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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of
Form before preparing Form.
Please print or type.
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1. Name and address of issuer:
Aetna Income Shares
151 Farmington Avenue, Hartford, CT 06156
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2. Name of each series or class of funds for which
this notice is filed:
N/A
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3. Investment Company Act File Number:
811-2361
Securities Act File Number:
2-47232
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4. Last day of fiscal year for which this notice is filed:
December 31, 1995
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5. Check box if this notice is being filed more than 180 days after the
close of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of the
issuer's 24f-2 declaration:
[ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(i),
if applicable (see
Instruction A.6):
N/A
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7. Number and amount of securities of the same class of series which had
been registered under the Securities Act of 1933 other than pursuant to
rule 24f-2 in a prior fiscal year, but which remained unsold at the
beginning of the fiscal year:
0
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
0
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9. Number and aggregate sale price of securities sold during the fiscal
year:
50,808,472.18
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10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
50,808,472.18
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11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
11,215,489.00
<PAGE>
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12. Calculation of registration fee:
(i) Aggregate sale price of securities
sold during the fiscal year in
reliance on rule 24f-2 (fromItem 10): $50,808,472.18
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): +11,215,489.00
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable): -22,072,286.27
(iv) Aggregate price of shares redeemed or
repurchased and previously applied as
a reduction to filing fees pursuant to
rule 24e-2 (if applicable): + 0
(v) Net aggregate price of securities sold
and issued during the fiscal year in
reliance on rule 24f-2 (line (I),
plus line (ii), less line (iii), plus
line (iv)(if applicable): 39,951,674.91
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation (see
Instruction C.6): x 1/2900
(vii) Fee due (line (I) or line (v)
multiplied by line (vi)): 13,776.44
=========
Instruction: Issuers should complete lines (ii), (iii),
(iv), and (v) only if the form is being filed within 60
days after the close fo the issuer's fiscal year, See
Instruction C.3.
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13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[X]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
February 28, 1996
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SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ James C. Hamilton
James C. Hamilton
Vice President and Treasurer
Date February 29, 1996
*Please print the name and title of the signing officer
below the signature
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<PAGE>
[AETNA LOGO] 151 Farmington Avenue Susan E. Bryant
Hartford, CT 06156 Counsel
Law & Regulatory
Affairs, RE4C
(860) 273-7834
Fax: (860) 273-8340
February 29, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: Aetna Income Shares
SEC File No. 811-2361 and File No. 2-47232
Gentlemen:
The undersigned is counsel to Aetna Life Insurance and Annuity Company (ALIAC),
a Connecticut corporation that is registered with the Securities and Exchange
Commission ("Commission") as an investment adviser under the Investment
Advisers Act of 1940. As such, the undersigned has been involved in the public
offering of shares of Aetna Income Shares (the "Company"), a Massachusetts
business trust, that is registered as a management investment company under the
Investment Company Act of 1940 (the "1940 Act"). The Company has registered an
indefinite number of shares ("Securities") under the Securities Act of 1933, as
amended, as provided in Rule 24f-2 of the 1940 Act. This opinion is given in
connection with the Notice ("Notice") being filed by the Company with the
Commission as required by Rule 24f-2(b) making definite the amount of Securities
sold during the fiscal year ended December 31, 1995.
I have reviewed, insofar as it relates or pertains to the Securities, the
Company's Registration Statements on Form N-1A, as amended, to the date hereof,
filed with the Commission, pursuant to which the Securities were sold (the
"Registration Statements"). I have also examined originals or copies (certified
or otherwise identified to my satisfaction) of such documents, records and other
instruments as I deemed necessary or appropriate for the purpose of rendering
this opinion. For purposes of such examination, I have assumed the genuineness
of all signatures on the documents and the conformity to the original of all
copies.
I am a member of the Connecticut, New York and Oklahoma Bars and do not purport
to be an expert on the laws of any other state. My opinion herein as to any
other law is based upon a limited inquiry thereof which I have deemed
appropriate under the circumstances.
Based upon the foregoing, I am of the opinion that the Securities have been duly
and validly authorized and, assuming that the Securities have been issued and
sold in accordance with the provisions of the Registration Statements, the
Securities which the enclosed Notice makes definite, were legally issued, fully
paid and nonassessable.
<PAGE>
Page 2
Securities and Exchange Commission
February 29, 1996
I consent to the filing of this opinion with the Rule 24f-2 Notice attached
hereto. I further consent to the use of this opinion as an exhibit to the
Registration Statement and to my being named under the caption "Legal Matters"
therein.
Sincerely,
/s/ Susan E. Bryant
Susan E. Bryant
Counsel
