SecProbe.io

Via Facsimile and U.S. Mail Mail Stop 4720
         June 11, 2009
  Kriss Cloninger III President, Chief Financial Officer, and Treasurer
Aflac Incorporated
1932 Wynnton Road Columbus, GA 31999  Re:   Aflac Incorporated  Form 10-K for the Fiscal Year Ended December 31, 2008  Filed February 20, 2009  File Number:  001-07434
 Dear Mr. Cloninger:

We have reviewed your April 8, 2009 re sponse to our March 30, 2009 letter and
have the following comments.  In our comments, we ask you to provide us with
information to better understand your disc losure.  Where a comment requests you to
revise disclosure, the information you provide should show us what the revised disclosure
will look like.  Please identify the annual or qua rterly filing, as applicable, in which you
intend to first include it.  If you do not believe that revi sed disclosure is necessary,
explain the reason in your res ponse.  After reviewing the information provided, we may
raise additional comments and/or request that you amend the above filings.    Market for Registrant’s Common Equity, Related Stoc kholder Matters and Issuer
Purchases of Equity Securities

Recent Sales of Unregistered Securities; Us e of Proceeds from Registered Securities,
page 38

1. We note your response to comment one whic h states that the shares were not
issued pursuant to an effective registrati on statement or a valid exemption.  Please
note that the subsequent filing of a regi stration statement does not register the
issuance of shares that were previously issued.  Please tell us what, if anything,
you have done or plan to do in terms of providing risk factor disclosure and
recording a contingent liability.

Managements’s Discussion and Analysis of Financial Condition and Results of
Operations

Kriss Cloninger III
Aflac Incorporated June 11, 2009 Page 2
Critical Accounting Estimates

Investments, page 42

2. Please refer to your response to comment two and your revised disclosures.  For
your sensitivity analysis, please revise your proposed disclosure to clarify whether
the changes shown are reasona bly likely scenarios and how  they were determined
to be reasonably likely.  If they are not reasonably likely changes, then revise the
disclosure to include what the reasonably likely changes would be.
 Analysis of Financial Condition

Composition by Credit Rating, page 77

3. Please refer to your response to comment th ree. Please revise your disclosure to
clarify that your direct and indirect exposure to th ird party guarantors is
immaterial.

3. Investments, page 116
 4. Please refer to your response to comment  five and your revised disclosures.
Please revise your disclosure to discuss the factors that you considered to support
the fact that there were no  adverse business, financial,  or economic conditions that
would indicate that FMCC is not likely to have the capacity to meet their financial
commitments.

* * * *

 Please provide us the information request ed within 10 busine ss days or tell us
when you will provide us with a response.  Pl ease furnish a cover le tter with your response
that keys your response to our comments.  De tailed cover letters gr eatly facilitate our
review.  Please furnish your letter on EDGAR under the form type label CORRESP.
 Please contact Vanessa Robe rtson, Staff Accountant, at  (202) 551-3649 or Joel
Parker, Accounting Branch Chief, at (202) 551-3651 if you have any questions regarding
the processing of your response as well as  any questions regarding comments two
through four.  You may contact Scot Foley, Staff Attorney, at (202) 551-3383 or Suzanne
Hayes, Legal Branch Chief, at (202) 551-3675 with questions regarding comment one.  In
this regard, do not hesitate to contact me, at (202) 551-3679.

        S i n c e r e l y ,

        J i m  B .  R o s e n b e r g
Senior Assistant Chief Accountant