Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 10, 2009, the board of directors of Aflac Incorporated (the "Company") voted to amend Article III, Section 2(a) and Article II, Section 5 of the Company's Bylaws to provide for a majority vote standard for uncontested director elections as recommended by the Company's Corporate Governance Committee. Under this new majority vote standard, which replaces plurality voting for uncontested director elections, votes cast for a nominee's election must exceed the votes cast against such nominee's election in order to be elected to the board of directors. In contested elections, the voting standard will continue to be a plurality of the votes cast. The amendments will be effective immediately.
A copy of the amendments is attached hereto as Exhibit 3.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

3.1 - Amendment to Article III, Section 2(a) and Article II, Section 5 of the Company's Bylaws

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