AETNA LIFE & CASUALTY CO
10-Q, 1995-07-28
LIFE INSURANCE
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<PAGE> 1

                SECURITIES AND EXCHANGE COMMISSION

                       Washington, D.C.  20549

                             Form 10-Q

          Quarterly Report Pursuant to Section 13 or 15(d)
               of the Securities Exchange Act of 1934


For the quarterly period ended  June 30, 1995
                               _______________


Commission file number  1-5704
                       ________


                    Aetna Life and Casualty Company
___________________________________________________________________________
(Exact name of registrant as specified in its charter)


          Connecticut                             06-0843808
___________________________________________________________________________
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)                 Identification No.)


151 Farmington Avenue, Hartford, Connecticut           06156
___________________________________________________________________________
(Address of principal executive offices)             (ZIP Code)


Registrant's telephone number, including area code     (203) 273-0123
                                                     ______________________




Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.


     Yes    X        No  _____
          _____


Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.


                                            Shares Outstanding
   Title of Class                            at June 30, 1995
  ________________                          __________________


Common Capital Stock                           113,219,998
 without par value


<PAGE> 2

                             TABLE OF CONTENTS
                             _________________


                                                           Page
                                                           ____

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

         Consolidated Statements of Income                   3
         Consolidated Balance Sheets                         4
         Consolidated Statements of Shareholders'
           Equity                                            6
         Consolidated Statements of Cash Flows               7
         Condensed Notes to Financial Statements             8
         Independent Auditors' Review Report                21

Item 2.  Management's Discussion and Analysis of
           Financial Condition and Results of
           Operations.                                      22


PART II. OTHER INFORMATION

Item 1.  Legal Proceedings.                                 52

Item 4.  Submission of Matters to a Vote
           of Security Holders.                             52

Item 5.  Other Information.                                 53

Item 6.  Exhibits and Reports on Form 8-K.                  54


Signatures                                                  55


<PAGE> 3

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

                AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

                       CONSOLIDATED STATEMENTS OF INCOME

<TABLE>

<CAPTION>

                                                 Three Months Ended         Six Months Ended
                                                      June 30,                   June 30,
                                              ________________________  ___________________________
(Millions, except share and per share data)   1995         1994           1995          1994
                                              ____         ____           ____          ____
<S>                                           <C>          <C>            <C>           <C>

Revenue:
  Premiums..................................  $   2,825.7  $   2,839.0    $   5,754.7   $   5,581.3
  Net investment income.....................      1,140.6      1,121.0        2,226.5       2,247.5
  Fees and other income.....................        506.7        465.8          982.7         926.4
  Net realized capital losses...............        (25.9)       (13.4)         (32.3)        (19.3)
                                              ___________  ___________    ___________   ___________
      Total revenue.........................      4,447.1      4,412.4        8,931.6       8,735.9
                                              ___________  ___________    ___________   ___________

Benefits and expenses:
  Current and future benefits...............      3,767.4      3,114.5        6,889.8       6,232.1
  Operating expenses........................        962.0        924.5        1,897.0       1,882.0
  Amortization of deferred policy
    acquisition costs.......................        196.6        185.2          383.8         377.2
                                              ___________  ___________    ___________   ___________
      Total benefits and expenses...........      4,926.0      4,224.2        9,170.6       8,491.3
                                              ___________  ___________    ___________   ___________

Income(Loss) before income taxes............       (478.9)       188.2         (239.0)        244.6
Federal and foreign income taxes (benefits):
  Current...................................         (7.2)       (27.9)         (26.4)        (25.6)
  Deferred..................................       (174.8)        83.7          (76.5)         92.1
                                              ___________  ___________    ___________   ___________
      Total federal and foreign income taxes
        (benefits)..........................       (182.0)        55.8         (102.9)         66.5
                                              ___________  ___________    ___________   ___________

      Net income(loss)......................  $    (296.9) $     132.4    $    (136.1)  $     178.1
                                              ___________  ___________    ___________   ___________
                                              ___________  ___________    ___________   ___________

Results per common share:
Net income(loss)............................  $     (2.62) $      1.17    $     (1.20)  $      1.58
                                              ___________  ___________    ___________   ___________
                                              ___________  ___________    ___________   ___________
Dividends declared..........................  $       .69  $       .69    $      1.38   $      1.38
                                              ___________  ___________    ___________   ___________
                                              ___________  ___________    ___________   ___________

Weighted average common shares
  outstanding...............................  113,033,255  112,904,466    112,871,537   112,956,551
                                              ___________  ___________    ___________   ___________
                                              ___________  ___________    ___________   ___________

<FN>

See Condensed Notes to Financial Statements.

</TABLE>


<PAGE> 4

         AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

                    CONSOLIDATED BALANCE SHEETS

<TABLE>

<CAPTION>

                                              June 30,        December 31,
(Millions)                                      1995              1994
                                            _____________     ____________

<S>                                         <C>               <C>

Assets:
Investments:
  Debt securities:
    Held for investment, at amortized
     cost (fair value $1,823.8 and
      $1,991.2).......................      $   1,786.4       $  2,000.8
    Available for sale, at fair value
     (amortized cost $38,438.5 and
      $36,984.2)......................         39,583.4         35,110.7
  Equity securities, at fair value
   (cost $1,152.8 and $1,326.9).......          1,585.8          1,655.6
  Short-term investments..............            520.2            450.4
  Mortgage loans......................         10,802.6         11,843.6
  Real estate.........................          1,618.7          1,545.7
  Policy loans........................            571.0            533.8
  Other...............................          1,215.2          1,152.7
                                            ___________       __________
      Total investments...............         57,683.3         54,293.3
Cash and cash equivalents.............          2,151.0          2,953.6
Reinsurance recoverables and
 receivables..........................          5,307.2          5,011.0
Accrued investment income.............            759.0            777.2
Premiums due and other receivables....          1,827.9          1,722.9
Federal and foreign income taxes:
  Current.............................            151.3             18.3
  Deferred............................          1,125.1          1,266.7
Deferred policy acquisition costs.....          2,126.9          2,014.7
Other assets..........................          2,054.2          1,992.2
Separate Accounts assets..............         26,683.1         24,122.6
                                            ___________       __________
      Total assets....................      $  99,869.0       $ 94,172.5
                                            ___________       __________
                                            ___________       __________

<FN>

See Condensed Notes to Financial Statements.

</TABLE>


<PAGE> 5

        AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

                   CONSOLIDATED BALANCE SHEETS
                           (Continued)

<TABLE>

<CAPTION>

                                                         June 30,        December 31,
(Millions, except share and per share data)                1995              1994
                                                       _____________     ____________

<S>                                                    <C>               <C>

Liabilities:
  Future policy benefits........................       $ 17,803.1        $ 17,979.2
  Unpaid claims and claim expenses..............         18,242.7          17,478.3
  Unearned premiums.............................          1,641.4           1,604.9
  Policyholders' funds left with the company....         23,875.1          23,223.1
                                                       __________        __________
      Total insurance reserve liabilities.......         61,562.3          60,285.5
  Dividends payable to shareholders.............             78.1              77.7
  Short-term debt...............................             60.4              23.9
  Long-term debt................................          1,117.9           1,114.7
  Other liabilities.............................          3,393.2           2,718.6
  Participating policyholders' interests........            189.7             170.5
  Separate Accounts liabilities.................         26,539.4          24,003.6
                                                       __________        __________
      Total liabilities.........................         92,941.0          88,394.5
                                                       __________        __________

Minority interest in preferred securities
 of subsidiary..................................            275.0             275.0
                                                       __________        __________

Shareholders' Equity:
  Class A Voting Preferred Stock (no par
   value; 10,000,000 shares authorized;
   no shares issued or outstanding).............                -                 -
  Class B Voting Preferred Stock (no par
   value; 15,000,000 shares authorized;
   no shares issued or outstanding).............                -                 -
  Class C Non-Voting Preferred Stock (no
   par value; 15,000,000 shares authorized;
   no shares issued or outstanding).............                -                 -
  Common Capital Stock (no par value;
   250,000,000 shares authorized;
   114,939,275 issued; and 113,219,998
   and 112,657,758 outstanding).................          1,415.9           1,419.2
  Net unrealized capital gains (losses).........            344.6          (1,071.5)
  Retained earnings.............................          4,967.1           5,259.6
  Treasury stock, at cost (1,719,277 and
   2,281,517 shares)............................            (74.6)           (104.3)
                                                       __________        __________

      Total shareholders' equity................          6,653.0           5,503.0
                                                       __________        __________

      Total liabilities, minority interest
       and shareholders' equity.................       $ 99,869.0        $ 94,172.5
                                                       __________        __________
                                                       __________        __________

  Shareholders' equity per common share.........       $    58.76        $    48.85
                                                       __________        __________
                                                       __________        __________

<FN>

See Condensed Notes to Financial Statements.

</TABLE>


<PAGE> 6

                AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

<TABLE>

<CAPTION>

(Millions, except share data)

                                                                   Net
                                                      Common       Unrealized
                                                      Capital      Capital           Retained     Treasury
Six Months Ended June 30, 1995          Total         Stock        Gains (Losses)    Earnings     Stock
__________________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>               <C>          <C>

Balances at December 31, 1994           $ 5,503.0     $ 1,419.2    $(1,071.5)        $ 5,259.6    $ (104.3)
__________________________________________________________________________________________________________

Net loss..............................     (136.1)                                      (136.1)
Net change in unrealized capital gains
  and losses..........................    1,416.1                    1,416.1
Common stock issued for benefit plans
(562,240 shares)......................       29.7                                                     29.7
Loss on issuance of treasury stock....       (3.3)         (3.3)
Common stock dividends declared.......     (156.4)                                      (156.4)
                                      ____________________________________________________________________


Balances at June 30, 1995               $ 6,653.0     $ 1,415.9    $   344.6         $ 4,967.1    $  (74.6)
__________________________________________________________________________________________________________
__________________________________________________________________________________________________________




Six Months Ended June 30, 1994
__________________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>               <C>          <C>

Balances at December 31, 1993           $ 7,043.1     $ 1,422.0    $   648.2         $ 5,103.3    $ (130.4)
__________________________________________________________________________________________________________

Net income............................      178.1                                        178.1
Net change in unrealized capital gains
  and losses..........................   (1,035.7)                  (1,035.7)
Common stock issued for benefit plans
(417,602 shares)......................       23.8                                                     23.8
Loss on issuance of treasury stock....       (4.2)         (4.2)
Common stock dividends declared.......     (155.7)                                      (155.7)
                                      ____________________________________________________________________


Balances at June 30, 1994               $ 6,049.4     $ 1,417.8    $  (387.5)        $ 5,125.7    $ (106.6)
__________________________________________________________________________________________________________
__________________________________________________________________________________________________________

<FN>

See Condensed Notes to Financial Statements.

</TABLE>


<PAGE> 7

              AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>

<CAPTION>
                                                                           Six Months Ended
                                                                               June 30,
                                                                       _________________________
(Millions)                                                             1995            1994
                                                                       ____            ____
<S>                                                                    <C>             <C>

Cash Flows from Operating Activities:
   Net income (loss).................................................  $  (136.1)      $   178.1
   Adjustments to reconcile net income (loss) to net cash provided by
    (used for) operating activities:
      Decrease (Increase) in accrued investment income...............       19.4             (.5)
      (Increase) Decrease in premiums due and other receivables......     (134.4)          153.1
      Increase in reinsurance recoverables and receivables...........     (288.7)         (254.3)
      Increase in deferred policy acquisition costs..................      (83.5)          (93.0)
      Depreciation and amortization..................................       75.3            94.3
      Increase in federal and foreign income taxes...................       (1.0)         (326.6)
      Net decrease in other assets and other liabilities.............      (22.7)         (692.3)
      Increase in insurance reserve liabilities......................      910.7           755.9
      Net sales of debt trading securities...........................          -            52.3
      Decrease (Increase) in minority interest.......................        4.1           (22.7)
      Net realized capital losses....................................       32.3            19.3
      Amortization of net investment discount........................      (51.7)          (51.8)
      Other, net.....................................................      (64.9)           18.2
                                                                       _________       _________
        Net cash provided by (used for) operating activities.........      258.8          (170.0)
                                                                       _________       _________
Cash Flows from Investing Activities:
   Proceeds from sales of:
      Debt securities available for sale.............................    8,596.8        12,258.8
      Debt securities held for investment............................          -             5.6
      Equity securities..............................................      768.4           398.9
      Mortgage loans.................................................       81.2            67.4
      Real estate....................................................      155.5           316.6
      Short-term investments.........................................   30,074.0        30,322.7
   Investment repayments of:
      Debt securities available for sale.............................    1,041.3         2,125.8
      Debt securities held for investment............................      176.2           330.7
      Mortgage loans.................................................      936.6         1,107.8
   Cost of investments in:
      Debt securities available for sale.............................  (10,937.4)      (14,799.0)
      Debt securities held for investment............................       (7.2)          (46.3)
      Equity securities..............................................     (348.4)         (493.6)
      Mortgage loans.................................................      (95.6)         (159.7)
      Real estate....................................................      (83.5)          (20.1)
      Short-term investments.........................................  (30,141.0)      (30,444.4)
   Increase in property, plant & equipment...........................      (82.9)          (65.5)
   Net (increase) decrease in Separate Accounts......................      (24.8)            4.7
   Other, net........................................................     (126.9)          127.5
                                                                       _________       _________
     Net cash (used for) provided by investing activities............      (17.7)        1,037.9
                                                                       _________       _________
Cash Flows from Financing Activities:
   Deposits and interest credited for investment contracts...........      373.2         1,757.9
   Withdrawals of investment contracts...............................   (1,367.9)       (2,342.6)
   Issuance of long-term debt........................................        3.8            65.5
   Stock issued under benefit plans..................................       26.4            19.6
   Repayment of long-term debt.......................................       (1.8)          (93.0)
   Net increase in short-term debt...................................       35.6           138.4
   Dividends paid to shareholders....................................     (156.4)         (155.7)
                                                                       _________       _________
     Net cash used for financing activities..........................   (1,087.1)         (609.9)
                                                                       _________       _________
Effect of exchange rate changes on cash and cash
   equivalents.......................................................       43.4            (3.6)
                                                                       _________       _________
Net (decrease) increase in cash and cash equivalents.................     (802.6)          254.4
Cash and cash equivalents, beginning of period.......................    2,953.6         1,557.8
                                                                       _________       _________
Cash and cash equivalents, end of period.............................  $ 2,151.0       $ 1,812.2
                                                                       _________       _________
                                                                       _________       _________

Supplemental Cash Flow Information:
   Interest paid.....................................................  $    53.6       $    37.7
                                                                       _________       _________
                                                                       _________       _________
   Income taxes paid.................................................  $    81.3       $    18.0
                                                                       _________       _________
                                                                       _________       _________

<FN>

See Condensed Notes to Financial Statements.

</TABLE>


<PAGE> 8

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS

(1)  Basis of Presentation

The consolidated financial statements include Aetna Life and
Casualty Company and its majority-owned subsidiaries
(collectively, the "company").  Less than majority-owned entities
in which the company has at least a 20% interest are reported on
the equity basis.  These consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles and are unaudited.  Certain reclassifications have been
made to 1994 financial information to conform to 1995
presentation.  These interim statements necessarily rely heavily
on estimates, including assumptions as to annualized tax rates.
In the opinion of management, all adjustments necessary for a fair
statement of results for the interim periods have been made.  All
such adjustments are of a normal, recurring nature.

(2)  Future Application of Accounting Standards

In March 1995, the Financial Accounting Standards Board issued
Financial Accounting Standard ("FAS") No. 121, Accounting for
Long-Lived Assets and for Long-Lived Assets to Be Disposed Of.
This statement requires write down to fair value when long-lived
assets to be held and used are impaired.  The statement also
requires long-lived assets to be disposed of (e.g., real estate
held for sale) to be carried at the lower of cost or fair value
less cost to sell and does not allow such assets to be
depreciated.  This statement will be effective for 1996 financial
statements, although earlier adoption is permissible.  The company
has not yet determined the timing of adoption of this statement,
however, the impact on earnings is not expected to be material.

(3)  Insurance Liabilities

Workers' compensation life table indemnity reserves are discounted
at 5% for voluntary business and 3.5% for involuntary business,
with mortality assumptions that reflect current company and
industry experience.  Workers' compensation life table indemnity
reserves totaled $753 million at June 30, 1995, which was 22% of
the total workers' compensation reserves for unpaid claims and
claim adjustment expenses.  Certain other property-casualty
reserves with fixed and determinable payment patterns have been
discounted at risk free rates.  The aggregate amount of such
discount was approximately $20 million at June 30, 1995.

(4)  Discontinued Products

Results of discontinued fully guaranteed large case pension
products (guaranteed investment contracts ("GICs") and single-
premium annuities ("SPAs")) for the three and six months ended
June 30, 1995 and 1994 were charged to the reserve for anticipated
future losses and did not affect the company's results of
operations.


<PAGE> 9

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(4)  Discontinued Products (Continued)

Future losses (including capital losses) for each product will be
charged to the respective reserve at the time such losses are
realized.  Management believes the reserve for anticipated losses
at June 30, 1995 is adequate to provide for future losses
associated with these products.  To the extent that actual future
losses differ from anticipated future losses, the company's
results of operations would be affected.  (Please refer to the
company's 1994 Annual Report to Shareholders for a more complete
discussion of the reserve for anticipated future losses on
discontinued products.)

Results of discontinued products were as follows (pretax, in
millions):

<TABLE>

<CAPTION>
                                                                                 (Added to)
                                                                                 Charged to
                                        Guaranteed    Single-                    Reserve for
                                        Investment    Premium                    Future
Three months ended June 30, 1995        Contracts     Annuities    Total         Losses       Net*
_____________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>           <C>          <C>

Net investment income                   $  138.3      $ 112.2      $  250.5      $     -      $ 250.5
Net realized capital gains (losses)        (12.6)        14.4           1.8         (1.8)           -
Interest earned on receivable
  from continuing business                   5.1          7.6          12.7            -         12.7
Other income                                 2.4          3.0           5.4            -          5.4
                                        _____________________________________________________________
     Total revenue                         133.2        137.2         270.4         (1.8)       268.6
                                        _____________________________________________________________

Current and future benefits                145.1        113.2         258.3          4.4        262.7
Operating expenses                           1.9          4.0           5.9            -          5.9
                                        _____________________________________________________________
     Total benefits and expenses           147.0        117.2         264.2          4.4        268.6
                                        _____________________________________________________________

Results of discontinued products        $  (13.8)    $   20.0      $    6.2      $  (6.2)     $     -
_____________________________________________________________________________________________________
                                        _____________________________________________________________



                                                                                 (Added to)
                                                                                 Charged to
                                        Guaranteed    Single-                    Reserve for
                                        Investment    Premium                    Future
Three months ended June 30, 1994        Contracts     Annuities    Total         Losses       Net*
_____________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>           <C>          <C>

Premiums                                $      -      $   5.5      $    5.5      $     -      $   5.5
Net investment income                      156.5        106.9         263.4            -        263.4
Net realized capital losses                (31.6)       (10.9)        (42.5)        42.5            -
Interest earned on receivable
  from continuing business                   4.9          6.9          11.8            -         11.8
Other income                                 3.6          3.6           7.2            -          7.2
                                        _____________________________________________________________
     Total revenue                         133.4        112.0         245.4         42.5        287.9
                                        _____________________________________________________________

Current and future benefits                190.1        112.6         302.7        (15.8)       286.9
Operating expenses                            .3           .7           1.0            -          1.0
                                        _____________________________________________________________
     Total benefits and expenses           190.4        113.3         303.7        (15.8)       287.9
                                        _____________________________________________________________

Results of discontinued products        $  (57.0)     $  (1.3)     $  (58.3)     $  58.3      $     -
_____________________________________________________________________________________________________
                                        _____________________________________________________________

<FN>

* Amounts are reflected in the 1995 and 1994 Consolidated Statements of Income, except for interest
  of $12.7 million and $11.8 million for the three months ended June 30, 1995 and 1994, respectively,
  earned on the receivable from continuing business which is eliminated in consolidation.

</TABLE>


<PAGE> 10

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(4)  Discontinued Products (Continued)

<TABLE>

<CAPTION>
                                                                                 (Added to)
                                                                                 Charged to
                                        Guaranteed    Single-                    Reserve for
                                        Investment    Premium                    Future
Six months ended June 30, 1995          Contracts     Annuities    Total         Losses       Net*
_____________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>           <C>          <C>

Net investment income                   $  270.6      $ 222.3      $  492.9      $     -      $ 492.9
Net realized capital gains (losses)        (31.1)        22.4          (8.7)         8.7            -
Interest earned on receivable
  from continuing business                  10.2         15.2          25.4            -         25.4
Other income                                 4.9          6.0          10.9            -         10.9
                                        _____________________________________________________________
     Total revenue                         254.6        265.9         520.5          8.7        529.2
                                        _____________________________________________________________

Current and future benefits                300.3        227.6         527.9         (5.8)       522.1
Operating expenses                           1.6          5.5           7.1            -          7.1
                                        _____________________________________________________________
     Total benefits and expenses           301.9        233.1         535.0         (5.8)       529.2
                                        _____________________________________________________________

Results of discontinued products        $  (47.3)    $   32.8      $  (14.5)     $  14.5      $     -
_____________________________________________________________________________________________________
                                        _____________________________________________________________



                                                                                 (Added to)
                                                                                 Charged to
                                        Guaranteed    Single-                    Reserve for
                                        Investment    Premium                    Future
Six months ended June 30, 1994          Contracts     Annuities    Total         Losses       Net*
_____________________________________________________________________________________________________

<S>                                     <C>           <C>          <C>           <C>          <C>

Premiums                                $      -      $  44.7      $   44.7      $     -      $  44.7
Net investment income                      327.5        215.8         543.3            -        543.3
Net realized capital losses                (57.1)       (26.4)        (83.5)        83.5            -
Interest earned on receivable
  from continuing business                   9.6         13.8          23.4            -         23.4
Other income                                 6.5          6.4          12.9            -         12.9
                                        _____________________________________________________________
     Total revenue                         286.5        254.3         540.8         83.5        624.3
                                        _____________________________________________________________

Current and future benefits                392.7        263.9         656.6        (36.4)       620.2
Operating expenses                           2.2          1.9           4.1            -          4.1
                                        _____________________________________________________________
     Total benefits and expenses           394.9        265.8         660.7        (36.4)       624.3
                                        _____________________________________________________________

Results of discontinued products        $ (108.4)     $ (11.5)     $ (119.9)     $ 119.9      $     -
_____________________________________________________________________________________________________
                                        _____________________________________________________________

<FN>

* Amounts are reflected in the 1995 and 1994 Consolidated Statements of Income, except for interest
  of $25.4 million and $23.4 million for the six months ended June 30, 1995 and 1994, respectively,
  earned on the receivable from continuing business which is eliminated in consolidation.

</TABLE>


Deposits of $7.0 million and $34.3 million for the three months
ended June 30, 1995 and 1994, respectively, and $16.8 million and
$168.5 million were received for the six months ended June 30,
1995 and 1994, respectively, under pre-existing GIC contracts.  In
accordance with FAS No. 97, such deposits are not included in
premiums or revenue.


<PAGE> 11

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(4)  Discontinued Products (Continued)

Assets and liabilities of discontinued products were as follows
(in millions):

<TABLE>

<CAPTION>
                                                  June 30, 1995
                                       _______________________________________
                                       Guaranteed      Single-
                                       Investment      Premium
                                       Contracts       Annuities     Total
                                       _______________________________________

<S>                                    <C>             <C>           <C>

Debt securities available for sale     $  2,658.4      $ 3,462.3     $ 6,120.7
Mortgage loans                            2,577.4        1,448.4       4,025.8
Real estate                                 524.1          176.6         700.7
Short-term and other investments            271.5          146.6         418.1
                                       _______________________________________
   Total investments                      6,031.4        5,233.9      11,265.3
Current and deferred income taxes           233.1          136.1         369.2
Receivable from continuing
  business                                  419.6          478.3         897.9
Other                                           -          101.6         101.6
                                       _______________________________________
     Total assets                      $  6,684.1      $ 5,949.9     $12,634.0
______________________________________________________________________________
______________________________________________________________________________
Future policy benefits                 $        -      $ 4,981.7     $ 4,981.7
Policyholders' funds left with
  the company                             6,223.0              -       6,223.0
Reserve for future losses on
  discontinued products                     298.3          684.2         982.5
Other                                       162.8          284.0         446.8
                                       _______________________________________
     Total liabilities                 $  6,684.1      $ 5,949.9     $12,634.0
______________________________________________________________________________
______________________________________________________________________________

</TABLE>


Net unrealized capital gains as of June 30, 1995 on available for
sale debt securities are included above in other liabilities and
are not reflected in consolidated shareholders' equity.  The
reserve for anticipated future losses on GICs is included in
policyholders' funds left with the company and the reserve for
anticipated future losses on SPAs is included in future policy
benefits on the Consolidated Balance Sheet.

At June 30, 1995, estimated future after-tax realized capital
losses of approximately $116 million ($179 million, pretax),
attributable to mortgage loans and real estate supporting GICs,
and $39 million ($60 million, pretax), attributable to mortgage
loans and real estate supporting SPAs were expected to be charged
to the reserve for future losses.  Included in the $(31.1) million
and $22.4 million of net realized capital (losses) gains (pretax)
on GICs and SPAs, respectively, for the six months ended June 30,
1995 are (losses) gains from the sale of bonds of $(13.8) million
and $35.5 million, respectively.


<PAGE> 12

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(4)  Discontinued Products (Continued)

The activity in the reserve for anticipated future losses on
discontinued products was as follows (pretax, in millions):

<TABLE>
<CAPTION>
                                          6 Months Ended June 30, 1995
                                      ___________________________________
                                      Guaranteed    Single-
                                      Investment    Premium
                                      Contracts     Annuities   Total
_________________________________________________________________________
<S>                                   <C>           <C>         <C>
Reserve at beginning of period        $   345.6     $   651.4   $   997.0
Gain (Loss) on discontinued products      (47.3)         32.8       (14.5)
                                      ___________________________________
Reserve at end of period              $   298.3     $   684.2    $  982.5
_________________________________________________________________________
                                      ___________________________________
</TABLE>


At the time of discontinuance, a receivable from continuing
products was established for each discontinued product equivalent
to the net present value of the anticipated cash flow shortfalls.
The receivables will be funded from invested assets supporting
Large Case Pensions and accrue interest at the discount rates used
to calculate the loss on discontinuance until the receivable is
funded.  The offsetting payable established in continuing products
will similarly accrue interest, generally offsetting the
investment income on the assets available to fund the shortfalls.
These amounts are eliminated in consolidation and are therefore
not reflected on the Consolidated Balance Sheet.  At June 30, 1995
no funding had taken place.  The activity in the receivable from
continuing business was as follows (pretax, in millions):

<TABLE>
<CAPTION>
                                            6 Months Ended June 30, 1995
                                         ___________________________________
                                         Guaranteed    Single-
                                         Investment    Premium
                                         Contracts     Annuities   Total
____________________________________________________________________________
<S>                                      <C>           <C>         <C>
Receivable at beginning of period        $   409.4     $   463.1   $   872.5
Interest earned                               10.2          15.2        25.4
                                         ___________________________________
Receivable at end of period              $   419.6     $   478.3   $   897.9
____________________________________________________________________________
                                         ___________________________________
</TABLE>


Pursuant to a segmentation plan approved in 1983 by the New York
Insurance Department, the combined assets supporting discontinued
products were segregated coincident with the receipt of premiums
and deposits on the discontinued products.  Assets of the
discontinued products were distinguished physically, operationally
and for financial reporting purposes, from the remaining assets of
the company.

Management believes the timing and amount of cash flows with
respect to the discontinued products have been estimated with
reasonable accuracy, and the financial statements reflect
management's best estimate of the most likely cash flows that will
occur.  However, future periods may include a charge or benefit
equal to the present value of the differences, if any, between
future projected cash flows and current estimates.


<PAGE> 13

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(5)  Intent to Sell Subsidiary

As of June 30, 1995, the company intends to sell its subsidiary,
Aetna Re-Insurance Company (U.K.) Ltd., and accordingly, the
subsidiary has been written down to estimated fair market value.
A realized capital loss of $22.5 million (after-tax) is included
in net realized capital losses in the Consolidated Statements of
Income for the three and six months ended June 30, 1995.

(6)  Investments

Net investment income includes amounts allocable to experience
rated contractholders of $367.9 million and $368.9 million for the
three months ended June 30, 1995 and 1994, respectively, and
$728.7 million and $729.8 million for the six months ended June
30, 1995 and 1994, respectively.  Interest credited to
contractholders is included in current and future benefits.

Net realized capital gains (losses) allocable to experience rated
contractholders of $30.1 million and $(37.7) million for the three
months ended June 30, 1995 and 1994, respectively, and $7.3
million and $(71.6) million for the six months ended June 30, 1995
and 1994, respectively, were deducted from net realized capital
losses reflected on the Consolidated Statements of Income, and an
offsetting amount is reflected on the Consolidated Balance Sheets
in policyholders' funds left with the company.

As of January 1, 1995, the company adopted FAS No. 114, Accounting
by Creditors for Impairment of a Loan and FAS No. 118, Accounting
by Creditors for Impairment of a Loan - Income Recognition and
Disclosures.  In accordance with these standards, a loan is
considered impaired when it is probable that the company will be
unable to collect amounts due according to the contractual terms
of the loan agreement.  For impaired loans, a specific impairment
reserve is established for the difference between the recorded
investment in the mortgage loan and the fair value of the
collateral. General reserves are established for losses management
believes are likely to arise from the overall portfolio but cannot
be attributed to specific loans.  Prior to the adoption of FAS
Nos. 114 and 118, the company included the reserve for estimated
losses on potential problem loans (other than those allocable to
experience rated products) which management believed were likely
to become classified as problem or restructured in the next 12
months or so in the general reserve.

At June 30, 1995, the total recorded investment in loans that are
considered to be impaired (which include problem loans,
restructured loans and potential problem loans) under FAS No. 114
and related specific reserves are presented in the table below.
Included in the total recorded investment are impaired loans of
$443 million for which no specific reserves are considered
necessary.


<PAGE> 14

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(6)  Investments (continued)

<TABLE>

<CAPTION>

                                              Total
                                              Recorded          Specific
(Millions)                                    Investment        Reserves
_________________________________________________________________________

<S>                                           <C>               <C>

Supporting discontinued products              $   979.5         $   239.8
Supporting experience rated products              753.2             201.7
Supporting remaining products                     650.1             163.2
                                              ___________________________
   Total Impaired Loans                       $ 2,382.8         $   604.7
_________________________________________________________________________
                                              ___________________________
</TABLE>


The activity in the specific and general reserves as of June 30,
1995 is summarized below:

<TABLE>

<CAPTION>
                                General
                                Reserve
                                Allocated to                    Charged                           Balance
             Balance at         Experience   Balance at         to net    Charged                 at
             December 31, 1994  Rated        December 31, 1994, realized  to other    Principal   June 30,
(Millions)   as reported        Products (1) as adjusted        loss      accounts    Write-offs  1995
___________________________________________________________________________________________________________

<S>          <C>                <C>          <C>                <C>       <C>         <C>         <C>

Supporting
discontinued
products     $  372.1           $      -     $  372.1           $    -    $  25.1 (2) $  (70.0)   $   327.2

Supporting
experience
rated
products        156.1              208.5        364.6                -        7.4 (2)    (40.5)       331.5

Supporting
remaining
products        255.9                  -        255.9               8.8         -        (20.8)       243.9
             ______________________________________________________________________________________________
  Total      $  784.1           $  208.5     $  992.6           $   8.8   $  32.5     $ (131.3)   $   902.6
___________________________________________________________________________________________________________
             ______________________________________________________________________________________________

Specific
Reserves     $  434.1           $      -     $  434.1           $   7.9   $ 294.0 (3) $ (131.3)   $   604.7

General
Reserve         350.0              208.5        558.5               0.9    (261.5)(3)        -        297.9
             ______________________________________________________________________________________________
  Total      $  784.1           $  208.5     $  992.6           $   8.8   $  32.5     $ (131.3)    $  902.6
___________________________________________________________________________________________________________
             ______________________________________________________________________________________________

<FN>

(1)  The general reserve at December 31, 1994 excluded reserves of $208.5 million related to experience
     rated products.

(2)  Reflects additions to reserves related to assets supporting experience rated products and
     discontinued products which do not affect the company's results of operations.

(3)  $261.5 million of general reserve related to performing loans at December 31, 1994 were reclassified
     to specific reserves as a result of the adoption of FAS No. 114.

</TABLE>


<PAGE> 15

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(6)  Investments (Continued)

The company accrues interest income on impaired loans to the
extent it is deemed collectible and the loan continues to perform
under its original or restructured contractual terms.  Interest
income on problem loans is generally recognized on a cash basis.
Cash payments on loans in the process of foreclosure are generally
treated as a return of principal.

Income earned (pretax) and received on the average recorded
investment in impaired loans for the three and six months ended
June 30, 1995, was as follows:

<TABLE>

<CAPTION>
                                      Three Months Ended June 30, 1995   Six Months Ended June 30, 1995
                                      ________________________________   ______________________________

                                      Average                            Average
                                      Impaired   Income    Income        Impaired  Income    Income
(Millions)                            Loans      Earned    Received      Loans     Earned    Received
_______________________________________________________________________________________________________

<S>                                   <C>        <C>       <C>           <C>       <C>       <C>

Supporting discontinued products      $ 1,009.5  $  21.3   $  21.7       $ 1,011.8 $  39.7   $   39.2
Supporting experience rated products      734.5     13.2      13.7           741.0    26.2       26.6
Supporting remaining products             673.1      9.2       9.3           668.0    17.5       18.1
                                      _________________________________________________________________
  Total                               $ 2,417.1  $  43.7   $  44.7       $ 2,420.8 $  83.4   $   83.9
_______________________________________________________________________________________________________
                                      _________________________________________________________________
</TABLE>


(7)  Federal and Foreign Income Taxes

Net unrealized capital gains and losses are presented in
shareholders' equity net of deferred taxes.  During the six months
ended June 30, 1995, the company moved from a net unrealized capital
loss position of $1,071.5 million at December 31, 1994, to a net
unrealized capital gain position of $344.6 million at June 30, 1995,
primarily due to decreases in interest rates.  As a result, all
valuation allowances previously established related to deferred tax
assets on these capital losses were reversed, which had no impact on
net income for the three and six months ended June 30, 1995.

(8)  Reinsurance

Ceded earned premiums were $.2 billion and $.3 billion for the
three months ended June 30, 1995 and 1994, respectively, and $.5
billion and $.6 billion for the six months ended June 30, 1995 and
1994, respectively.  Ceded current and future benefits were $.3
billion for the three months ended June 30, 1995 and 1994 and $.6
billion and $.7 billion for the six months ended June 30, 1995 and
1994, respectively.


<PAGE> 16

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(9)  Debt

The company has credit facilities aggregating $1 billion with a
group of worldwide banks.  One $500 million facility terminates in
July 1999.  Another $500 million facility was scheduled to expire
in July 1995, however, the company extended the maturity of this
credit facility to July 1996.  Various interest rate options are
available under each facility and any borrowings mature on the
expiration date of the applicable credit commitment.  The company
pays facility fees ranging from .08% to .375% per annum under the
short-term credit agreement and from .1% to .5% per annum under
the medium-term credit agreement, depending upon the company's
long-term senior unsecured debt rating.  The commitments require
the company to maintain shareholders' equity, excluding net
unrealized capital gains and losses, of at least $5.0 billion.
These facilities also support the company's commercial paper
borrowing program.

Pursuant to shelf registration statements declared effective by
the Securities and Exchange Commission ("SEC") the company may
offer and sell up to an additional $550 million of various types
of securities.

A subsidiary of the company may offer and sell up to an additional
$225 million of preferred securities under a shelf registration
statement declared effective by the SEC.



<PAGE> 17

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(10)  Off-Balance-Sheet Financial Instruments
     (Including Derivative Financial Instruments)

The company engages in hedging activities to manage foreign
exchange and interest rate risk.  Such hedging activities have
principally consisted of using off-balance-sheet instruments
including foreign exchange forward contracts, futures and forward
contracts, and interest rate swap agreements.  (Please see General
Account Investments - Use of Derivatives and Other Investments on
pages 41 and 42 of the Management's Discussion and Analysis of
Financial Condition and Results of Operations and Note 18 of the
company's 1994 Annual Report to Shareholders for a description of
the company's hedging activities).  The notional amounts, carrying
values and estimated fair values of the company's off-balance-
sheet financial instruments are as follows (in millions):

<TABLE>

<CAPTION>
                                                          Carrying
                                                          Value
                                             Notional     Asset         Fair
June 30, 1995                                Amount       (Liability)   Value
_______________________________________________________________________________

<S>                                          <C>          <C>           <C>

Foreign exchange forward contracts - sell:
  Related to net investments in foreign
   affiliates                                $  229.1     $   (4.1)     $  (6.3)
  Related to investments in non-dollar
   denominated assets                           205.0         (1.1)        (1.1)
Foreign exchange forward contracts - buy:
  Related to net investments in foreign
   affiliates                                    29.9          6.2          4.1
  Related to investments in non-dollar
   denominated assets                            25.2           .4           .4
Futures contracts to purchase investments        95.4           .2          (.2)
Futures contracts to sell investments           133.0            -            -
Interest rate swaps:
  Unrecognized gains                            423.0            -         22.3
  Unrecognized losses                           380.0            -        (14.2)
Forward swap agreement                          100.0            -           .2


                                                          Carrying
                                                          Value
                                             Notional     Asset         Fair
December 31, 1994                            Amount       (Liability)   Value
_______________________________________________________________________________

<S>                                          <C>          <C>           <C>

Foreign exchange forward contracts - sell:
  Related to net investments in foreign
   affiliates                                $ 497.8      $   (2.5)     $  (4.7)
  Related to investments in non-dollar
   denominated assets                          266.9           (.8)        (1.6)
Foreign exchange forward contracts - buy:
  Related to net investments in foreign
   affiliates                                   48.5           5.2          4.8
  Related to investments in non-dollar
   denominated assets                           40.9            .1           .2
Futures contracts to purchase investments      122.5           (.1)          .1
Forward contracts to purchase investments        5.6             -            -
Interest rate swaps:
  Unrecognized gains                           429.4             -         20.7
  Unrecognized losses                          386.4             -        (18.3)

</TABLE>


<PAGE> 18

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(11)  Supplemental Cash Flow Information

Significant non-cash investing and financing activities include
acquisition of real estate through foreclosures (including in-
substance foreclosures) of mortgage loans amounting to $144
million and $149 million for the six months ended June 30, 1995
and 1994, respectively.

(12)  Earnings Per Share

Earnings per share are computed using net income divided by the
weighted average number of common shares outstanding, (including
common share equivalents in 1994).  There is not a significant
difference between primary and fully diluted earnings per share.

(13)  Commitments and Contingent Liabilities

Environmental and Asbestos-Related Claims

Reserving for environmental and asbestos-related claims is subject
to significant uncertainties.

However, in recent years, developments have occurred inside and
outside of the company which have enabled the company to continue
to better estimate environmental liabilities.  These developments
led the company to initiate a comprehensive environmental
reserving review in early 1995 which was concluded at the end of
the second quarter of 1995.  Upon completing its reserving review,
the company added $750 million (pretax)($487.5 million, after-tax)
to environmental-related claims reserves in the second quarter of
1995, resulting in a total reserve for environmental-related
liabilities of $1,187 million, before reinsurance of $100 million
(net of an allowance of $16 million for reinsurance considered to
be uncollectible) and net of discount on environmental
settlements, at June 30, 1995.

In the opinion of management, the company's reserves for
environmental-related claims at June 30, 1995 represent the
company's best estimate of its ultimate environmental-related
liability, based on currently known facts, current law (including
Superfund), current technology, and assumptions considered
reasonable where facts are not known.  Due to the significant
uncertainties and related management judgment involved in
estimating the company's environmental liability, no assurances
can be given that the environmental reserve represents the amount
that will ultimately be paid by the company for all environmental-
related losses.  The amount ultimately paid could differ
materially from the company's currently recorded reserve as legal
and factual issues are clarified, but any difference cannot be
reasonably estimated at this time.


<PAGE> 19

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(13)  Commitments and Contingent Liabilities (Continued)

In addition, the company has purchased reinsurance protection
which could be available to reduce the statutory surplus effects
of additional environmental reserve development.  The reinsurance
provides aggregate protection of $335 million for adverse loss
development beyond reserves held (net of existing reinsurance) at
June 30, 1995 for environmental, asbestos, certain general
liability and workers' compensation claims, occurring prior to
January 1, 1995 ($6.9 billion).  Under this arrangement, $165
million of the existing reserves for such losses have been ceded.
This is a retroactive contract and the earnings benefits of any
future recoveries arising under this arrangement would be
accounted for as such under FAS No. 113 (i.e., at a discounted
value).  Because of the length of time between the recording of
any reinsurance recoverable and its ultimate payment, the initial
benefit of any recovery could be substantially less than the
amount of reserve development.

Environmental and asbestos-related loss and loss adjustment
expense reserves, as reflected on the Consolidated Balance Sheet,
were as follows (before reinsurance and net of discount on
environmental settlements, in millions):

<TABLE>

<CAPTION>
                                         June 30,
                                           1995
___________________________________________________

<S>                                      <C>

Environmental Liability                  $  1,187.0
Asbestos Bodily Injury                        322.2
Asbestos Property Damage                       23.0
                                         __________
  Total Environmental and
    Asbestos-Related Reserves            $  1,532.2
___________________________________________________
                                         __________

</TABLE>



<PAGE> 20

     AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

           CONDENSED NOTES TO FINANCIAL STATEMENTS
                       (Continued)

(14)  Litigation

The company is continuously involved in numerous lawsuits arising,
for the most part, in the ordinary course of its business
operations either as a liability insurer defending third-party
claims brought against its insureds or as an insurer defending
coverage claims brought against itself, including lawsuits related
to issues of policy coverage and judicial interpretation.  One
such area of coverage litigation involves legal liability for
environmental and asbestos-related claims.  These lawsuits and
other factors make reserving for these claims subject to
significant uncertainties.

While the ultimate outcome of such litigation cannot be determined
at this time, such litigation net of reserves established
therefore and giving effect to reinsurance probable of recovery,
is not expected to result in judgments for amounts material to the
financial condition of the company, although it may adversely
affect results of operations in future periods.



<PAGE> 21

           Independent Auditors' Review Report

The Board of Directors
Aetna Life and Casualty Company:

We have reviewed the accompanying condensed consolidated balance
sheet of Aetna Life and Casualty Company and Subsidiaries as of
June 30, 1995, and the related condensed consolidated statements
of income for the three-month and six-month periods ended June 30,
1995 and 1994, and the related condensed consolidated statements
of shareholders' equity and cash flows for the six-month periods
ended June 30, 1995 and 1994.  These condensed consolidated
financial statements are the responsibility of the company's
management.

We conducted our review in accordance with standards established
by the American Institute of Certified Public Accountants.  A
review of interim financial information consists principally of
applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting
matters.  It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole.  Accordingly,
we do not express such an opinion.

Based on our review, we are not aware of any material
modifications that should be made to the accompanying condensed
consolidated financial statements for them to be in conformity
with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Aetna Life
and Casualty Company and Subsidiaries as of December 31, 1994, and
the related consolidated statements of income, shareholders'
equity, and cash flows for the year then ended (not presented
herein); and in our report dated February 7, 1995, we expressed an
unqualified opinion on those consolidated financial statements.
In our opinion, the information set forth in the accompanying
condensed consolidated balance sheet as of December 31, 1994, is
fairly presented, in all material respects, in relation to the
consolidated balance sheet from which it has been derived.




/s/ KPMG PEAT MARWICK LLP
Hartford, Connecticut
July 27, 1995


<PAGE> 22

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations

Consolidated Results of Operations
__________________________________

<TABLE>
<CAPTION>
Operating Summary
(Millions, except per share data)         Three Months Ended June 30,            Six Months Ended June 30,
                                       ________________________________      ________________________________
                                       1995         1994       % Change      1995         1994       % Change
                                       ____         ____       ________      ____         ____       ________
<S>                                    <C>          <C>        <C>           <C>          <C>        <C>
Premiums.............................  $ 2,825.7    $ 2,839.0    (.5)%       $ 5,754.7    $ 5,581.3    3.1%
Net investment income................    1,140.6      1,121.0    1.7           2,226.5      2,247.5    (.9)
Fees and other income................      506.7        465.8    8.8             982.7        926.4    6.1
Net realized capital losses..........      (25.9)       (13.4) (93.3)            (32.3)       (19.3) (67.4)
                                       _________    _________                _________    _________
    Total revenue....................    4,447.1      4,412.4     .8           8,931.6      8,735.9    2.2

Current and future benefits..........    3,767.4      3,114.5   21.0           6,889.8      6,232.1   10.6
Operating expenses...................      962.0        924.5    4.1           1,897.0      1,882.0     .8
Amortization of deferred policy
 acquisition costs...................      196.6        185.2    6.2             383.8        377.2    1.7
                                       _________    _________                _________    _________
    Total benefits and expenses......    4,926.0      4,224.2   16.6           9,170.6      8,491.3    8.0
                                       _________    _________                _________    _________

Income (loss) before income taxes....     (478.9)       188.2      -            (239.0)       244.6      -
Income taxes (benefits)..............     (182.0)        55.8      -            (102.9)        66.5      -
                                       _________    _________                _________    _________

    Net income (loss)................  $  (296.9)   $   132.4      -         $  (136.1)   $   178.1      -
                                       _________    _________                _________    _________
                                       _________    _________                _________    _________

Net realized capital losses,
 net of tax (included above).........  $   (12.5)   $    (8.0) (56.3)        $   (19.5)   $   (15.5) (25.8)
                                       _________    _________                _________    _________
                                       _________    _________                _________    _________

Net income (loss) per common share...  $   (2.62)   $    1.17      -         $   (1.20)   $    1.58      -
                                       _________    _________                _________    _________
                                       _________    _________                _________    _________
</TABLE>


Overview
________

The company reported net losses of $297 million and $136 million
for the three and six months ended June 30, 1995, respectively,
compared with net income of $132 million and $178 million for the
same periods a year ago.  The company's earnings (after-tax)
adjusted for additions to environmental-related claims reserves
(please see "Property-Casualty - Property-Casualty Reserves" on
page 33) and net realized capital losses follow (in millions):

<TABLE>
<CAPTION>
                                           Three Months Ended June 30,     Six Months Ended June 30,
                                           ___________________________     _________________________
                                                 1995         1994             1995         1994
                                                 ____         ____             ____         ____
<S>                                              <C>          <C>              <C>          <C>
Net income (loss)............................    $(296.9)     $ 132.4          $(136.1)     $ 178.1

Less:
   Additions to environmental-related
     claims reserves.........................     (487.5)       (76.8)          (505.7)       (97.6)
   Net realized capital losses...............      (12.5)        (8.0)           (19.5)       (15.5)
                                                 _______      _______          _______      _______

Adjusted earnings............................    $ 203.1      $ 217.2          $ 389.1      $ 291.2
                                                 _______      _______          _______      _______
                                                 _______      _______          _______      _______
</TABLE>


The company's adjusted earnings decreased $14 million and increased
$98 million for the three and six months ended June 30, 1995,
respectively, as compared with the same periods in 1994.  The
following significant factors impact the comparison of adjusted
earnings:

Catastrophe losses (after-tax and net of reinsurance) for the
three and six months ended June 30, 1995 were $25 million and $38
million, respectively, compared with $29 million and $153 million,
respectively, for the same periods a year ago.  Catastrophe losses
for the six months ended June 30, 1994 related primarily to the
Los Angeles earthquake and the severe winter weather.

<PAGE> 23

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Overview (Continued)
____________________

Reductions of prior year loss reserves in the personal auto
business of $54 million and $59 million (after-tax) for the three
and six months ended June 30, 1994, respectively.

Results in 1995 also reflected increased operating expenses in the
health care business, as a result of the migration of customers
from the traditional health care products to the more resource-
intensive managed care business and the company's increased
investment in managed care, and in the Aetna Life Insurance &
Annuity segment as a result of continued business growth and costs
associated with the implementation of a new contract
administration system.  Partially offsetting these increases in
operating expenses are overall reductions due to actions taken by
management in prior years to lower costs.

Net Realized Capital Gains and Losses

Net realized after-tax capital gains and losses included in net
income, allocable to experience rated pension contractholders, and
supporting discontinued products were as follows (in millions):

<TABLE>
<CAPTION>
                                           Three Months Ended June 30,     Six Months Ended June 30,
                                           ___________________________     _________________________
                                                 1995         1994             1995         1994
                                                 ____         ____             ____         ____
<S>                                              <C>          <C>              <C>          <C>
Net realized capital gains (losses)
  from sales.................................    $ (19.2)     $  12.2          $ (22.1)     $  27.4

Realized capital gains (losses)
  from changes in reserves for mortgage
  loans and real estate......................        6.7        (19.8)             2.6        (42.0)

Realized capital losses from write-downs
  of debt and equity securities..............          -          (.4)               -          (.9)
                                                 _______      _______          _______      _______

Net realized capital losses from
  remaining products.........................    $ (12.5)     $  (8.0)         $ (19.5)     $ (15.5)
                                                 _______      _______          _______      _______
                                                 _______      _______          _______      _______

Net realized capital gains (losses)
  allocable to experience rated pension
  contractholders (excluded above)...........    $  30.1      $ (37.7)         $   7.3      $ (71.6)
                                                 _______      _______          _______      _______
                                                 _______      _______          _______      _______

Net realized capital gains (losses)
  on assets supporting discontinued
  products (excluded above)..................    $   1.2      $ (27.6)         $  (5.6)     $ (54.3)
                                                 _______      _______          _______      _______
                                                 _______      _______          _______      _______
</TABLE>


Net realized capital losses from sales for the three and six
months ended June 30, 1995 include $23 million resulting from the
write-down to estimated fair market value of the company's
investment in a consolidated subsidiary, Aetna Re-Insurance
Company (U.K.) Ltd., which it intends to sell.  Net realized
capital gains from sales for the six months ended June 30, 1994
include a $14 million gain resulting from the sale of a portion of
an unconsolidated subsidiary.

Strategic Outlook

The company continues to review its Property-Casualty and other
businesses and assess their potential for contribution to the
company's long-term strategic and financial objectives.


<PAGE> 24

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Aetna Health Plans
__________________

<TABLE>

<CAPTION>

Operating Summary
(Millions)                                Three Months Ended June 30,           Six Months Ended June 30,
                                       ________________________________      ______________________________
                                       1995         1994       % Change      1995       1994       % Change
                                       ____         ____       ________      ____       ____       ________

<S>                                    <C>          <C>        <C>           <C>        <C>        <C>

Premiums............................   $ 1,461.8    $ 1,429.7    2.2%        $ 2,956.5  $ 2,756.6   7.3%
Net investment income...............        96.5         85.2   13.3             181.2      169.4   7.0
Fees and other income...............       336.1        299.6   12.2             643.6      597.8   7.7
Net realized capital gains (losses).        (5.9)         1.4      -             (10.1)     (17.4) 42.0
                                       _________    _________                _________  _________
   Total revenue....................     1,888.5      1,815.9    4.0           3,771.2    3,506.4   7.6

Current and future benefits.........     1,273.1      1,202.8    5.8           2,546.4    2,311.9  10.1
Operating expenses..................       498.9        457.1    9.1             983.9      908.8   8.3
Amortization of deferred policy
 acquisition costs..................         6.4          7.3  (12.3)             13.2       14.7 (10.2)
                                       _________    _________                _________  _________
   Total benefits and expenses......     1,778.4      1,667.2    6.7           3,543.5    3,235.4   9.5
                                       _________    _________                _________  _________

Income before income taxes..........       110.1        148.7  (26.0)            227.7      271.0 (16.0)
Income taxes........................        40.6         54.7  (25.8)             84.6       99.6 (15.1)
                                       _________    _________                _________  _________

Net income..........................   $    69.5    $    94.0  (26.1)        $   143.1  $   171.4 (16.5)
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________
Net realized capital gains (losses),
 net of tax (included above)........   $    (3.5)   $      .8      -         $    (6.3) $   (11.2) 43.8
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________
Self-funded benefit payments
 administered for customers other
 than Medicare......................   $ 3,204.9    $ 3,046.1    5.2         $ 6,412.9  $ 6,037.7   6.2
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________
Benefit payments administered for
 Medicare...........................   $ 3,462.1    $ 3,267.6    6.0         $ 6,912.6  $ 6,517.3   6.1
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________

</TABLE>


Aetna Health Plans' net income for the three and six months ended
June 30, 1995 decreased by $25 million and $28 million,
respectively, compared with the same periods a year ago.
Excluding net realized capital gains and losses, results for the
three and six months ended June 30, 1995 decreased $20 million and
$33 million, respectively, from the prior year.

Second quarter and year-to-date 1995 results reflected unfavorable
medical claim experience (included in current and future benefits)
reflecting an increase in medical trend (utilization and costs of
medical care) in indemnity and preferred provider lines of
business and increased operating expenses.  The growth in
operating expenses is primarily attributable to the migration of
customers from the traditional health care products to the more
resource-intensive managed care business, investments in managed
care-related systems and the development of primary care physician
practices.  These increased expenses are consistent with the
company's continued focus on a strategy for investing in managed
care.  In addition, year-to-date results in 1994 included $8
million (after-tax) of non-recurring benefits from the settlement
of a lawsuit and the termination of an HMO management contract.


<PAGE> 25

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Aetna Health Plans (Continued)
______________________________

Premiums and fees and other income increased 4% and 7% during the
three and six months ended June 30, 1995 compared with the same
periods in 1994, primarily resulting from growth in covered
members, price increases and a movement toward higher revenue
products, such as point-of-service and health maintenance
organizations.

The number of members covered under health care arrangements was
15.7 million and 15.6 million at June 30, 1995 and December 31,
1994, respectively.  The number of managed care members was 7.8
million and 7.0 million at June 30, 1995 and December 31, 1994,
respectively.  Included in the number of members at June 30, 1995
and December 31, 1994 were approximately .7 million members
covered under a contract with the Civilian Health and Military
Program of the Uniformed Services ("Champus").  Champus has
awarded renewal of the contract to another provider and the
company has filed a protest with the General Accounting Office
concerning the process by which the contract was awarded.  Even if
loss of the contract occurs, the company would remain the primary
provider until 1996.



<PAGE> 26

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Aetna Life Insurance & Annuity
______________________________

<TABLE>

<CAPTION>

Operating Summary
(Millions)                                Three Months Ended June 30,            Six Months Ended June 30,
                                      __________________________________    __________________________________
                                      1995         1994         % Change    1995         1994         % Change
                                      ____         ____         ________    ____         ____         ________

<S>                                   <C>          <C>          <C>         <C>          <C>          <C>

Premiums............................  $    49.6    $    38.7     28.2%      $    92.0    $    74.7     23.2%
Net investment income...............      258.1        240.2      7.5           503.6        480.6      4.8
Fees and other income...............       87.1         78.0     11.7           171.1        156.4      9.4
Net realized capital gains (losses).        6.2         (1.7)       -             9.2         (4.7)       -
                                      _________    _________                _________    _________
   Total revenue....................      401.0        355.2     12.9           775.9        707.0      9.7

Current and future benefits.........      248.9        227.2      9.6           478.0        446.7      7.0
Operating expenses..................       73.6         59.7     23.3           143.7        119.2     20.6
Amortization of deferred policy
 acquisition costs..................        9.5          6.4     48.4            21.0         20.5      2.4
                                      _________    _________                _________    _________
   Total benefits and expenses......      332.0        293.3     13.2           642.7        586.4      9.6
                                      _________    _________                _________    _________

Income before income taxes..........       69.0         61.9     11.5           133.2        120.6     10.4
Income taxes........................       22.5         20.6      9.2            43.2         39.8      8.5
                                      _________    _________                _________    _________

Net income..........................  $    46.5    $    41.3     12.6       $    90.0    $    80.8     11.4
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
Net realized capital gains (losses),
 net of tax (included above)........  $     4.1    $    (1.0)       -       $     6.0    $    (3.0)       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________

Deposits not included in premiums
 above (1)..........................  $   929.1    $   828.3     12.2       $ 1,850.2    $ 1,670.1     10.8
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________

<FN>

(1) Under Financial Accounting Standard No. 97, certain deposits are not included in premiums or revenue.

</TABLE>


Aetna Life Insurance & Annuity's net income for the three and six
months ended June 30, 1995 increased $5 million and $9 million,
respectively, from the same periods a year ago.  Excluding net
realized capital gains and losses, results for the three and six
months ended June 30, 1995 remained level compared with the same
periods a year ago.

Second quarter and year-to-date results in 1995 reflected an
increase in fees assessed against policyholders and increased net
investment income related to the growth in assets under management
offset by an increase in operating expenses.  The increase in
operating expenses primarily reflects continued business growth
and costs associated with the implementation of a new contract
administration system.

Assets under management were $23.1 billion and $18.8 billion, at
June 30, 1995 and 1994, respectively.  Included in assets under
management are net unrealized capital gains of $570 million and
unrealized capital losses of $120 million at June 30, 1995 and
1994, respectively.


<PAGE> 27

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Large Case Pensions
___________________

<TABLE>

<CAPTION>

Operating Summary
(Millions)                                Three Months Ended June 30,           Six Months Ended June 30,
                                       ________________________________      ______________________________
                                       1995         1994       % Change      1995       1994       % Change
                                       ____         ____       ________      ____       ____       ________

<S>                                    <C>          <C>        <C>           <C>        <C>        <C>

Premiums...........................    $    58.8    $    43.3   35.8%        $   183.2  $   100.2   82.8%
Net investment income..............        477.3        509.7   (6.4)            945.5    1,014.7   (6.8)
Fees and other income..............         33.0         31.2    5.8              68.1       63.3    7.6
Net realized capital gains (losses)         13.6         (4.5)     -               5.9      (14.0)     -
                                       _________    _________                _________  _________
   Total revenue...................        582.7        579.7     .5           1,202.7    1,164.2    3.3

Current and future benefits........        519.2        543.8   (4.5)          1,100.3    1,098.4     .2
Operating expenses.................         22.5         21.6    4.2              43.1       44.4   (2.9)
                                       _________    _________                _________  _________
   Total benefits and expenses.....        541.7        565.4   (4.2)          1,143.4    1,142.8     .1
                                       _________    _________                _________  _________

Income before income taxes.........         41.0         14.3  186.7              59.3       21.4  177.1
Income taxes.......................         12.3          2.9      -              19.3        3.4      -
                                       _________    _________                _________  _________

Net income.........................    $    28.7    $    11.4  151.8         $    40.0  $    18.0  122.2
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________

Net realized capital gains (losses),
  net of tax (included above)......    $     8.8    $    (2.9)     -         $     3.8  $    (8.9)     -
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________

Deposits not included in premiums
  above (1)........................    $   482.7    $   464.5    3.9         $   909.7  $ 1,117.8  (18.6)
                                       _________    _________                _________  _________
                                       _________    _________                _________  _________

<FN>

(1) Under Financial Accounting Standard No. 97, certain deposits are not included in premiums or revenue.

</TABLE>


Large Case Pensions' net income for the three and six months ended
June 30, 1995 increased by $17 million and $22 million,
respectively, compared with the same periods a year ago.
Excluding net realized capital gains and losses, results for the
three and six months ended June 30, 1995 increased $6 million and
$9 million, respectively, from the prior year.

Results for the three and six months ended June 30, 1995 primarily
reflected an increase in fees and other income and in net interest
margins.

The increase in year-to-date 1995 premiums primarily related to
additional premiums from existing contractholders and did not have
a material effect on results.

Assets under management were $46.9 billion and $48.6 billion, at
June 30, 1995 and 1994, respectively.  Included in assets under
management are net unrealized capital gains of $391 million and
net unrealized capital losses of $277 million at June 30, 1995 and
1994, respectively.


<PAGE> 28

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Large Case Pensions (Continued)
_______________________________

Experience rated contractholder and participant withdrawals and
transfers were as follows (excluding contractholder transfers to
other company products) (in millions):

<TABLE>
<CAPTION>
                                     Three Months Ended June 30,     Six Months Ended June 30,
                                     ____________________________    __________________________
                                           1995          1994            1995          1994
                                           ____          ____            ____          ____
<S>                                        <C>           <C>             <C>           <C>
Scheduled contract maturities
 and benefit payments: (1).........        $  235.7      $  261.6        $  506.0      $  501.9
                                           ________      ________        ________      ________
                                           ________      ________        ________      ________

Contractholder withdrawals other
 than scheduled contract maturities
 and benefit payments..............        $   91.0      $  152.3        $  188.6      $  312.0
                                           ________      ________        ________      ________
                                           ________      ________        ________      ________

Participant withdrawals............        $   43.1      $   46.9        $   97.6      $  108.6
                                           ________      ________        ________      ________
                                           ________      ________        ________      ________

<FN>
(1) Includes payments made upon contract maturity and other amounts distributed in accordance
    with contract schedules.
</TABLE>


The company is exploring sale or other alternatives for certain
portions of its large case pension investment management and
advisory business conducted through its subsidiary, Aeltus
Investment Management, but is no longer considering selling this
subsidiary.  Such business contributed $4 million and $7 million to
Large Case Pensions' net income for the three and six months ended
June 30, 1995, respectively, as compared to $3 million and $8
million for the same periods a year ago.

Discontinued Products

Results of discontinued fully guaranteed large case pension
products (guaranteed investment contracts ("GICs") and single-
premium annuities ("SPAs")) for the three and six months ended June
30, 1995 and 1994 were charged to the reserve for anticipated
future losses and did not affect the company's results of
operations.  Future losses (including capital losses) for each
product will be charged to the respective reserve at the time such
losses are realized.  Management believes the reserve for
anticipated losses at June 30, 1995 is adequate to provide for
future losses associated with these products.  To the extent that
actual future losses differ from anticipated future losses, the
company's results of operations would be affected.  (Please refer
to the company's 1994 Annual Report to Shareholders for a more
complete discussion of the reserve for anticipated future losses on
discontinued products.)

At the time of discontinuance, a receivable from continuing
products was established for each discontinued product equivalent
to the net present value of the anticipated cash flow shortfalls.
The receivables will be funded from invested assets supporting
Large Case Pensions and accrue interest at the discount rates used
to calculate the loss on discontinuance until the receivable is
funded.  The offsetting payable established in continuing products
will similarly accrue interest, generally offsetting the investment
income on the assets available to fund the shortfalls.  At June 30,
1995, the receivables from continuing operations were $420 million
and $478 million for GICs and SPAs, respectively, and no funding
had taken place.

<PAGE> 29

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Large Case Pensions (Continued)
_______________________________

Results of discontinued products were as follows (in millions):

<TABLE>
<CAPTION>
                                        Three Months Ended June 30, 1995      Six Months Ended June 30, 1995
                                        ________________________________      ______________________________
                                        GICs        SPAs        Total         GICs       SPAs       Total
                                        ____        ____        ________      ____       ____       ________
<S>                                     <C>         <C>         <C>           <C>        <C>        <C>
Negative interest margin (1)..........  $   (4.4)   $    (.6)   $   (5.0)     $  (19.3)  $   (3.4)  $  (22.7)
Net realized capital gains (losses)...      (8.2)        9.4         1.2         (20.2)      14.6       (5.6)
Interest earned on receivable from
  continuing operations...............       3.3         4.9         8.2           6.6        9.9       16.5
Other, net............................       (.4)         .1         (.3)           .7        1.7        2.4
                                        ________    ________    ________      ________   ________   ________

Results of discontinued products,
  after-tax...........................  $   (9.7)   $   13.8    $    4.1      $  (32.2)  $   22.8   $   (9.4)
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________

Results of discontinued products,
 pretax...............................  $  (13.8)   $   20.0    $    6.2      $  (47.3)  $   32.8   $  (14.5)
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________

Net realized capital gains (losses)
 from sales of bonds, after-tax,
 included above.......................  $   (3.3)   $   13.7    $   10.4      $   (9.0)  $   23.1   $   14.1
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________



                                        Three Months Ended June 30, 1994      Six Months Ended June 30, 1994
                                        ________________________________      ______________________________
                                        GICs        SPAs        Total         GICs       SPAs       Total
                                        ____        ____        ________      ____       ____       ________
<S>                                     <C>         <C>         <C>           <C>        <C>        <C>
Negative interest margin (1)..........  $  (21.9)   $    (.1)   $  (22.0)     $  (42.4)  $   (2.2)  $  (44.6)
Net realized capital losses...........     (20.5)       (7.1)      (27.6)        (37.1)     (17.2)     (54.3)
Interest earned on receivable from
  continuing operations...............       3.1         4.5         7.6           6.2        9.0       15.2
Other, net............................       2.8         4.0         6.8           3.4        5.1        8.5
                                        ________    ________    ________      ________   ________   ________

Results of discontinued products,
  after-tax...........................  $  (36.5)   $    1.3    $  (35.2)     $  (69.9)  $   (5.3)  $  (75.2)
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________

Results of discontinued products,
  pretax..............................  $  (57.0)   $   (1.3)   $  (58.3)     $ (108.4)  $  (11.5)  $ (119.9)
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________

Net realized capital losses from
 sales of bonds, after-tax,
 included above.......................  $  (18.8)   $   (4.4)   $  (23.2)     $   (8.7)  $   (8.2)  $  (16.9)
                                        ________    ________    ________      ________   ________   ________
                                        ________    ________    ________      ________   ________   ________

<FN>

(1) Represents the amount by which interest credited to holders of fully guaranteed large case pension
    contracts exceeds interest earned on invested assets supporting such contracts.

</TABLE>


The activity in the reserve for anticipated future losses on
discontinued products was as follows (pretax, in millions):

<TABLE>
<CAPTION>
                                     Six Months Ended June 30, 1995
                                    ________________________________
                                    GICs        SPAs        Total
                                    ____        ____        _____
<S>                                 <C>         <C>         <C>
Reserve at December 31, 1994......  $  345.6    $  651.4    $  997.0
Results of discontinued products..     (47.3)       32.8       (14.5)
                                    ________    ________    ________
Reserve at June 30, 1995..........  $  298.3    $  684.2    $  982.5
                                    ________    ________    ________
                                    ________    ________    ________
</TABLE>


<PAGE> 30

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Large Case Pensions (Continued)
_______________________________

At June 30, 1995 and December 31, 1994, estimated future after-tax
capital losses of $116 million and $127 million ($179 million and
$196 million, pretax), respectively, attributable primarily to
mortgage loans and real estate supporting GICs, and $39 million
and $47 million ($60 million and $73 million, pretax),
respectively, attributable primarily to mortgage loans and real
estate supporting SPAs were expected to be charged to the reserve
for future losses.

Distributions on GICs and SPAs were as follows (in millions):

<TABLE>

<CAPTION>
                                     Three Months Ended June 30, 1995      Six Months Ended June 30, 1995
                                     ________________________________      ________________________________
                                     GICs        SPAs        Total         GICs        SPAs        Total
                                     ____        ____        ________      ____        ____        ________
<S>                                  <C>         <C>         <C>           <C>         <C>         <C>
Scheduled contract maturities,
 GIC settlements and benefit
 payments (1)......................  $  614.5    $  128.5    $  743.0      $1,259.3    $  262.2    $1,521.5
                                     ________    ________    ________      ________    ________    ________
                                     ________    ________    ________      ________    ________    ________

Participant directed withdrawals...  $   22.2    $      -    $   22.2      $   49.3    $      -    $   49.3
                                     ________    ________    ________      ________    ________    ________
                                     ________    ________    ________      ________    ________    ________



                                     Three Months Ended June 30, 1994      Six Months Ended June 30, 1994
                                     ________________________________      ________________________________
                                     GICs        SPAs        Total         GICs        SPAs        Total
                                     ____        ____        ________      ____        ____        ________
<S>                                  <C>         <C>         <C>           <C>         <C>         <C>
Scheduled contract maturities
 and benefit payments (1)..........  $  520.7    $  132.4    $  653.1      $1,083.7    $  264.0    $1,347.7
                                     ________    ________    ________      ________    ________    ________
                                     ________    ________    ________      ________    ________    ________

Participant directed withdrawals...  $   52.1    $      -    $   52.1      $  126.1    $      -    $  126.1
                                     ________    ________    ________      ________    ________    ________
                                     ________    ________    ________      ________    ________    ________

<FN>

(1) Includes payments made upon contract maturity, early settlement of GIC liabilities in 1995
    and other amounts distributed in accordance with contract schedules.

</TABLE>


Cash required to meet the above payments was provided by earnings
on, sales of, and scheduled payments on, invested assets.

(Please see "General Account Investments" on page 39 for a
discussion of investments supporting discontinued products.)


<PAGE> 31

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty
_________________

<TABLE>

<CAPTION>

Operating Summary
(Millions)                                Three Months Ended June 30,            Six Months Ended June 30,
                                      __________________________________    __________________________________
                                      1995         1994         % Change    1995         1994         % Change
                                      ____         ____         ________    ____         ____         ________
<S>                                   <C>          <C>          <C>         <C>          <C>          <C>

Premiums............................  $ 1,003.2    $ 1,093.5     (8.3)%     $ 2,050.1    $ 2,211.4     (7.3)%
Net investment income...............      221.1        205.3      7.7           437.0        421.9      3.6
Fees and other income...............       20.4         32.7    (37.6)           43.0         62.5    (31.2)
Net realized capital gains (losses).      (41.8)        (7.5)       -           (35.0)        16.2        -
                                      _________    _________                _________    _________
   Total revenue....................    1,202.9      1,324.0     (9.1)        2,495.1      2,712.0     (8.0)

Current and future benefits.........    1,506.8        927.4     62.5         2,348.9      1,966.2     19.5
Operating expenses..................      196.2        221.2    (11.3)          394.7        474.2    (16.8)
Amortization of deferred policy
 acquisition costs..................      160.4        157.0      2.2           315.5        315.9      (.1)
                                      _________    _________                _________    _________
   Total benefits and expenses......    1,863.4      1,305.6     42.7         3,059.1      2,756.3     11.0
                                      _________    _________                _________    _________

Income (loss) before income taxes...     (660.5)        18.4        -          (564.0)       (44.3)       -
Income tax benefits.................     (242.5)        (1.6)       -          (214.4)       (38.1)       -
                                      _________    _________                _________    _________

Net income (loss)...................  $  (418.0)   $    20.0        -       $  (349.6)   $    (6.2)       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
Net realized capital gains (losses),
 net of tax (included above)........  $   (21.9)   $    (7.7)  (184.4)      $   (18.3)   $     8.7        -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________

Statutory combined loss and
 expense ratio......................      184.4%       119.7%       -           147.1%       125.0%       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
Statutory combined loss and
 expense ratio (1)..................      110.0%       108.7%       -           109.3%       118.1%       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
GAAP combined loss and expense
 ratio..............................      182.2%       116.8%       -           146.9%       122.7%       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
GAAP combined loss and expense
 ratio (1)..........................      107.8%       105.8%       -           109.0%       115.8%       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
Catastrophe loss ratio
 (included in combined ratios above)        3.9%         4.2%       -             2.8%        10.2%       -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________

<FN>

(1) Excludes the effect of additions to environmental-related claims reserves.

</TABLE>


Property-Casualty's earnings (after-tax) adjusted for additions to
environmental-related claims reserves and net realized capital
gains and losses follow (in millions):

<TABLE>

<CAPTION>
                                           Three Months Ended June 30,     Six Months Ended June 30,
                                           ___________________________     _________________________
                                                 1995         1994             1995         1994
                                                 ____         ____             ____         ____
<S>                                              <C>          <C>              <C>          <C>
Net income (loss)............................    $(418.0)     $  20.0          $(349.6)     $  (6.2)

Less:
   Additions to environmental-related
     claims reserves.........................     (487.5)       (76.8)          (505.7)       (97.6)
   Net realized capital gains (losses).......      (21.9)        (7.7)           (18.3)         8.7
                                                 _______      _______          _______      _______

Adjusted earnings............................    $  91.4      $ 104.5          $ 174.4      $  82.7
                                                 _______      _______          _______      _______
                                                 _______      _______          _______      _______
</TABLE>


<PAGE> 32

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty (Continued)
_____________________________

Property-Casualty's adjusted earnings decreased $13 million and
increased $92 million for the three and six months ended June 30,
1995, as compared with the same periods in 1994.  The following
significant factors impact the comparison of adjusted earnings:

Catastrophe losses (after-tax and net of reinsurance) for the
three and six months ended June 30, 1995 were $25 million and $38
million ($90 million and $117 million pretax and before
reinsurance), respectively, compared with $29 million and $153
million ($85 million and $387 million pretax and before
reinsurance), respectively, for the same periods a year ago.
Catastrophe losses for the six months ended June 30, 1994 included
$149 million ($383 million pretax and before reinsurance) from the
Los Angeles earthquake and the severe winter weather.

Reductions of prior year loss reserves in the personal auto
business of $54 million and $59 million (after-tax) for the three
and six months ended June 30, 1994, respectively.

Results in 1995 also reflected a reduction in operating expenses,
primarily due to actions taken by management in prior years to
lower costs, a reduction in losses due to the transfer of
additional risk through restructured and expanded reinsurance
programs (discussed below) and higher net investment income.

Premium revenue for the three and six months ended June 30, 1995
was approximately 8 percent and 7 percent, respectively, lower
than in the same periods a year ago, due primarily to the
transferring of additional risk through restructured and expanded
reinsurance programs, and reductions in residual market business
assumed as a result of exiting certain markets.

Net realized capital losses (after-tax) for the three and six
months ended June 30, 1995 include $23 million resulting from the
write-down to estimated fair market value of the company's
investment in a consolidated subsidiary, Aetna Re-Insurance
Company (U.K.) Ltd., which it intends to sell.

Management continues to evaluate personal auto market conditions
in each state and maintain or increase the company's presence in
those states that offer acceptable returns and reduce its presence
in those states where the company is unable to earn acceptable
returns.

The company renewed its principal property catastrophe reinsurance
program in May 1995.  It provides approximately 90% coverage of
specified property losses between $150 million and $325 million.
(The company's prior property catastrophe reinsurance program
provided 90% coverage of property losses between $150 million and
$400 million.)  Under this program, catastrophe losses outside of
the levels specified are retained by the company.  The company
also has in place for 1995 an aggregate excess of loss arrangement
with respect to all of its property-casualty lines for accident
year 1995, providing up to approximately $250 million of
additional net protection.  For a discussion of additional
reinsurance arrangements, see "Property-Casualty - Property-
Casualty Reserves" on page 33.


<PAGE> 33

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty (Continued)
_____________________________

Property-Casualty Reserves

Environmental-Related Claims

Reserving for environmental-related claims is subject to
significant uncertainties, and liabilities for these types of
claims generally cannot be estimated using conventional actuarial
reserving techniques.  However, in recent years, particularly 1994
and 1995, developments have occurred inside and outside of the
company which have enabled the company to continue to better
estimate these liabilities.  Reserves for environmental
liabilities are evaluated by management regularly, and adjustments
are made to reserves as developing loss patterns, reserving
methodologies and other information appear to warrant.  As
described below, as a result of further developments, reserves for
environmental-related claims were increased significantly in the
second quarter of 1995.

Background.
___________
The company has been a major writer of commercial insurance
policies which are the types of policies alleged to cover
hazardous waste clean-up costs.  The company generally disputes
that there is insurance coverage for environmental claims, and is
vigorously litigating coverage and related issues that will
ultimately determine, in many cases, whether and to what extent
insurance coverage exists for environmental claims.

Environmental claims, particularly large coverage disputes, are
complex and subject to significant uncertainties in addition to
the vagaries of and risks inherent in major litigation generally.
First, the underlying liabilities of the claimants are difficult
to estimate. At any given waste disposal site, the total amount of
remediation cost is frequently difficult to estimate and the
portion to be allocated to a potentially responsible party ("PRP")
depends on a wide variety of factors, including volumetric
contribution, relative toxicity, number of years active at the
site, extent of impairment to the environment and ability of
others to pay. A PRP may have no liability, may share
responsibility with others or may bear the cost alone.  Second,
there are uncertainties relating to whether insurance policies
will be found to cover PRP liabilities. For example, courts have
reached inconsistent conclusions regarding scope of coverage
issues such as: whether insurance coverage exists at all; what
policies provide the coverage; whether an insurer has a duty to
defend; whether an insured's environmental losses are caused by
one or more "occurrences" for purposes of determining applicable
policy limits; how pollution exclusions in policies should be
applied; and whether cleanup costs are payable as "damages."


<PAGE> 34

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty (Continued)
_____________________________

Developments Leading up to the Company's Environmental Study.
_____________________________________________________________
The company has continued to gather and analyze legal and factual
information on environmental-related claims, and has continued to
reassess its reserving techniques for these claims as developments
have occurred over time.  During 1994 and 1995, certain of the
company's environmental claims in litigation matured and
approached the trial stage, and the company obtained information
that allowed it to estimate its exposure on certain of the claims
involved in the litigation.  Also, certain policyholders settled
their environmental claims with the company in 1994 and 1995,
including, in the first quarter of 1995, a policyholder that had
presented the company with a particularly large claim for
coverage.  The maturing and settling of these claims, coupled with
increasing expertise in handling environmental claims, also better
enabled the company to understand the profile of its other
environmental claims.  Additionally, supplemental data bases and
alternative methodologies were being developed by outside firms
for possible use in estimating environmental liabilities.

The Company's Environmental Study.
__________________________________
The company initiated a comprehensive environmental reserving
review in early 1995.  The company dedicated substantial resources
to this review in an effort to improve the company's ability to
estimate its environmental-related liability.  The review was
concluded at the end of the second quarter of 1995.

As part of its review, the company conducted an extensive search
for available information about environmental claims, which
included gathering, studying, and testing additional data obtained
from various outside sources.  Also, as part of this review, the
company re-examined a variety of conventional actuarial reserving
techniques to determine whether they could be used in estimating
environmental liabilities, and it also examined the
appropriateness of other developing techniques for possible use in
estimating these liabilities.  The company concluded that
conventional actuarial reserving techniques were generally not
useful in estimating environmental liabilities because of the
uncertainties involved and the lack of sufficient historically-
developed data; however, the company was able to develop a
sophisticated methodology which, when used in conjunction with
other methods and information available to it, assisted the
company in estimating indemnity-related liabilities for all of its
known environmental claims.


<PAGE> 35

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty (Continued)
_____________________________

This methodology (the "exposure methodology") is a detailed
analysis that involves the estimation of indemnity-related
liabilities for environmental claims from direct policies on a
site-by-site, policyholder-by-policyholder basis, which differs
from macro-based analyses which attempt to estimate a company's
liability based on market share or other overall measurements.
The exposure methodology depends heavily upon management's
subjective judgment, in that it requires management to make
numerous assumptions as to, among other things, estimated total
clean-up costs for each site, allocation of site clean-up costs to
particular policyholders under joint and several liability
principles, resolution of unsettled coverage questions, and
resolution of unsettled questions involving the allocation of
losses to specific insurance policies.  As all of the information
necessary to estimate liability on a particular site frequently is
not available, the exposure methodology also simulates data in
such cases from available data.  The company engaged an outside
actuarial firm to assist it in reviewing the exposure methodology
and certain significant assumptions used.  The company also
engaged an outside law firm to assist it in reviewing the
principal legal coverage assumptions.  Although the exposure
methodology relies heavily upon management judgment and simulated
data, the use of simulation models is an appropriate, accepted
actuarial practice to estimate liabilities subject to significant
uncertainties.

In addition to estimating indemnity-related liabilities on known
claims, as part of its reserving review the company also estimated
losses for incurred but not reported environmental claims
("IBNR"), unallocated loss adjustment expenses ("ULAE") associated
with environmental claims, and additional costs of expected future
coverage litigation. The company's estimation of IBNR, ULAE and
coverage litigation costs are based on a combination of historical
data and various assumptions about the future, including
assumptions regarding the number and severity of new environmental
claims that will arise, and trends in the volume and cost of
future litigation.  The company also had the outside actuarial
firm assist it in reviewing its methodology for estimating these
types of environmental liabilities and certain significant
assumptions made in doing so.

Reserving Actions Taken Upon Completion of the Company's
________________________________________________________
Environmental Study.
____________________
Upon completing its reserving review, the company added $750
million (pretax) ($488 million, after-tax) to environmental-
related claims reserves in the second quarter of 1995.  While the
company expects to recover some of its environmental losses from
its reinsurers, due to the uncertainty in estimating amounts to be
recovered, no reinsurance benefits were recorded in establishing
this addition to reserves.  This reserve addition reflects
approximately $397 million (pretax) ($258 million, after-tax) for
indemnity-related liabilities on known claims and approximately
$353 million (pretax) ($230 million, after-tax) for IBNR, ULAE and
additional coverage litigation costs.


<PAGE> 36

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Property-Casualty (Continued)
_____________________________

Following this reserve addition, the company's total reserve for
environmental-related liabilities at June 30, 1995 was $1,187
million, before reduction for reinsurance of $100 million (net of
an allowance of $16 million for reinsurance considered to be
uncollectible) and net of discount on environmental settlements.
This reserve consists of approximately $700 million for indemnity-
related environmental liabilities for all of the company's known
environmental claims.  The remainder of the reserve represents
IBNR, estimated coverage litigation costs, and ULAE.

Conclusion.
___________
In the opinion of management, the company's reserves for
environmental-related claims at June 30, 1995 represent the
company's best estimate of its ultimate environmental-related
liability, based on currently known facts, current law (including
Superfund), current technology, and assumptions considered
reasonable where facts are not known.  Due to the significant
uncertainties and related management judgment involved in
estimating the company's environmental liability, no assurances
can be given that the environmental reserve represents the amount
that will ultimately be paid by the company for all environmental-
related losses.  The amount ultimately paid could differ
materially from the company's currently recorded reserve as legal
and factual issues are clarified, but any difference cannot be
reasonably estimated at this time.

In addition, the company has purchased reinsurance protection
which could be available to reduce the statutory surplus effects
of additional environmental reserve development.  The reinsurance
provides aggregate protection of $335 million for adverse loss
development beyond reserves held (net of existing reinsurance) at
June 30, 1995 for environmental, asbestos, certain general
liability and workers' compensation claims, occurring prior to
January 1, 1995 ($6.9 billion).  Under this arrangement, $165
million of the existing reserves for such losses have been ceded.
This is a retroactive contract and the earnings benefits of any
future recoveries arising under this arrangement would be
accounted for as such under FAS No. 113 (i.e., at a discounted
value).  Because of the length of time between the recording of
any reinsurance recoverable and its ultimate payment, the initial
benefit of any recovery could be substantially less than the
amount of reserve development.

Please see "Liquidity and Capital Resources" on page 47 for a
discussion of the effects of the environmental-related reserve
addition on the company's liquidity and capital resources.  For a
full discussion of property-casualty reserves, including
environmental and asbestos-related reserves, please see Note 13 of
Condensed Notes to Financial Statements, the company's Annual
Report on Form 10-K for the year ended December 31, 1994, and the
company's Form 10-Q for the quarter ended March 31, 1995.


<PAGE> 37

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

International
_____________

<TABLE>

<CAPTION>

Operating Summary
(Millions)                                Three Months Ended June 30,            Six Months Ended June 30,
                                      __________________________________    __________________________________
                                      1995         1994         % Change    1995         1994         % Change
                                      ____         ____         ________    ____         ____         ________
<S>                                   <C>          <C>          <C>         <C>          <C>          <C>

Premiums............................  $   252.3    $   233.8      7.9%      $   472.9    $   438.4      7.9%
Net investment income...............       87.1         79.3      9.8           155.4        156.6      (.8)
Fees and other income...............       29.4         23.6     24.6            55.7         45.1     23.5
Net realized capital gains (losses).        2.1          (.8)       -            (1.7)         5.9        -
                                      _________    _________                _________    _________
   Total revenue....................      370.9        335.9     10.4           682.3        646.0      5.6

Current and future benefits.........      219.4        209.2      4.9           416.2        398.6      4.4
Operating expenses..................       97.1         90.1      7.8           180.4        175.8      2.6
Amortization of deferred policy
 acquisition costs..................       20.3         14.5     40.0            34.1         26.1     30.7
                                      _________    _________                _________    _________
   Total benefits and expenses......      336.8        313.8      7.3           630.7        600.5      5.0
                                      _________    _________                _________    _________

Income before income taxes..........       34.1         22.1     54.3            51.6         45.5     13.4
Income taxes........................       10.5          5.4     94.4            13.9         15.2     (8.6)
                                      _________    _________                _________    _________

Net income..........................  $    23.6    $    16.7     41.3       $    37.7    $    30.3     24.4
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________
Net realized capital gains (losses),
 net of tax (included above)........  $      .3    $     (.2)       -       $    (2.5)   $     2.8        -
                                      _________    _________                _________    _________
                                      _________    _________                _________    _________

</TABLE>


International's net income for the three and six months ended June
30, 1995 increased $7 million compared with the same periods a
year ago.  Excluding net realized capital gains and losses,
results for the three and six months ended June 30, 1995 increased
$6 million and $13 million, respectively, from the same periods a
year ago.  The improvement in results primarily reflected
increased earnings in the Pacific Rim.

During the third quarter of 1994, the company changed its
accounting for its Korean affiliate from the consolidated basis of
accounting to the equity basis of accounting.  During the three
and six months ended June 30, 1994, the company recognized revenue
of $48 million and $98 million, respectively, and benefits and
expenses of $48 million and $98 million, respectively, from the
affiliate.  During the first quarter of 1995, the company sold its
interest in the affiliate at book value.

During the first quarter of 1995, the company increased its
ownership in several of its Chilean operating subsidiaries.  The
effects of this increased ownership are not expected to materially
impact the results of the segment.


<PAGE> 38

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Corporate
_________

<TABLE>

<CAPTION>

Operating Summary
(Millions, after-tax)               Three Months Ended June 30,              Six Months Ended June 30,
                                __________________________________      __________________________________
                                1995         1994         % Change      1995         1994         % Change
                                ____         ____         ________      ____         ____         ________

<S>                             <C>          <C>          <C>           <C>          <C>          <C>

Interest expense.............   $    17.8    $    14.2    25.4%         $    35.9    $    27.6     30.1%
Other expense................        29.4         36.8   (20.1)              61.4         88.6    (30.7)

</TABLE>


The increase in interest expense of $4 million and $8 million for
the three and six months ended June 30, 1995 compared to the same
periods a year ago resulted from the issuance by a subsidiary of
$275 million of 9 1/2 % cumulative monthly income preferred
securities in November 1994.  Other expense for the six months
ended June 30, 1995 included after-tax capital losses of $2
million.  Net realized capital losses were less than $1 million
for the three months ended June 30, 1995.  Included in other
expenses for the three and six months ended June 30, 1994 were
after-tax capital gains of $3 million and after-tax capital losses
of $4 million, respectively.  Excluding realized capital gains and
losses, the decrease in other expenses in 1995 resulted from a
reduction of corporate staff area expenses associated with the
company's 1994 restructuring.



<PAGE> 39

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments
___________________________

The company's invested assets were comprised of the following, net
of impairment reserves:

<TABLE>

<CAPTION>
                                                  June 30,      December 31,
(Millions)                                          1995            1994
____________________________________________________________________________

<S>                                               <C>           <C>

Debt securities:
  Held for investment, at amortized
    cost (fair value $1,823.8 and $1,991.2)       $  1,786.4    $  2,000.8
  Available for sale, at fair value
    (amortized cost $38,438.5 and $36,984.2)        39,583.4      35,110.7
Equity securities, at fair value
    (cost $1,152.8 and $1,326.9)                     1,585.8       1,655.6
Short-term investments                                 520.2         450.4
Mortgage loans                                      10,802.6      11,843.6
Real estate                                          1,618.7       1,545.7
Policy loans                                           571.0         533.8
Other                                                1,215.2       1,152.7
__________________________________________________________________________
    Total invested assets                         $ 57,683.3    $ 54,293.3
                                                  ________________________
                                                  ________________________
</TABLE>

Please refer to the company's 1994 Annual Report to Shareholders
for a description of the company's investment objectives and
policies.

The change in invested assets from December 31, 1994 to June 30,
1995 primarily reflected appreciation of debt securities due to a
decrease in interest rates, partially offset by a decrease in
mortgage loans.  Debt securities included unrealized capital gains
of $1.1 billion at June 30, 1995, compared with unrealized capital
losses of $1.9 billion at December 31, 1994.  Of such net
unrealized capital gains at June 30, 1995, gains of $282 million
and $541 million related to assets supporting discontinued
products and experience rated pension contractholders,
respectively.  The decrease in mortgage loans principally
reflected prepayments, payments at maturity on mortgage loans,
foreclosures and the company's adoption of FAS Nos. 114 and 118 on
January 1, 1995.

The risks associated with investments supporting experience rated
pension and annuity products are assumed by those customers
subject to, among other things, certain minimum guarantees.  The
anticipated future losses associated with investments supporting
discontinued products were provided for in the reserve on
discontinuance of products.


<PAGE> 40

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Debt Securities

As of June 30, 1995 and December 31, 1994, the company's
investments in debt securities represented 72% and 68%,
respectively, of total general account invested assets and were as
follows:

<TABLE>

<CAPTION>
                                           June 30,           December 31,
(Millions)                                   1995                 1994
__________________________________________________________________________

<S>                                        <C>                <C>

Supporting discontinued products           $ 6,120.7          $ 6,155.0
Supporting experience rated products        13,382.4           11,770.5
Supporting remaining products               21,866.7           19,186.0
                                           ____________________________
   Total                                   $41,369.8          $37,111.5
                                           ____________________________
                                           ____________________________
</TABLE>


Included in the company's total debt security balances were the
following categories of debt securities:

<TABLE>

<CAPTION>

(Millions)                                                   June 30, 1995
_______________________________________________________________________________________________________
                                       "Below Investment        "Problem" Debt      "Potential Problem"
                                       Grade" Debt Securities   Securities          Debt Securities
                                       ______________________   ______________      ___________________

<S>                                    <C>                      <C>                 <C>

Total                                  $1,693.7                 $  120.4            $  119.0
                                       ________                 ________            ________
                                       ________                 ________            ________

Percentage of total:
  Supporting discontinued products         30.4%                    26.1%               45.4%
  Supporting experience rated products     33.2                     19.2                31.8
  Supporting remaining products            36.4                     54.7                22.8
                                       ________                 ________            ________
                                          100.0%                   100.0%              100.0%
                                       ________                 ________            ________
                                       ________                 ________            ________



                                                             December 31, 1994
                                       ________________________________________________________________
                                       "Below Investment        "Problem" Debt      "Potential Problem"
                                       Grade" Debt Securities   Securities          Debt Securities
                                       ______________________   ______________      ___________________

<S>                                    <C>                      <C>                 <C>

Total                                  $1,873.0                 $  146.4            $  170.0
                                       ________                 ________            ________
                                       ________                 ________            ________
Percentage of total:
  Supporting discontinued products         27.8%                    35.6%               27.9%
  Supporting experience rated products     25.8                     14.3                29.6
  Supporting remaining products            46.4                     50.1                42.5
                                       ________                 ________            ________
                                          100.0%                   100.0%              100.0%
                                       ________                 ________            ________
                                       ________                 ________            ________
</TABLE>


"Below investment grade" debt securities (which include "problem"
debt securities and "potential problem" debt securities described
below) are defined to be securities that carry a rating below BBB-
/Baa3.  Such debt securities have been written down for other than
temporary declines in value.

<PAGE> 41

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Management defines "problem" debt securities to be securities for
which payment is in default, securities of issuers which are
currently in bankruptcy or in out-of-court reorganizations, or
securities of issuers for which bankruptcy or reorganization
within six months is considered likely.

"Potential problem" debt securities are currently performing debt
securities for which neither payment default nor debt
restructuring is anticipated within six months, but whose issuers
are experiencing significant financial difficulties.  Identifying
such potential problem debt securities requires significant
judgment as to likely future market conditions and developments
specific to individual debt securities.

The company does not accrue interest on problem debt securities
when management believes the likelihood of collection of interest
is doubtful.  Lost investment income on problem debt securities
was as follows:

<TABLE>
<CAPTION>
                                         Three Months Ended      Six Months Ended
                                              June 30,               June 30,
                                         __________________      __________________
(Millions)                               1995        1994        1995        1994
___________________________________________________________________________________
<S>                                      <C>         <C>         <C>         <C>
Allocable to discontinued products       $   .4      $  1.1      $   .8      $  1.9
Allocable to experience rated products       .4          .8          .6         1.3
Allocable to remaining products              .7          .8         1.8         1.7
</TABLE>


At June 30, 1995 and December 31, 1994, the carrying value (fair
value) of collateralized mortgage obligations ("CMOs") was $3.5
billion and $3.4 billion, respectively.  The principal risks
inherent in holding CMOs are prepayment and extension risks
related to dramatic decreases and increases in interest rates
whereby the value of the CMOs would be subject to variability on
the repayment of principal from the underlying mortgages earlier
or later than originally anticipated.  At June 30, 1995 and
December 31, 1994, approximately 74% and 82%, respectively, of the
company's CMO holdings consisted of sequential and planned
amortization class ("PAC") bonds that are subject to less
prepayment and extension risk than other CMO instruments.  At June
30, 1995 and December 31, 1994, approximately 70% and 74%,
respectively, of the company's CMO holdings were collateralized by
residential mortgage loans, on which the timely payment of
principal and interest is backed by specified government agencies
(e.g., GNMA, FNMA, FHLMC).  Z-tranches, which amounted to
approximately 13% and 8% of the company's CMO holdings at June 30,
1995 and December 31, 1994, respectively, receive principal
payments from the underlying mortgage pool only after all other
priority classes have been retired.


<PAGE> 42

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Mortgage Loans

During the first six months of 1995, the mortgage loan portfolio
was reduced 9% to $10.8 billion, net of impairment reserves.  The
company's mortgage loan investments, net of impairment reserves,
supported the following types of business:

<TABLE>
<CAPTION>
                                       June 30,            December 31,
(Millions)                               1995                  1994
_______________________________________________________________________
<S>                                    <C>                 <C>
Supporting discontinued products       $ 4,025.8           $ 4,294.9
Supporting experience rated products     3,099.3             3,652.1
Supporting remaining products            3,677.5             3,896.6
                                       _____________________________
   Total                               $10,802.6           $11,843.6
                                       _____________________________
                                       _____________________________
</TABLE>


During the first six months of 1995, the company continued to
manage its mortgage loan portfolio to reduce the balance in
absolute terms and relative to invested assets, and to reduce its
overall risk.  Mortgage loans, net of impairment reserves, now
represent 19% of total general account invested assets, down from
38% in 1990.  During this period, the principal balance of the
mortgage portfolio was reduced by 50%.  The principal balance of
mortgage loans decreased $1 billion since December 31, 1994
primarily reflecting the effect of repayments of maturing loans
and loan prepayments and foreclosures.

During 1994, the company implemented a troubled debt restructuring
program.  The primary objective of this program is to restructure
eligible loans in a manner which creates a market rate transaction
which will perform in accordance with its restructured terms.  The
program is applied to those loans which have sound property and
borrower fundamentals but possess excess debt.  An important
feature of these loans is that in exchange for principal
forgiveness on a portion of the loan, the company typically
retains the right to participate in property appreciation to the
extent market conditions improve in the future.

In those situations where the property fundamentals do not support
a restructuring of the loan, the company generally acquires the
collateral through foreclosure.  Loans with a principal balance of
$146 million and collateral with a fair market value of $119
million were foreclosed upon in the first six months of 1995.  In
certain cases, the company has taken substantive possession of the
property supporting its loan, coupled with the borrower
surrendering its interest in the future economic benefits in the
property.  Where this has occurred, the loans are considered in-
substance foreclosures, written down to their fair market value
less selling costs and classified as real estate held for sale.
At June 30, 1995 and December 31, 1994, there were $177 million
and $193 million, respectively, of in-substance foreclosures (net
of write-offs of $138 million and $136 million, respectively).


<PAGE> 43

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Included in the company's total mortgage loan balances were the
following categories of mortgage loans:

<TABLE>

<CAPTION>

(Millions)                                                        June 30, 1995
__________________________________________________________________________________________________________
                                                           Restructured      Potential
                                       Problem Loans       Loans             Problem Loans*     Total
                                       _____________       ____________      ______________     _____

<S>                                    <C>                 <C>               <C>                <C>

Total                                  $  528.4            $  655.3          $1,199.1           $2,382.8
                                       ________            ________          ________           ________
                                       ________            ________          ________           ________
Percentage of total:
  Supporting discontinued products         20.8%               47.0%             46.9%
  Supporting experience rated products     35.0                26.2              28.1
  Supporting remaining products            44.2                26.8              25.0
                                       ________            ________          ________
                                          100.0%              100.0%            100.0%
                                       ________            ________          ________
                                       ________            ________          ________
Impairment reserves (1)                                                                         $  902.6**
                                                                                                __________
                                                                                                __________
Impairment reserves as
 a percentage of total                                                                              37.9%
                                                                                                _________
                                                                                                _________



                                                               December 31, 1994
                                       ___________________________________________________________________
                                                           Restructured      Potential
                                       Problem Loans       Loans             Problem Loans*     Total
                                       _____________       ____________      ______________     _____

<S>                                    <C>                 <C>               <C>                <C>

Total                                  $  673.1            $  706.1          $  918.7           $2,297.9
                                       ________            ________          ________           ________
                                       ________            ________          ________           ________
Percentage of total:
  Supporting discontinued products         36.9%               39.1%             48.8%
  Supporting experience rated products     30.8                31.1              25.5
  Supporting remaining products            32.3                29.8              25.7
                                       ________            ________          ________
                                          100.0%              100.0%            100.0%
                                       ________            ________          ________
                                       ________            ________          ________
Impairment reserves (1)                                                                         $  784.1**
                                                                                                __________
                                                                                                __________
Impairment reserves as
 a percentage of total                                                                              34.1%
                                                                                                _________
                                                                                                _________

<FN>

(1) Please see Note 6 of Condensed Notes to Financial Statements for composition of
    impairment reserves between specific and general impairment reserves.

*   In connection with the company's adoption of FAS Nos. 114 and 118 on January 1, 1995
    (Please see Note 6 of Condensed Notes to Financial Statements), management has revised
    the definition of "potential problem loans".  (Please see "potential problem loans"
    on page 44.)

**  The general reserve at December 31, 1994 excluded reserves of approximately $208.5
    million related to experience rated products.  Had such reserves been included, total
    reserves would have been $992.6 million.  In connection with the company's adoption
    of FAS Nos. 114 and 118, the general reserve at June 30, 1995 included such reserves,
    related to experience rated products.  The inclusion of these reserves did not impact
    earnings or shareholders' equity.

</TABLE>


"Problem loans" are defined to be loans with payments over 60 days
past due, loans on properties in the process of foreclosure, loans
on properties involved in bankruptcy proceedings and loans on
properties subject to redemption.  Loans on properties in the
process of foreclosure decreased to $309 million at June 30, 1995
from $422 million at December 31, 1994.


<PAGE> 44

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

"Restructured loans" are loans whose original contract terms have
been modified to grant concessions to the borrower and are
currently performing pursuant to such modified terms.
Restructured loans that have a market rate of interest at the time
of the restructure (which represents the interest rate the company
would charge for a new loan with comparable risk) and demonstrate
sustainable performance (as generally evidenced by six months of
pre- or post-restructuring payment performance in accordance with
the restructured terms) may be returned to performing status.
(Please see the company's 1994 Annual Report to Shareholders for a
complete description of the company's restructuring program.)  No
such restructures and transfers to performing status occurred
during the six months ended June 30, 1995.

In connection with the company's adoption of FAS Nos. 114 and 118
on January 1, 1995 (please see Note 6 of Condensed Notes to
Financial Statements), management has revised the definition of
"potential problem loans" to include all loans which are
performing pursuant to existing terms and are considered likely to
become classified as problem or restructured loans.  Prior to
January 1, 1995, "potential problem loans" were performing loans
which management believed were likely to become classified as
problem or restructured loans in the next 12 months or so.  As a
result of the revised definition, "potential problem loans" at
June 30, 1995 are approximately $307 million higher than they
would have been had the definition not been changed.  "Potential
problem loans" are identified through the portfolio review process
on the basis of known information about the ability of borrowers
to comply with present loan terms.  Identifying such potential
problem loans requires significant judgment as to likely future
market conditions and developments specific to individual
properties and borrowers.  Provision for losses that management
believes are likely to arise from such potential problem loans is
included in the specific impairment reserves.  (Please see Note 6
of Condensed Notes to Financial Statements for a discussion of
mortgage loan impairment reserves.)


<PAGE> 45

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

The company does not accrue interest on problem loans or
restructured loans when management believes the collection of
interest is unlikely.  The amount of pretax investment income
required by the original terms of such problem and restructured
loans outstanding at June 30 and the portion thereof actually
recorded as income were as follows:

<TABLE>

<CAPTION>
                                       Three Months Ended      Six Months Ended
                                           June 30,                June 30,
                                       __________________      __________________
(Millions)                             1995       1994         1995       1994
_________________________________________________________________________________

<S>                                    <C>        <C>          <C>        <C>

Income which would have been
 recorded under original terms
 of loans                              $  30.0    $  65.7      $  57.4    $ 139.6

Income recorded                           16.9       28.0         28.6       62.1
                                       _______    _______      _______    _______

Lost investment income                 $  13.1    $  37.7      $  28.8    $  77.5
                                       _______    _______      _______    _______
                                       _______    _______      _______    _______

Lost investment income allocated to
 investments supporting discontinued
 products (included above)             $   2.6    $  20.7      $   8.7    $  37.4
                                       _______    _______      _______    _______
                                       _______    _______      _______    _______

Lost investment income allocated to
 investments supporting experience
 rated pension products
 (included above)                      $   5.3    $   6.6      $   8.5    $  19.4
                                       _______    _______      _______    _______
                                       _______    _______      _______    _______

Lost investment income allocated to
 investments supporting remaining
 products (included above)             $   5.2    $  10.4      $  11.6    $  20.7
                                       _______    _______      _______    _______
                                       _______    _______      _______    _______

</TABLE>


<PAGE> 46

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Real Estate

The company's equity real estate balances, net of write-downs and
reserves, were as follows:

<TABLE>

<CAPTION>

(Millions)                                                   June 30, 1995
________________________________________________________________________________________________
                                       Investment               Properties          Total Equity
                                       Real Estate              Held for Sale       Real Estate
                                       ___________              _____________       ____________

<S>                                    <C>                      <C>                 <C>

Total                                  $  398.2                 $1,220.5 (1)        $1,618.7
                                       ________                 ________            ________
                                       ________                 ________            ________
Percentage of total:
  Supporting discontinued products         22.0%                    50.3%
  Supporting experience rated products      6.9                     21.5
  Supporting remaining products            71.1                     28.2
                                       ________                 ________
                                          100.0%                   100.0%
                                       ________                 ________
                                       ________                 ________



                                                             December 31, 1994
                                       _________________________________________________________
                                       Investment               Properties          Total Equity
                                       Real Estate              Held for Sale       Real Estate
                                       ___________              _____________       ____________

<S>                                    <C>                      <C>                 <C>

Total                                  $  382.3                 $1,163.4 (1)        $1,545.7
                                       ________                 ________            ________
                                       ________                 ________            ________
Percentage of total:
  Supporting discontinued products         23.8%                    54.9%
  Supporting experience rated products      8.3                     21.6
  Supporting remaining products            67.9                     23.5
                                       ________                 ________
                                          100.0%                   100.0%
                                       ________                 ________
                                       ________                 ________
<FN>

(1) Includes $176.9 million and $193.4 million of in-substance foreclosures at
    June 30, 1995 and December 31, 1994, respectively.  (Please see "Mortgage Loans"
    on page 42 for discussion of in-substance foreclosures.)

</TABLE>


All real estate acquired through foreclosure, including in-
substance foreclosures, is classified as properties held for sale.
These properties were carried at 62% and 60% of the company's cash
investment (unpaid mortgage balance plus capital additions) at
June 30, 1995 and December 31, 1994, respectively.

Investment real estate, which is generally carried at depreciated
cost, is written down to fair value to reflect other than
temporary declines in market value.  The fair value of assets
acquired through foreclosure is established as the cost basis at
the time of foreclosure.  Subsequent to acquisition, properties
classified as held for sale are carried at the lower of cost or
fair value less estimated selling costs.  Adjustments to the
carrying value of properties held for sale resulting from changes
in fair value, are recorded in a valuation reserve.  Property
valuations are reviewed regularly by investment management.
Capital additions and asset improvements increase the cost basis
of the asset while depreciation reduces the cost basis.


<PAGE> 47

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

Total real estate write-downs and valuation reserves on properties
included in the company's equity real estate balances were as
follows:

<TABLE>
<CAPTION>
                                            June 30,      December 31,
(Millions)                                    1995           1994
______________________________________________________________________
<S>                                         <C>           <C>
Allocable to discontinued products          $  351.0      $  376.0
Allocable to experience rated products         189.5         179.6
Allocable to remaining products                178.9         206.6
                                            ________      ________
   Total                                    $  719.4      $  762.2
                                            ________      ________
                                            ________      ________
</TABLE>


For the periods shown below, total after-tax net realized capital
(gains) losses from real estate write-downs and changes in the
valuation reserves were as follows:

<TABLE>
<CAPTION>
                                          Three Months Ended      Six Months Ended
                                              June 30,                June 30,
                                          ___________________     __________________
(Millions)                                1995        1994        1995        1994
____________________________________________________________________________________
<S>                                       <C>         <C>         <C>         <C>
Allocable to discontinued products (1)    $    -      $  1.2      $    -      $ 13.8
Allocable to experience
 rated products (2)                            -         4.5           -         4.6
Allocable to remaining products            (10.8) (*)    1.2       (10.8) (*)    (.4)

<FN>
(1) Write-downs and impairment expense allocable to discontinued products are
    charged against the reserve for future losses and do not affect the company's
    results of operations.

(2) Write-downs and impairment expense allocable to experience rated products
    do not affect the company's results of operations.

(*) Includes a $12.8 million realized capital gain related to the reversal of
    valuation reserves on a foreclosed property which appreciated in value.
</TABLE>


Use of Derivatives and Other Investments

The company's hedging activity has been limited and has
principally consisted of using futures, forward contracts and
interest rate swaps to hedge interest rate risk and currency risk.
These instruments, viewed separately, subject the company to
varying degrees of market and credit risk.  However, when used for
hedging, the expectation is that these instruments would reduce
overall market risk.  Market risk is the possibility that future
changes in market prices may decrease the market value of one or
all of these financial instruments.  Credit risk arises from the
potential inability of counterparties to perform under the terms
of the contracts.  Management does not believe that the current
level of hedging activity will have a material effect on the
company's liquidity or results of operations.  (Please see Note 10
of Condensed Notes to Financial Statements for a discussion of the
company's hedging activities.)


<PAGE> 48

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

General Account Investments (Continued)
_______________________________________

The company also had investments in certain debt instruments with
derivative characteristics, including those where market value is
at least partially determined by, among other things, levels of or
changes in domestic and/or foreign interest rates (short term or
long term), exchange rates, prepayment rates, equity markets or
credit ratings/spreads.  The amortized cost and fair value of
these securities, included in the $41.4 billion debt securities
portfolio, as of June 30, 1995 was as follows:

<TABLE>

<CAPTION>
                                                     Amortized      Fair
(Millions)                                           Cost           Value
_____________________________________________________________________________

<S>                                                  <C>            <C>

Collateralized mortgage obligations:............     $ 3,380.4      $ 3,507.0
  Interest-only strips (included above).........          17.3           33.9
  Principal-only strips (included above)........          53.1           66.6
Treasury and agency strips:
  Principal.....................................       1,037.0        1,049.8
  Interest......................................         102.0           98.0
Structured notes (1)............................          95.0          100.5
Warrants to purchase debt securities (2)........           2.8            3.1
Mandatorily convertible preferred stock.........           7.3            7.4

<FN>

(1) Represents non-leveraged instruments whose fair values and credit risk
    are based on underlying securities, including fixed income securities
    and interest rate swap agreements.

(2) Represents the right to purchase specific debt securities and is accounted
    for as a hedge.  Upon exercise, the cost of the warrants will be added to
    the basis of the debt securities purchased and amortized over their lives.

</TABLE>



<PAGE> 49

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Liquidity and Capital Resources
_______________________________

As a result of the addition by the company of $750 million
(pretax) ($488 million, after-tax) to the environmental-related
claims reserves in the second quarter of 1995, the company intends
to contribute additional capital to the company's property-
casualty subsidiaries in order to restore capital levels
(including risk-based capital), to appropriate levels for
regulatory and other purposes, consistent with year-end 1994.
Such infusion of capital is expected to be approximately $450
million and will be made by year-end 1995.  The company currently
expects to generate the funding for such capital contributions
through parent company financing.

Cash and cash equivalents at June 30, 1995 and December 31, 1994
were $2.2 billion and $3.0 billion, respectively.  For the six
months ended June 30, 1995, net cash provided by operating
activities was $259 million.  Net cash used for operating
activities was $170 million during the first six months of 1994.

For the first six months of 1995, net cash used for investing
activities was $18 million and included a net increase in debt
securities of $1.1 billion, offset by $937 million from maturities
and repayments of mortgage loans.  Net cash provided by investing
activities of $1.0 billion for the six months ended June 30, 1994
included a net increase of $122 million in short-term investments.

Short-term borrowings are used from time to time to provide for
timing differences between receipts and disbursements in various
portfolios.  The maximum amount of domestic short-term borrowings
outstanding during the first six months of 1995 was $185 million.

The company has extended the maturity of, and adjusted interest
rates to current market on, certain maturing mortgage loans where
the borrower was unable to obtain financing elsewhere due to tight
lending practices by banks and other financial institutions over
the past several years.  Of the $623 million of mortgage loans
scheduled to mature during the first six months of 1995, $385
million were not paid as scheduled, a substantial portion of which
supported large case pension liabilities.  Of the loans not paid
as scheduled, $104 million were extended at interest rates at
least equal to current market (average rate of 9% over an average
extension period of 5 years), $271 million were under forbearance
(continuing to make payments under original loan terms) or under
discussion with borrowers at June 30, 1995 and $10 million were
foreclosed upon.  Of the $271 million of loans under forbearance
or under discussion with borrowers, $20 million were classified as
problem or restructured loans at June 30, 1995.  Despite various
indications that liquidity is returning to certain real estate
markets, the company expects it will continue to extend or
refinance maturing loans in the portfolio.

In July 1995, the company extended the maturity of its $500
million revolving credit facility which was scheduled to expire in
July 1995.  The extended maturity date of the facility is July
1996.  (Please see Note 9 of Condensed Notes to Financial
Statements.)  In addition, the company has a $500 million credit
facility which terminates in July 1999.


<PAGE> 50

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Liquidity and Capital Resources (Continued)
___________________________________________

Pursuant to shelf registration statements declared effective by
the Securities and Exchange Commission, the company may offer and
sell up to $550 million of various types of securities, and Aetna
Capital L.L.C., a subsidiary of the company, may offer and sell up
to an additional $225 million of preferred securities.

Rating Agencies

During 1995, ratings of Aetna Life and Casualty Company and
certain of its subsidiaries were lowered by certain of the rating
agencies.  Aetna's ratings at February 7, 1995, as detailed in the
1994 Form 10-K, and at July 28, 1995 follow:

<TABLE>

<CAPTION>
                                                    Rating Agencies
                             ____________________________________________________________________
                                                             Moody's Investors   Standard
                             A.M. Best      Duff & Phelps        Service         & Poor's
                             ____________________________________________________________________

<S>                               <C>       <C>                  <C>             <C>

Aetna Life and Casualty Company
  (senior debt)
    February 7, 1995               *        A+                   A2              A+
    July 28, 1995                  *        A                    A2              A-

Aetna Life and Casualty Company
  (commercial paper)
    February 7, 1995               *        Duff 1               P-1             A-1
    July 28, 1995                  *        Duff 1               P-1             A-2

Aetna Life Insurance Company
  (claims paying)
    February 7, 1995               A        AA  (1)              Aa3             A+
    July 28, 1995                  A        AA-                  Aa3             A+

The Aetna Casualty and Surety Company
  (claims paying)
    February 7, 1995               A-       AA-                  A1              A+
    July 28, 1995                  A-       A+                   A1              A

Aetna Casualty and Surety Company of America
  (claims paying)
    February 7, 1995               A        **                   **              **
    July 28, 1995                  A        **                   **              **

Aetna Life Insurance and Annuity Company
  (claims paying)
    February 7, 1995               A++      AA+                  Aa2             AA
    July 28, 1995                  A+       AA+                  Aa2             AA

<FN>

(1)  On rating watch-down.
 *   Not rated by the agency.
 **  Not rated on a separate company basis.

</TABLE>


Dividends Declared

On June 30, 1995, the Board of Directors declared a quarterly
dividend of $.69 per share of common capital stock for
shareholders of record at the close of business on July 28, 1995,
payable August 15, 1995.

<PAGE> 51

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Continued)

Other Matters
_____________

Income Taxes

Net unrealized capital gains and losses are presented in
shareholders' equity net of deferred taxes.  During the six months
ended June 30, 1995, the company moved from a net unrealized
capital loss position of $1,072 million at December 31, 1994 to a
net unrealized capital gain position of $345 million at June 30,
1995, primarily due to decreases in interest rates.  As a result,
all valuation allowances previously established related to
deferred tax assets on these capital losses were reversed, which
had no impact on net income for the three and six months ended
June 30, 1995.

Severance and Facilities Charges

During the three and six months ended June 30, 1995, the company
charged costs of $18 million and $57 million, respectively, to the
severance and facilities reserve established in 1993 related to
cost reduction actions.  Substantially all of the approximately
4,000 positions expected to be eliminated had been completed by
June 30, 1995 and the related severance benefits charged against
the reserve.  In addition, substantially all of the annualized
after-tax savings of approximately $200 million related to these
and other cost reduction actions have been realized as of June 30,
1995.  The remaining cost reduction actions and related savings
are expected in the second half of 1995.


New Accounting Pronouncements
_____________________________

Please see Note 2 of Condensed Notes to Financial Statements for a
discussion of recently issued accounting pronouncements.



<PAGE> 52

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings.

The company is continuously involved in numerous lawsuits arising,
for the most part, in the ordinary course of its business
operations either as a liability insurer defending third-party
claims brought against its insureds or as an insurer defending
coverage claims brought against itself, including lawsuits related
to issues of policy coverage and judicial interpretation.  One
such area of coverage litigation involves legal liability for
environmental and asbestos-related claims.  These lawsuits and
other factors make reserving for these claims subject to
significant uncertainties.

While the ultimate outcome of such litigation cannot be determined
at this time, such litigation net of reserves established
therefore and giving effect to reinsurance probable of recovery,
is not expected to result in judgments for amounts material to the
financial condition of the company, although it may adversely
affect results of operations in future periods.


Item 4.  Submission of Matters to a Vote of Security Holders.

(a)  The Annual Meeting of Shareholders of Aetna Life and Casualty
     Company was held on Friday, April 28, 1995.

(b)  Directors elected at the Meeting:

<TABLE>
<CAPTION>
                                  Votes               Votes                    Broker
                                  For                 Withheld                 Non-Votes
                                  _____               ________                 _________
<S>                               <C>                 <C>                      <C>
Wallace Barnes                    101,622,820         1,223,536                0
Ronald E. Compton                 101,266,603         1,579,753                0
William H. Donaldson              101,849,827           996,529                0
Barbara H. Franklin               101,671,355         1,175,001                0
Earl G. Graves                    101,820,418         1,025,938                0
Gerald Greenwald                   97,329,053         5,517,303                0
Ellen M. Hancock                  101,809,397         1,036,959                0
Michael H. Jordan                 101,677,732         1,168,624                0
Jack D. Kuehler                   101,844,737         1,001,619                0
Frank R. O'Keefe, Jr.             101,868,149           978,207                0

</TABLE>


(c)  Other matters voted upon:

<TABLE>
<CAPTION>
                                  Votes               Votes                                   Broker
                                  For                 Against             Abstain             Non-Votes
                                  _____               _______             _______             _________
<S>                               <C>                 <C>                 <C>                 <C>
(1) Appointment of
    Independent Auditors          101,839,916         672,598             333,842             0

</TABLE>


<PAGE> 53

Item 5.  Other Information.

(a)  Ratios of Earnings to Fixed Charges and Earnings to
     Combined Fixed Charges and Preferred Stock Dividends

The following table sets forth the company's ratio of earnings to
fixed charges and ratio of earnings to combined fixed charges and
preferred stock dividends for the periods indicated.

<TABLE>

<CAPTION>
                                           Six Months Ended            Years ended December 31
                                                                _____________________________________
                                            June 30, 1995       1994    1993    1992    1991    1990
                                          _________________     ____    ____    ____    ____    ____
<S>                                       <C>                    <C>     <C>     <C>     <C>     <C>

Ratio of Earnings to Fixed Charges....    (a)                    4.60    (b)      .42(c) 2.13    3.03
Ratio of Earnings to Combined Fixed
 Charges and Preferred Stock Dividends    (a)                    4.60    (b)      .42(c) 2.13    3.03

<FN>

(a) The company reported a pretax loss from continuing operations for the six months ended
    June 30, 1995 which was inadequate to cover fixed charges by $229.3 million.

(b) The company reported a pretax loss from continuing operations in 1993 which was
    inadequate to cover fixed charges by $1.1 billion.

(c) Earnings were inadequate to cover fixed charges by $112.8 million in 1992.

</TABLE>


For purposes of computing both the ratio of earnings to fixed
charges and the ratio of earnings to combined fixed charges and
preferred stock dividends, "earnings" represent consolidated
earnings from continuing operations before income taxes,
cumulative effect adjustments and extraordinary items plus fixed
charges and minority interest.  "Fixed charges" consist of
interest (and the portion of rental expense deemed representative
of the interest factor) and includes the dividends paid to
preferred shareholders of a subsidiary.  (See Note 11 of Notes to
Financial Statements in the company's 1994 Annual Report to
Shareholders.)  For the six months ended June 30, 1995 and for the
years ended December 31, 1994, 1993, 1992, 1991 and 1990 there was
no preferred stock outstanding.  As a result, the ratios of
earnings to combined fixed charges and preferred stock dividends
were the same as the ratios of earnings to fixed charges.


<PAGE> 54

Item 6.  Exhibits and Reports on Form 8-K.

  (a) Exhibits

      (10) Material Contracts.

      (10.1) Extension Notice, dated July 17, 1995, of
             $500,000,000 Short-Term Credit Agreement dated
             July 27, 1994 among Aetna Life and Casualty Company,
             the banks listed therein, certain Co-Agents named
             therein, Deutsche Bank AG, as Co-Arranger, and Morgan
             Guaranty Trust Company of New York, as Managing Agent.

      (12) Statement Re Computation of Ratios.

      (12.1) Computation of ratio of earnings to fixed charges and
             ratio of earnings to combined fixed charges and
             preferred stock dividends for the six months ended
             June 30, 1995 and for the years ended December 31,
             1994, 1993, 1992, 1991 and 1990.

      (15) Letter Re Unaudited Interim Financial Information.

      (15.1) Letter from KPMG Peat Marwick LLP acknowledging
             awareness of the use of a report on unaudited
             interim financial information, dated
             July 28, 1995.

      (27) Financial Data Schedule.

  (b) Reports on Form 8-K

      None.


<PAGE> 55

                       SIGNATURES

Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.






                             Aetna Life and Casualty Company
                             _______________________________
                                       (Registrant)


Date  July 28, 1995          By   /s/ ROBERT J. PRICE
                                 _____________________________________
                                              (Signature)

                                       Robert J. Price
                                       Vice President and
                                       Corporate Controller
                                       (Chief Accounting Officer)






EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Morgan Guaranty Trust Co. of New York
               _________________________________________

By:            /s/ Jerry J. Fall
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Deutsche Bank AG
               ___________________________________________

By:            /s/ David E. Moyer  /s/ Gayma Z. Shivnarain
               ___________________________________________


Title:         Vice President          Vice President
               ___________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  The Chase Manhattan Bank NA
               _________________________________________

By:            /s/ Candace R. Lau-Hansen
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Citibank N.A.
               _________________________________________

By:            /s/ Scott F. Engle
               _________________________________________


Title:         Attorney-In-Fact
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Credit Suisse
               _________________________________________________

By:            /s/ Juerg Johner  /s/ Michael C. Mast
               _________________________________________________


Title:         Associate             Member of Senior Management
               _________________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Bank of America
               _________________________________________

By:            /s/ Colleen P. Mullins
               _________________________________________


Title:         Managing Director
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  First National Bank of Chicago
               _________________________________________

By:            /s/ Thomas J. Collimore
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Fleet Bank, N.A.
               _________________________________________

By:            /s/ Jan-Gee W. McCollam
               _________________________________________


Title:         Sr. Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Mellon Bank, N.A.
               _________________________________________

By:            /s/ Karen E. McConomy
               _________________________________________


Title:         Banking Officer
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Nations Bank
               _________________________________________

By:            /s/ Frank R. Callison
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Shawmut Bank
               _________________________________________

By:            /s/ Jeffrey A. Simpson
               _________________________________________


Title:         Assistant Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Toronto Dominion Bank
               _________________________________________

By:            /s/ W. Reg Waylen
               _________________________________________


Title:         Managing Director
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Chemical Bank
               _________________________________________

By:            /s/ Peter W. Platten
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  CoreStates Bank, NA
               _________________________________________

By:            /s/ Tom Singleton
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Credit Lyonnais New York
               _________________________________________

By:            /s/ Renaud D'Herbes
               _________________________________________


Title:         First Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  The Dai-Ichi Kangyo Bank, Ltd., New York Branch
               _______________________________________________

By:            /s/ Kim P. Leary
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  First Interstate Bank of California
               _________________________________________

By:            /s/ Thomas J. Helotes
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  First National Bank of Boston
               _________________________________________

By:            /s/ Charles A. Garrity
               _________________________________________


Title:         V.P.
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  The Northern Trust Co.
               _________________________________________

By:            /s/ Dean V. Banick
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  State Street Bank and Trust Company
               _________________________________________

By:            /s/ Robert P. Engvall, Jr.
               _________________________________________


Title:         Vice President
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  The Sumitomo Bank, Limited
               _________________________________________

By:            /s/ Shuntaro Higashi
               _________________________________________


Title:         Joint General Manager
               _________________________________________




EXTENSION NOTICE - April 24, 1995
_________________________________


To the Banks party to the Credit Agreement referred to below:
c/o Morgan Guaranty Trust Company of New York, as Managing Agent
60 Wall Street
New York, New York  10260


Ladies and Gentlemen:

Aetna Life and Casualty Company (the "Borrower") hereby requests 
that the Commitments under the Short-Term Credit Agreement dated 
as of July 27, 1994 (the "Credit Agreement") among the Borrower, 
the Banks listed therein, certain Co-Agents named therein, 
Deutsche Bank AG, as Co-Arranger and Morgan Guaranty Trust Company 
of New York, as Managing Agent, be extended pursuant to Section 
2.16 of the Credit Agreement.  The Extension Date is July 17, 1995 
and the Extended Maturity Date is July 15, 1996.  Each Bank that 
is willing to extend its Commitment as provided above is requested 
to countersign a copy of this notice and return it to the 
Borrower, with a copy to the Agent, as promptly as possible, but 
in any event prior to the Extension Date specified above; provided 
                                                          ________
that such Bank may revoke its agreement to so extend its 
Commitment at any time on or prior to the Extension Date by 
written notice to the Borrower delivered to the Borrower on or 
prior to the Extension Date.  Terms defined in the Credit 
Agreement are used herein as therein defined.

This extension Notice shall be construed in accordance with and 
governed by the law of the State of New York.




                                   AETNA LIFE AND CASUALTY COMPANY


                                   By  /s/ Robert E. Broatch
                                       ___________________________________
                                           Robert E. Broatch
                                           Senior Vice President - Finance


The undersigned Bank is willing to extend
its Commitment as specified above:


Name of Bank:  Wachovia Bank of Georgia
               _________________________________________

By:            /s/ Jeffrey S. Nurkiewicz
               _________________________________________


Title:         Commercial Banking Officer
               _________________________________________




<PAGE> 1

AETNA LIFE AND CASUALTY COMPANY AND SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND RATIO OF 
EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS

<TABLE>

<CAPTION>

                                 Six Months Ended                  Years Ended December 31,                 
                                 ________________  _________________________________________________________
(Millions)                        June 30, 1995    1994         1993        1992        1991        1990    
                                 ________________  ____         ____        ____        ____        ________

<S>                                <C>             <C>          <C>         <C>         <C>         <C>

Pretax income (loss) from
 continuing operations...........  $ (239.0)       $   658.3    $(1,147.4)  $ (121.4)   $  243.5    $  459.6

Add back fixed charges............    100.0            186.1        171.0      194.3       221.5       229.0
Minority interest................       9.7             11.4          7.0        8.6         5.9         4.9
                                   ________        _________    _________   ________    ________    ________

   Income (loss) as adjusted.....  $ (129.3)       $   855.8    $  (969.4)  $   81.5    $  470.9    $  693.5
                                   ________        _________    _________   ________    ________    ________
                                   ________        _________    _________   ________    ________    ________

Fixed charges:
  Interest on indebtedness.......  $   58.5(1)     $    98.6(1) $    77.4   $   81.4    $  110.9    $  119.9
  Portion of rents representative
   of interest factor............      41.5             87.5         93.6      112.9       110.6       109.1
                                   ________        _________    _________   ________    ________    ________

   Total fixed charges...........  $  100.0        $   186.1    $   171.0   $  194.3    $  221.5    $  229.0
                                   ________        _________    _________   ________    ________    ________
                                   ________        _________    _________   ________    ________    ________

Preferred stock dividend
 requirements....................         -                -            -          -           -           -
                                   ________        _________    _________   ________    ________    ________

Total combined fixed charges
 and preferred stock dividend
 requirements....................  $  100.0        $   186.1    $   171.0   $  194.3    $  221.5    $  229.0
                                   ________        _________    _________   ________    ________    ________
                                   ________        _________    _________   ________    ________    ________

Ratio of earnings to fixed
 charges.........................     (1.29)            4.60        (5.67)      0.42        2.13        3.03
                                   ________        _________    _________   ________    ________    ________
                                   ________        _________    _________   ________    ________    ________

Ratio of earnings to combined
 fixed charges and preferred
 stock dividends.................     (1.29)            4.60        (5.67)      0.42        2.13        3.03
                                   ________        _________    _________   ________    ________    ________
                                   ________        _________    _________   ________    ________    ________

<FN>

(1) Includes the dividends paid to preferred shareholders of a subsidiary.
    (See Note 11 of Notes to Financial Statements in the company's 1994 Annual
    Report to Shareholders.)

</TABLE>



<PAGE> 1

Letter Re:  Unaudited Interim Financial Information
___________________________________________________

Aetna Life and Casualty Company
Hartford, Connecticut

Gentlemen:

Re:  Registration Statements No. 2-73911, 2-91514, 33-12993,
33-49543, 33-50427, 33-52819 and 33-52819-01


With respect to the subject registration statements, we 
acknowledge our awareness of the use therein of our report dated 
July 27, 1995 related to our review of interim financial 
information.

Pursuant to Rule 436(c) under the Securities Act of 1933, such 
report is not considered a part of a registration statement 
prepared or certified by an accountant or a report prepared or 
certified by an accountant within the meaning of Sections 7 and 11 
of the Act.




                             By   /s/  KPMG PEAT MARWICK LLP  
                                 _____________________________
                                         (Signature)
                                       KPMG Peat Marwick LLP

Hartford, Connecticut
July 28, 1995



<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements contained in the Form 10-Q for the quarterly period ended
June 30, 1995 for Aetna Life and Casualty Company and is qualified in its 
entirety by reference to such statements.
</LEGEND>
<MULTIPLIER> 1,000,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               JUN-30-1995
<DEBT-HELD-FOR-SALE>                            39,583
<DEBT-CARRYING-VALUE>                            1,786
<DEBT-MARKET-VALUE>                              1,824
<EQUITIES>                                       1,586
<MORTGAGE>                                      10,803
<REAL-ESTATE>                                    1,619
<TOTAL-INVEST>                                  57,683
<CASH>                                           2,151
<RECOVER-REINSURE>                               5,307
<DEFERRED-ACQUISITION>                           2,127
<TOTAL-ASSETS>                                  99,869
<POLICY-LOSSES>                                 17,803
<UNEARNED-PREMIUMS>                              1,641
<POLICY-OTHER>                                  18,243
<POLICY-HOLDER-FUNDS>                           23,875
<NOTES-PAYABLE>                                  1,118
<COMMON>                                         1,416
                                0
                                          0
<OTHER-SE>                                       5,237
<TOTAL-LIABILITY-AND-EQUITY>                    99,869
                                       5,755
<INVESTMENT-INCOME>                              2,227
<INVESTMENT-GAINS>                                (32)
<OTHER-INCOME>                                     983
<BENEFITS>                                       6,890
<UNDERWRITING-AMORTIZATION>                        384
<UNDERWRITING-OTHER>                                 0
<INCOME-PRETAX>                                   (239)
<INCOME-TAX>                                      (103)
<INCOME-CONTINUING>                               (136)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                      (136)
<EPS-PRIMARY>                                    (1.20)
<EPS-DILUTED>                                        0<F1>
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
<FN>
<F1>There is not a significant difference between primary and fully diluted
earnings per share.
</FN>
        


</TABLE>


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