<PAGE>
[AETNA LOGO] Aetna Inc.
[AETNA LETTERHEAD] 151 Farmington Avenue
Hartford, CT 06156-8975
J. NEIL MCMURDIE
Counsel
AFS Law, TS31
December 13, 2000 (860) 273-1672
Fax: (860) 273-3227
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Filing Desk
RE: AETNA LIFE INSURANCE AND ANNUITY COMPANY AND ITS VARIABLE ANNUITY
ACCOUNT C
POST-EFFECTIVE AMENDMENT NO. 22 TO REGISTRATION STATEMENT ON FORM N-4
PROSPECTUS TITLE: '84 AETNA INDIVIDUAL RETIREMENT ANNUITY
FILE NOS.: 33-75992 AND 811-2513
Ladies and Gentlemen:
We are submitting for filing, pursuant to Rule 485(b) of the Securities Act
of 1933, Post-Effective Amendment No. 22 to the Registration Statement on
Form N-4. This filing describes '84 Aetna Individual Retirement Annuity
Contracts (the "Contracts"). This filing is being submitted on behalf of
Aetna Life Insurance and Annuity Company (the "Company") and its Variable
Annuity Account C.
The purpose of this filing is to disclose information regarding (1) the
consummation of the transaction resulting in the Company becoming an indirect
wholly-owned subsidiary of ING Groep N.V.; and (2) the change in the
principal underwriter for the Contracts from Aetna Life Insurance and Annuity
Company to one of its affiliates, Aetna Investment Services, LLC.
It is proposed that this Post-Effective Amendment No. 22 become effective
on December 14, 2000.
As counsel to the Registrant, I have reviewed the enclosed Post-Effective
Amendment No. 22 that is being filed under Rule 485(b)(1) of the Securities
Act of 1933. Pursuant to Rule 485(b)(4), I hereby represent that the enclosed
Post-Effective Amendment No. 22 does not contain any disclosure which would
render it ineligible to become effective under Rule 485(b)(1).
If you have any questions, please call the undersigned at 860-273-1672 or
Julie Rockmore at 860-273-4686.
Sincerely,
/s/ J. Neil McMurdie
J. Neil McMurdie
