says Barbara Grundy Evans, Vice President of Business Services for Devon Health. “We are very pleased to partner with an organization of Humana’s status, and are excited at the opportunity to give more options to all eligible Medicare patients.”

According to the United States Department of Health & Human Services (HHS), the expansion of Medicare Advantage represents a significant shift in trend, as plans have dropped out of the Medicare program and reduced seniors' access to coverage.

"Our Humana Choice PPO is designed specifically for the Medicare beneficiary who wants an affordable yet robust alternative to traditional Medicare, a Medicare supplement, or Medicare HMO,” says Wheatley. “It features an excellent drug benefit and emergency and urgent care worldwide with no co-pay. Additionally, members do not need a referral to see a provider of choice.”

Background on Devon Health Services, Inc.

Devon Health Services, Inc. is a National Healthcare Cost Management company founded by John A. Bennett, M.D., an emergency room physician, in 1991. Since its inception, Devon Health has been committed to providing affordable healthcare solutions designed to lower costs. Devon Health offers a suite of products to complete healthcare benefit packages, including a National Preferred Provider (PPO) Network, Claims Negotiation, Pharmacy Benefit Management, medical quality decision support tools, and Customary, Secondary, Workers’ Compensation, and Motor Vehicle Networks. Devon Health is headquartered in King of Prussia, Pennsylvania.

Background on Humana Medicare Advantage

Humana Medicare Advantage (formerly known as Medicare+Choice) is available to all Medicare-eligible individuals who are over 65 years old or qualified by disability. Unlike traditional Medicare, Humana Medicare Advantage includes a prescription drug benefit, limits on out-of-pocket expenses, unlimited, medically necessary inpatient hospital stays and worldwide coverage for emergency care and urgently needed care. More than 425,000 individuals are currently enrolled in a Humana Medicare Advantage plan in more than 25 states.

Background on Humana Inc.

Humana Inc., headquartered in Louisville, KY, is one of the nation's largest publicly traded health benefits companies, with approximately seven million medical members located primarily in 15 states and Puerto Rico. Humana offers a diversified portfolio of health insurance products and related services - through traditional and consumer-choice plans - to employer groups, government-sponsored plans, and individuals.

Over its 44-year history, Humana has consistently seized opportunities to meet changing customer needs. Today, the company is a leader in consumer engagement, providing guidance that leads to lower costs and a better health plan experience throughout its diversified customer portfolio.

More information regarding Humana is available to investors via the Investor Relations page of the company's web site at http://www.humana.com.