CIGNA CORP
8-K, 1997-07-31
FIRE, MARINE & CASUALTY INSURANCE
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported) July 30, 1997


                                CIGNA Corporation
             (Exact name of registrant as specified in its charter)



          Delaware                  1-8323                     06-1059331
(State or other jurisdiction    (Commission                   (IRS Employer
   of incorporation)              File Number)               Identification No.)



              One Liberty Place, 1650 Market Street, P.O. Box 7716
                      Philadelphia, Pennsylvania 19192-1550
               (Address of principal executive offices) (Zip Code)



               Registrant's telephone number, including area code


                                 (215) 761-1000


                                 Not Applicable
          (Former name or former address, if changed since last report)

<PAGE>


Item 5.           Other Events.

         On July 30, 1997, the registrant issued a news release, a copy of which
is filed as Exhibit 20 hereto and is incorporated herein by reference.

Item 7.           Financial Statements and Exhibits.

         (c)  The  exhibit  accompanying  this report is listed in the Index to
              Exhibits below.


         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 hereunto duly authorized.



                                              CIGNA CORPORATION


Date: July 30, 1997                           By:   /s/  Gary A. Swords
                                                    -------------------
                                                    Gary A. Swords
                                                    Vice President and
                                                    Chief Accounting Officer


                                    Index to Exhibits

Number         Description                                 Method of Filing

20             CIGNA Corporation                           Filed herewith
               news release dated
               July 30, 1997



NEWS RELEASE                                                   [CIGNA LOGO]
                                   EXHIBIT 20

                  Immediate


                  Albert D. Ciavardelli, Financial Relations - (215) 761-6128
                  Michael J. Monroe, Media Relations  - (215) 761-6133


                       CIGNA'S SECOND QUARTER 1997 RESULTS


                      OPERATING INCOME SHOWS STEADY GROWTH;

                              OPERATING EPS UP 10%




PHILADELPHIA, JULY 30, 1997 -- CIGNA Corporation (NYSE:CI) today reported second
quarter 1997 operating income* of $270 million,  or $3.61 per share, versus $252
million,  or $3.28 per share,  reported in the second  quarter of 1996.  For the
first half of 1997, operating income was $530 million or $7.10 per share, versus
$471 million, or $6.13 per share, for 1996.

"We are pleased with the continued  earnings  growth which reflects  strength in
all of our major business  segments.  I remain confident that in spite of strong
competition throughout the insurance industry we will see continued improvement.
We also believe  that the recent  Healthsource  acquisition  and the sale of the
individual life and annuity  businesses will further strengthen our operations,"
said Wilson H. Taylor, CIGNA's Chief Executive Officer.




* Operating  income (loss) is defined as net income (loss)  excluding  after-tax
realized investment results.


<PAGE>

                                     - 2 -


SEGMENT RESULTS:

EMPLOYEE LIFE AND HEALTH BENEFITS

This segment, which includes CIGNA's HMO and indemnity operations, had operating
income of $126  million  in the  second  quarter  of 1997.  This  compares  with
operating  income of $121 million in the second  quarter of 1996.  For the first
six  months of 1997,  operating  income  was $243  million,  compared  with $233
million for the same period last year.

HMO medical membership grew by approximately 280,000 covered lives, or 7%, since
June 30, 1996.

Results for the Healthsource operations,  which were acquired at the end of June
1997, will be included in CIGNA's results beginning with the third quarter.

EMPLOYEE RETIREMENT AND SAVINGS BENEFITS

This segment,  which operates in the defined  contribution  and defined  benefit
markets, had operating income of $53 million in the second quarter of 1997. This
compares with operating income of $44 million in the second quarter of 1996. For
the first six months of 1997,  operating income was $107 million,  compared with
$95 million for the first six months of 1996.

Assets under management at June 30, 1997 were $43.8 billion,  an increase of 14%
from $38.5 billion as of June 30, 1996.


<PAGE>


                                      - 3 -


INDIVIDUAL FINANCIAL SERVICES

This segment,  which  currently  includes  individual and  corporate-owned  life
insurance;  life, accident and health reinsurance;  and annuity businesses,  had
operating  income of $48 million in the second  quarter of 1997.  This  compares
with  operating  income of $42  million in the second  quarter of 1996.  For the
first six months of 1997,  operating  income was $95 million,  compared with $74
million in 1996.

The  individual  life  insurance  and  annuity  businesses,  which  (subject  to
regulatory  approval) will be sold to Lincoln  National  Corporation,  represent
approximately $44 million or 46 percent of this segment's  earnings in the first
six  months  of  1997.  The  corporate-owned   life  insurance  and  reinsurance
businesses,  with earnings of $51 million in the first six months of 1997,  will
be retained by CIGNA.

PROPERTY AND CASUALTY

The  property  and  casualty  (P&C)  segment  includes  the  Ongoing  operations
(International and Domestic) and Run-off.

Ongoing operations had operating income of $59 million for the second quarter of
1997.  This  compares with  operating  income of $56 million for the same period
last year.  The GAAP combined ratio after  policyholders'  dividends was 100 for
the second  quarter of 1997,  compared with 101 for the second  quarter of 1996.
For the first six months of 1997,  operating  income was $115 million,  compared
with $97 million for 1996.



<PAGE>


                                      - 4 -

The Ongoing  operations had $1 million of after-tax  catastrophe  losses for the
second quarter of 1997,  compared with $5 million for the same period last year.
After-tax  catastrophe  losses for the first six months of 1997 were $9 million,
compared with $20 million for 1996.

Within the Ongoing operations, International had operating income of $36 million
for the second  quarter  of 1997,  which was equal to the  second  quarter  1996
results. The GAAP combined ratio after  policyholders'  dividends was 94 for the
second quarter of 1997,  compared with 93 for the same period of 1996.  Domestic
had  operating  income of $23 million for the second  quarter of 1997,  compared
with $20 million in 1996. The GAAP combined ratio after policyholders' dividends
for the second quarter of 1997 was 106, compared with 109 for the second quarter
of 1996.

Run-off  operations were breakeven in the second quarter of 1997,  compared with
operating income of $3 million for the same period in 1996.

OTHER

Other Operations  includes  unallocated  investment income,  expenses (including
debt service) and taxes, and the results of CIGNA's settlement annuity business,
investment and real estate  subsidiaries  and certain new business  initiatives.
Other  Operations  had an operating loss of $16 million in the second quarter of
1997,  compared with an operating  loss of $14 million in the second  quarter of
1996.  For the first six months of 1997,  the  operating  loss was $31  million,
compared with a loss of $32 million in 1996.


<PAGE>


                                      - 5 -

NET INCOME

Consolidated  net income for the quarter was $279  million,  or $3.73 per share,
compared with $231 million,  or $3.00 per share,  a year ago. For the first half
of 1997,  consolidated net income was $567 million, or $7.59 per share, compared
with $469 million, or $6.10 per share a year ago.

The 1997 second quarter  consolidated  net income  included  after-tax  realized
investment gains of $9 million, or $0.12 per share,  compared with losses of $21
million,  or $0.28 per  share,  for the same  period of 1996.  Consolidated  net
income for the first half of 1997 included after-tax  realized  investment gains
of $37 million, or $0.49 per share, compared with losses of $2 million, or $0.03
per share, for the same period of 1996.

REVENUES

Consolidated  revenues for the second  quarter and first six months of 1997 were
$4.7 billion and $9.4  billion,  respectively,  level with the same periods last
year.

ASSETS/SHAREHOLDERS' EQUITY

Assets at June 30,  1997 were $103.7  billion,  compared  with $98.9  billion at
year-end 1996. Shareholders' equity was $7.5 billion ($101.98 per share) at June
30, 1997, compared with $7.2 billion ($97.15 per share) at December 31, 1996.


<PAGE>


                                      - 6 -


Quarterly   earnings  are  available  on  CIGNA's  home  page  on  the  Internet
(http://www.cigna.com).



Statements not dealing with historical results are forward-looking and are based
on estimates, assumptions and projections. CIGNA cautions the reader that actual
results could differ  materially from those expected by CIGNA,  depending on the
outcome of certain  factors  including:  1) adverse  catastrophe  experience  in
CIGNA's property and casualty businesses;  2) adverse property and casualty loss
development  for events  that CIGNA  insured in prior  years;  3) an increase in
medical  costs  in  CIGNA's  health  care  operations,  including  increases  in
utilization  and  costs  of  medical   services;   4)  heightened   competition,
particularly price competition, reducing product margins and constraining growth
in CIGNA's businesses;  5) significant changes in interest rates; and 6) charges
associated with the Healthsource acquisition.



<PAGE>
CIGNA CORPORATION                                              [CIGNA LOGO]
COMPARATIVE  SUMMARY  OF  FINANCIAL  RESULTS
(Dollars in millions, except per share amounts)


<TABLE>
<CAPTION>
                                                         Three Months Ended           Six Months Ended
                                                              June 30,                    June 30,
                                                         1997          1996          1997           1996

<S>                                                   <C>           <C>           <C>           <C>     
REVENUES
    Premiums and fees                                 $  3,482      $  3,499      $  6,870      $  6,889
    Net investment income                                1,062         1,111         2,115         2,194
    Other revenues                                         163           152           323           294
    Realized investment gains (losses)                      12           (31)           56            (1)
                                                      --------      --------      --------      --------
         Total                                        $  4,719      $  4,731      $  9,364      $  9,376
                                                      ========      ========      ========      ========

OPERATING INCOME (LOSS) BY SEGMENT (1)
    Employee Life and Health Benefits:
        Indemnity operations                          $     68      $     69      $    126      $    125
        HMO operations                                      58            52           117           108
                                                      --------      --------      --------      --------
          Total Employee Life and Health Benefits          126           121           243           233
    Employee Retirement and Savings Benefits                53            44           107            95
    Individual Financial Services                           48            42            95            74
    Property and Casualty:
       International                                        36            36            69            65
       Domestic                                             23            20            46            32
                                                      --------      --------      --------      --------
          Ongoing operations                                59            56           115            97
       Run-off operations                                   --             3             1             4
                                                      --------      --------      --------      --------
             Total Property and Casualty                    59            59           116           101
     Other Operations                                      (16)          (14)          (31)          (32)
                                                      --------      --------      --------      --------
        Total                                         $    270      $    252      $    530      $    471
                                                      ========      ========      ========      ========

NET INCOME (LOSS) BY SEGMENT
    Employee Life and Health Benefits:
        Indemnity operations                          $     70      $     65      $    132      $    119
        HMO operations                                      58            52           117           108
                                                      --------      --------      --------      --------
          Total Employee Life and Health Benefits          128           117           249           227
    Employee Retirement and Savings Benefits                54            40           116           101
    Individual Financial Services                           47            40           102            74
    Property and Casualty:
       International                                        42            39            83            75
       Domestic                                             25            16            47            33
                                                      --------      --------      --------      --------
          Ongoing operations                                67            55           130           108
       Run-off operations                                   (1)           (4)            1            (7)
                                                      --------      --------      --------      --------
             Total Property and Casualty                    66            51           131           101
    Other Operations                                       (16)          (17)          (31)          (34)
                                                      --------      --------      --------      --------
        Total                                         $    279      $    231      $    567      $    469
                                                      ========      ========      ========      ========

WEIGHTED AVERAGE SHARES
    OUTSTANDING  (thousands)                            74,740        76,821        74,664        76,854

EARNINGS PER SHARE:
    Operating income (1)                              $   3.61      $   3.28      $   7.10      $   6.13
    After-tax realized investment gains (losses)          0.12         (0.28)         0.49         (0.03)
                                                      --------      --------      --------      --------
    Net income                                        $   3.73      $   3.00      $   7.59      $   6.10
                                                      ========      ========      ========      ========

SHAREHOLDERS' EQUITY at June 30                                                   $  7,548      $  6,885
                                                                                  ========      ========
SHAREHOLDERS' EQUITY  PER SHARE at June 30                                        $ 101.98      $  90.40
                                                                                  ========      ========

</TABLE>

(1) Operating income (loss) is defined as net income (loss) excluding  after-tax
realized investment results.



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