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SEC CORRESPONDENCE LETTER

Ralph A. Rogers, Jr.

Senior Vice President

Chief Accounting Officer

Financial Services

April 8, 2009

Mr. Jim B. Rosenberg

Senior Assistant Chief Accountant

Division of Corporate Finance

U.S. Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

    Re:

    Aflac Incorporated

Form 10-K for the Fiscal Year Ended December 31, 2008

Filed February 20, 2009

File Number: 001-07434

Dear Mr. Rosenberg:

     We appreciate the efforts of the Securities and Exchange Commission to improve the financial
reporting process and compliance. We make every effort to be transparent in our financial
reporting in order to allow investors to understand our Company and the matters which affect our
financial position and results of operations.

     Below we have listed your comments for ease of reference and our responses. The responses are
presented in disclosure format as requested.

Comment:

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

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

    1.

    We note the discussion of your common stock issuances by the AFL Stock plan and your
statement that these issuances exceeded the number of shares remaining for issuance under your
Form S-3 shelf registration statement for the Plan. Please identify the exemption you relied
on for these issuances and describe the factual basis for your determination that the
exemption was available.

Response:

     The Aflac shares issued in excess of those registered under the AFL Stock Plan were not issued
pursuant to an exemption, but rather were issued in connection with an inadvertent share counting

error resulting from multiple splits of Aflac common stock. Following the discovery of this
error, the Company’s board of directors authorized the issuance of six million shares of Aflac
common stock under the AFL Stock Plan and authorized the Company to file a registration statement
registering the sale of those shares under the Plan. On November 25, 2008, the Company filed a
registration statement on Form S-3, registering six million shares of common stock to be sold
pursuant to the AFL Stock Plan.

Comment:

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

Critical
Accounting Estimates, page 42

Investments, page 42

    2.

    Please refer to your investments determined by the discounted cash flow pricing model that
you discuss in Note 4 to the consolidated financial statements. Please disclose the impact on
the financial statements at December 31, 2008 of the reasonably likely changes in the key
assumptions used to estimate the fair value of these investments.

Response:

     In response to your comment, we propose the following addition to our disclosures in our
future filings beginning with the quarter ended March 31, 2009.

     The fair values of our available-for-sale fixed maturity and perpetual securities valued by
our DCF pricing model totaled $17.6 billion at December 31, 2008. The estimated effect of potential
changes in interest rates, credit spreads and interest rate volatility on these fair values as of
such date is as follows:

    Interest Rates

    Credit Spreads

    Interest Rate Volatility

    Change in

    Change in

    Change in

    Factor

    fair value

    Factor

    fair value

    Factor

    fair value

    change

    (in millions)

    change

    (in millions)

    change

    (in millions)

    +50 bps

    $
    (942
    )

    +50 bps

    $
    (922
    )

    +50 bps

    $
    (23
    )

    -50 bps

    1,003

    -50 bps

    996

    -50 bps

    28

     The fair values of our held-to-maturity fixed maturity securities valued by our DCF pricing
model totaled $22.0 billion at December 31, 2008. The estimated effect of potential changes in
interest rates, credit spreads and interest rate volatility on these fair values as of such date is
as follows:

    Interest Rates

    Credit Spreads

    Interest Rate Volatility

    Change in

    Change in

    Change in

    Factor

    fair value

    Factor

    fair value

    Factor

    fair value

    change

    (in millions)

    change

    (in millions)

    change

    (in millions)

    +50 bps

    $
    (1,531
    )

    +50 bps

    $
    (1,341
    )

    +50 bps

    $
    (335
    )

    -50 bps

    1,474

    -50 bps

    1,352

    -50 bps

    386

     The two tables above illustrate the differences on the fair values of our investment portfolio
among each of the inputs for interest rates, credit spreads and interest volatility. These
differences are driven

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principally by the securities in our portfolio that have call features. These call features
cause the fair values of the affected securities to react differently depending on the inputs used
to price these securities.

Comment:

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

Analysis of Financial Condition, page 62

Composition by Credit Rating, page 77

    3.

    Please revise your disclosure for the securities in your investment portfolio that are
guaranteed by third parties to include the credit rating with and without the guarantee. Also
disclose any significant concentration in an individual guarantor, both direct exposure (i.e.
investments in a guarantor) and indirect exposure (i.e. investments guaranteed by a
guarantor).

Response:

     As of December 31, 2008, the securities in our investment portfolio that were guaranteed by
third parties (indirect exposure) totaled $166 million and our direct investment in such third
party guarantors totaled $80 million. Accordingly, our direct and indirect exposure to these third
party guarantors was immaterial both individually and in the aggregate at such date.

     Based on the immateriality of our exposure to these third party guarantors, we do not believe
the suggested revisions or additions to our existing disclosures would add meaningful or
substantive information that a reader of our financial statements would consider useful.

Comment:

Note 3., Investments, page 116

    4.

    Please tell us the factors you considered in concluding that there was no evidence of credit
deterioration in the perpetual securities for the year ended December 31, 2008. Please
disclose, if the case, that downgrades of certain perpetual securities to below investment
grade were not in response to circumstances and events that existed at December 31, 2008. If
not the case, tell us why other than temporary impairments were not recorded in 2008.

Response:

     In Note 3 of the Notes to the Consolidated Financial Statements and beginning on page 140 of
our Form 10-K for the fiscal year ended December 31, 2008, we discuss the factors that we
considered in evaluating our perpetual securities for evidence of credit deterioration as well as
any impairments that may be considered to be other than temporary at year-end. With the exception
of our investments in the Icelandic bank perpetual securities specifically identified in our
disclosure as other-than-temporarily impaired in 2008, we concluded that there was no evidence of
credit deterioration on our remaining perpetual securities, and that the unrealized losses on these
perpetual securities were considered to be temporary as of December 31, 2008. Further, as of
December 31, 2008 and through

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the date of this response, all of these perpetual securities were current under their
obligations to us, and our conclusions regarding the issuers’ ability to service their obligations
to us remain unchanged.

     The perpetual securities we hold that were downgraded to below investment grade during 2009
but prior to the filing of our 2008 Form 10-K on February 20, 2009 were limited to our investment
in Tier I and Upper Tier II perpetual securities issued by the Royal Bank of Scotland (RBS). As of
December 31, 2008, our investment in these securities totaled $220 million at fair value ($295
million at amortized cost).

     On January 19, 2009, HM Treasury, the United Kingdom’s (UK) department responsible for
developing and executing the UK’s public finance and economic policy announced the conversion of
its preferred share investment in RBS into ordinary or common shares of RBS. Following these
announcements, our perpetual security investments in RBS were downgraded to below investment grade.
In their commentary, the rating agencies noted that the conversion of HM Treasury’s preferred share
investment into common shares of RBS increased the payment deferral risk on RBS’ perpetual
securities.

     To the extent available, we use published credit ratings from Nationally Recognized
Statistical Rating Organizations (NRSROs) to supplement our internal credit analysis to determine
the credit quality of the issuers of all of the investment securities we hold, including our
perpetual securities.

     Based on the published reports of RBS and the published reports of the NRSROs as of December
31, 2008 and available prior to the filing of our 2008 Form 10-K on February 20, 2009, we concluded
that the capital and funding position of RBS was sufficient to pay all obligations as due and
payable, including the obligations under its perpetual securities.

     As of December 31, 2008 and through the date of this response, all of our RBS perpetual
security investments were current under their obligations to us, and our conclusions regarding RBS’
ability to service its obligations to us remain unchanged. We believe the downgrade of our RBS
perpetual security investments to below investment grade was the result of the announcements by HM
Treasury on January 19, 2009 and was the result of circumstances and events occurring subsequent to
December 31, 2008.

Comment:

Note 3., Investments, page 116

    5.

    In your disclosure of your unrealized loss position in Ford Motor Credit (FMCC) you disclose
that FMCC continues to maintain adequate stand-alone liquidity and a stable credit outlook.
Please revise your disclosure to reconcile this statement to the definition of the CCC credit
rating. In addition, please revise your disclosure to include the factors that support your
assertion that it is not probable that you will be unable to collect all amounts due.

Response:

     In response to your comment, we propose the following revised disclosure to be included in our
future filings beginning with the quarter ended March 31, 2009, with any appropriate updates.

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     Included in the unrealized losses in the other corporate sector was an unrealized loss of $186
million on Aflac Japan’s $329 million (30.0 billion yen) investment issued by Ford Motor Credit
Corporation (FMCC) as of December 31, 2008, an increase of $139 million compared with the prior
year end. This investment is a debt security issued by FMCC, a wholly owned financing subsidiary of
Ford Motor Company. Ford has reiterated its commitment to continue to own 100% of FMCC, and both
Moody’s and Standard & Poor’s rating services have indicated that they expect this commitment to
continue. Financial subsidy payments from Ford and lease program residual value support payments
inextricably link FMCC’s financing business to the parent. Our investment in FMCC matures in
January 2013.

     The increase in the unrealized loss for FMCC related to foreign currency translation was $38
million. We believe that the remaining increase in the unrealized loss on FMCC was related to
sharply lower reported earnings by FMCC in 2008, compared with 2007. We believe FMCC’s decline in
profitability is largely attributable to lower loan volumes, higher credit losses, a write-down of
lease residual values, market valuation adjustments for derivatives and lower financing margins. We
also believe that the unrealized losses in FMCC were impacted by the widening of credit spreads
globally as a result of the contraction in global capital market liquidity over the past several
quarters. As of December 31, 2008, FMCC had a credit rating of CCC+ by S&P, Caa1 by Moody’s, and
B- by Fitch Ratings. Under current NRSRO guidelines, obligors in
these credit rating categories are
subject to high credit risk and are current with their financial
commitments; however, they
are dependent upon favorable business, financial and economic conditions to meet future financial
commitments. However, despite its credit rating and the difficult market conditions, FMCC executed
$10 billion in public retail term ABS through October 2008 and about $22 billion in private
transactions, primarily from private term debt, securitizations, whole loan sales and other
structured borrowings including the newly-created US Federal Reserve sponsored Commercial Paper
Funding Facility. FMCC also increased available liquidity primarily as the result of a reduction in
its managed receivables balance and the retention of higher cash balances in 2008. Taken
collectively, we believe these credit facilities and other liquidity enhancement measures provide
FMCC with adequate stand-alone liquidity and a stable credit outlook over the relatively near term
contractual maturity of its obligation to us.

     We have considered the factors impacting the fair value of FMCC as of December 31, 2008, and
based on our credit analysis, we believe that FMCC’s ability to service its obligation to Aflac is
currently not impaired. Furthermore, the contractual terms of this investment do not permit the
issuer or its parent to settle the security at a price less than the amortized cost of the
investment. Accordingly, we currently believe it is probable that we will collect all amounts due
according to the contractual terms of the investment. Since it is expected that our investment in
FMCC would not be settled at a price less than the amortized cost of the investment and we have the
intent and ability to hold this investment until recovery of fair value, which may be maturity, we
do not consider this investment to be other-than-temporarily impaired at December 31, 2008.

Comment:

Note 4., Financial Instruments and Fair Value Measurements, page 148

    6.

    Please revise your disclosure to clarify whether and, if so to what extent, you adjusted the
quotes and prices obtained from the brokers and pricing services during the periods presented.

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Response:

     In response to your comment, we propose the following revised disclosure in Note 4 of the
Notes to the Consolidated Financial Statements. We will include disclosures regarding adjustments
or lack thereof that we make to the quotes and prices we receive from our pricing brokers and
services in future filings beginning with the quarter ended March 31, 2009.

     Approximately 36% of our investments classified as Level 2 are valued by obtaining quoted
market prices from our investment custodian. The custodian obtains price quotes from various
pricing services who estimate their fair values based on observable market transactions for similar
investments in active markets, market transactions for the same investments in inactive markets or
other observable market data where available.

     The fair value of approximately 59% of our Level 2 fixed maturities and perpetual securities
is determined using our DCF pricing model. The significant valuation inputs to the DCF model are
obtained from, or corroborated by, observable market sources from both active and inactive markets.

     For the remaining Level 2 fixed maturities and perpetual securities that are not quoted by our
custodian and cannot be priced under the DCF pricing model, we obtain specific broker quotes from
up to three outside securities brokers and use the average of the quotes to estimate the fair value
of the securities.

     Historically, we have not adjusted the quotes or prices we obtain from the brokers and pricing
services we use.

Co