CIGNA CORP
11-K, 1997-06-30
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                    FORM 11-K



(Mark One)

         [X]      ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934 [FEE REQUIRED]

                  For the fiscal year ended December 31, 1996

                                       OR

         [ ]      TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                  For the transition period from _____ to _____

Commission File Number 1-8323



A.       Full title of the plan and the address of the plan, if
         different from that of the issuer named below:

         CIGNA Corporation
         Savings and Investment Plus Plan
         Two Liberty Place, 17th Floor
         1601 Chestnut Street
         P.O. Box 7716
         Philadelphia, PA  19192-2172

B.       Name of issuer of the securities held pursuant to the plan
         and the address of its principal executive office:

         CIGNA Corporation
         One Liberty Place
         1650 Market Street
         Philadelphia, PA  19192-1550
<PAGE>   2
                              Required Information

Financial statements and schedules for CIGNA Corporation's Savings and
Investment Plus Plan, prepared in accordance with the financial reporting
requirements of ERISA, appear on pages 11-K-3 through 11-K-18 of this Annual
Report on Form 11-K.


                                     11-K-2
<PAGE>   3
                             SAVINGS AND INVESTMENT PLUS
                                        PLAN
                                          
                              FINANCIAL STATEMENTS AND
                               SUPPLEMENTAL SCHEDULES
                                          
                             DECEMBER 31, 1996 AND 1995
                                          
                                       11-K-3
<PAGE>   4
                        SAVINGS AND INVESTMENT PLUS PLAN

                                TABLE OF CONTENTS


                                                                            Page

Report of Independent Accountants                                             1

Financial Statements
     Statements of Net Assets Available for Benefits                          2
     Statements of Changes in Net Assets Available for Benefits               3
     Notes to Financial Statements                                            4

Supplemental Schedules
     Schedule of Assets Held for Investment Purposes                         12
     Schedule of Reportable Transactions                                     13
     Schedule of Loans in Default                                            14



                                       11-K-4
<PAGE>   5
                        REPORT OF INDEPENDENT ACCOUNTANTS



To the Board of Directors of CIGNA Corporation
   and the Participants and Administrator of
   the Savings and Investment Plus Plan

In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Savings and Investment Plus Plan (the Plan) at December 31, 1996 and
1995, and the changes in net assets available for benefits for the years then
ended, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of the Plan's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules are not
required as part of the basic financial statements but represent additional
information required by the Employee Retirement Income Security Act of 1974.
Such information has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is fairly stated
in all material respects in relation to the basic financial statements taken as
a whole.




/s/ Price Waterhouse LLP
Philadelphia, Pennsylvania
June 18, 1997


                                       11-K-5
<PAGE>   6
                        SAVINGS AND INVESTMENT PLUS PLAN
                 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS


<TABLE>
<CAPTION>
                                                                 As of
                                                              December 31,
                                                           1996          1995
                                                        ----------    ----------
                                                             (In thousands)
<S>                                                     <C>           <C>
ASSETS

Investments, at fair value

    Fixed Income Fund                                   $  891,281    $  902,168

    Fidelity Advisor Growth Opportunities Fund             227,302       188,393

    CIGNA Stock Fund                                       113,215        81,392

    Stock Market Index Fund                                 84,101        49,315

    International Equity Fund                               30,114        19,147

    INVESCO Total Return Fund                               22,967        16,140

    Founders Growth Fund                                    13,362            --

    Warburg Pincus Advisor Emerging Growth Fund              9,235            --

    INVESCO Industrial Income Fund                           8,666        14,173

    Participant Loans                                       45,221        41,450
                                                        ----------    ----------

NET ASSETS AVAILABLE FOR BENEFITS                       $1,445,464    $1,312,178
                                                        ==========    ==========
</TABLE>

   The Notes to Financial Statements are an integral part of these statements.


                                      - 2 -                       11-K-6
<PAGE>   7
                        SAVINGS AND INVESTMENT PLUS PLAN

           STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS


<TABLE>
<CAPTION>
                                                       For the Years Ended
                                                           December 31,
                                                       1996            1995
                                                    -----------     -----------
                                                          (In thousands)
<S>                                                 <C>             <C>
Investment income

    Interest and dividends                          $    64,426     $    65,316

    Net increase in fair value of CIGNA stock            27,248          31,253

    Net investment gain from separate accounts           54,882          57,431
                                                    -----------     -----------

       Total investment income                          146,556         154,000
                                                    -----------     -----------

Contributions

    Employees' contributions                             71,741          74,836

    Employer's contributions                             28,882          30,428

    Rollover contributions                                4,461           6,497
                                                    -----------     -----------

        Total contributions                             105,084         111,761
                                                    -----------     -----------

Benefits Paid                                           (77,382)        (68,113)
                                                    -----------     -----------

Transfers to other plans                                (40,972)             --
                                                    -----------     -----------

NET INCREASE                                            133,286         197,648

NET ASSETS AVAILABLE FOR BENEFITS
    Beginning of year                                 1,312,178       1,114,530
                                                    -----------     -----------

    End of year                                     $ 1,445,464     $ 1,312,178
                                                    ===========     ===========
</TABLE>

   The Notes to Financial Statements are an integral part of these statements.


                                      - 3 -                       11-K-7
<PAGE>   8
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - DESCRIPTION OF THE PLAN

Generally, all domestic employees of CIGNA Corporation (CIGNA) and its
participating subsidiaries who have completed at least one year of service are
eligible to participate in the Savings and Investment Plus Plan (SIP or the
Plan), a defined contribution plan. The following description of the Plan
provides general information only. A more complete explanation of the features
and benefits available under the Plan is contained in the SIP Summary Plan
Description and Prospectus.

Contributions

The Plan permits tax-deferred contributions to a maximum of 16% of a
participant's eligible earnings. Eligible earnings were limited to $150,000 in
both 1996 and 1995. Tax-deferred contributions are accomplished by means of an
employee's election, pursuant to Section 401(k) of the Internal Revenue Code, to
have an amount withheld by the employer from the employee's compensation, and
for the employer to remit to the employee's plan account an amount equal to such
withholding. Tax-deferred contributions are also referred to herein as "employee
contributions." Under the Internal Revenue Code, tax-deferred contributions were
limited to $9,500 and $9,240 in 1996 and 1995, respectively. To comply with
anti-discrimination provisions, tax-deferred contributions for highly
compensated employees were limited to 6.0% of eligible earnings in both 1996 and
1995. CIGNA companies made matching contributions in an amount equal to 50% of
the first 6% of eligible earnings contributed by participants. These matching
contributions are referred to herein as "employer contributions."

The Plan may accept rollover contributions. A rollover contribution to SIP
represents a distribution a participant receives from another
employer-sponsored, tax qualified, pension or profit sharing plan. Distributions
from other plans are subject to certain conditions to be eligible for rollover
into SIP.

Vesting

Employee contributions, including related investment earnings, are fully vested
at all times. Employer contributions and related investment earnings vest 20%
for each year of vesting service. Participants earn a year of vesting service if
they have 1,000 hours of service during the calendar year period. Early vesting
rules may apply upon joining the Plan if the participant was previously employed
by a CIGNA company or had an account in certain plans that have since merged
into SIP. Employer contributions and related investment earnings are fully
vested upon an employee's attainment of age 65, death or total and permanent
disability. Full vesting would also occur if a participating CIGNA company is
sold and does not maintain a successor plan, if CIGNA discontinues matching
contributions or if the Plan is terminated. Upon termination of a participant's
employment, that portion of employer contributions and related investment
earnings which are not vested are forfeited. Forfeited amounts are used to
reduce future employer contributions.

Loans

The Plan permits participants to borrow a portion of their account, subject to
certain limitations, at


                                      - 4 -                      11-K-8
<PAGE>   9
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


an annual rate of interest with a specified repayment period. The minimum amount
that can be borrowed is $1,000; the maximum total loan amount is the lesser of
$50,000 or 50% of the participant's vested account balance. A participant may
have no more than two outstanding SIP loans. Loan terms range from 12 to 60
months, or up to 120 months if the loan is used to buy or build a participant's
primary residence. Loan interest rates remain fixed during the term of the loan.
The loan is secured by the participant's SIP account balance. Generally, loan
repayments are made by payroll deduction. Both the interest and principal
portions of every repayment are allocated to the participant account according
to the investment election in effect at the time of the repayment. The interest
portion of every repayment is added to the participant's SIP account balance as
earnings. If a default occurs, the amount of the outstanding loan balance is
treated as a distribution to the participant. The defaulting participant is
subject to immediate taxation on the taxable portion of the defaulted amount,
including a possible 10% penalty tax.

Payment of Benefits

Participants may withdraw funds subject to the requirements of the Plan, and
such withdrawals may be subject to immediate taxation and a possible 10% penalty
tax.

On termination of employment due to death, disability, retirement or other
reasons, a participant may elect to receive either a lump-sum amount equal to
the value of the participant's vested interest in their account, monthly
installments for up to 30 years, an annuity, or a combination of these forms. To
the extent amounts are invested in the CIGNA Stock Fund, a participant may elect
to receive such amounts in CIGNA common stock.

Transfers to Other Plans

In accordance with agreements related to the disposition of certain operations
of CIGNA, the account balances of certain participants were transferred to other
plans during 1996.

Investments

During 1996, the Plan added two new investment options and began to phase out
one existing investment option. Plan participants may elect to invest in any
combination of eight funds, and are permitted to transfer assets, subject to
certain restrictions, among the funds.

Fixed Income Fund - Contributions to this investment option are invested in a
group fixed annuity contract issued by Connecticut General Life Insurance
Company (CGLIC), a CIGNA subsidiary. CGLIC guarantees the principal and
accumulated interest of all monies deposited. An annual rate of interest is
declared in advance and subject to change.

Fidelity Advisor Growth Opportunities Fund - Contributions to this investment
option are invested in Separate Account 55A (SA-55A) of CGLIC. All the assets of
this pooled account are invested in the Fidelity Advisor Growth Opportunities
Fund, a mutual fund. The fund's objective is long-term capital growth. The
fund's portfolio consists primarily of common stocks or securities convertible
into common stocks.


                                      - 5 -                     11-K-9
<PAGE>   10
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


CIGNA Stock Fund - Contributions to this investment option are invested in
shares of CIGNA common stock. Such shares presently are purchased on the open
market but may be acquired directly from CIGNA. From time to time, a portion of
CIGNA Stock Fund assets may be invested in short-term investments.

Stock Market Index Fund - Contributions to this investment option are invested
in Separate Account B (SA-B) of CGLIC, a pooled common stock fund. The fund's
objective is to match the performance of the Standard & Poor's 500 Composite
Stock Price Index.

International Equity Fund - Contributions to this investment option are invested
in Separate Account I (SA-I) of CGLIC, a pooled common stock fund. The fund's
objective is to invest primarily in stocks of a diversified group of non-U.S.
companies that have the potential to provide superior returns.

INVESCO Total Return Fund - Contributions to this investment option are invested
in Separate Account 55K (SA-55K) of CGLIC. All the assets of this pooled account
are invested in the INVESCO Total Return Fund, a mutual fund. The fund's
objective is to provide a high return on investment through both capital
appreciation and current income. The fund's portfolio consists of equity
securities (common stocks and, to a lesser extent, securities convertible into
common stocks) and fixed income securities (primarily obligations of the U.S.
government and government-backed agencies).

Founders Growth Fund - Contributions to this investment option began November
15, 1996, and are invested in Separate Account 55JR (SA-55JR) of CGLIC. All the
assets of this pooled account are invested in the Founders Growth Fund, a mutual
fund. The fund's objective is long-term capital growth. The fund's portfolio
consists primarily of common stocks of well-established, high-quality, growth
companies.

Warburg Pincus Advisor Emerging Growth Fund - Contributions to this investment
option began November 15, 1996, and are invested in Separate Account 55G
(SA-55G) of CGLIC. All the assets of this pooled account are invested in the
Warburg Pincus Advisor Emerging Growth Fund, a mutual fund. The fund's objective
is maximum capital appreciation. The fund's portfolio consists primarily of
common stocks or warrants of small to medium-sized domestic companies with
emerging or renewed growth potential.

INVESCO Industrial Income Fund - At December 31, 1996, this investment option
was being phased out of the Plan. This fund was eliminated from the Plan on
January 31, 1997. Contributions to this investment option were invested in
Separate Account 55J (SA-55J) of CGLIC. All the assets of this pooled account
are invested in the INVESCO Industrial Income Fund, a mutual fund. The fund's
objective is to provide a high level of current income. Capital growth potential
is a secondary goal.

Growth & Income Fund - In January 1995, the Growth & Income Fund was eliminated
from SIP. The assets in this fund were invested in Separate Account 9V (SA-9V)
of CGLIC, a pooled common stock fund.


                                      - 6 -                       11-K-10
<PAGE>   11
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


Plan Termination

CIGNA intends to continue the Plan indefinitely, but reserves the right to
discontinue contributions or terminate the Plan in whole or in part at any time.
If contributions are discontinued or the Plan is terminated, affected
participants will become fully vested. Upon Plan termination, net assets of the
Plan will be distributed in the manner CIGNA elects and in accordance with the
Employee Retirement Income Security Act of 1974 (ERISA) and its related
regulations.

Plan Trustee

Mellon Bank (East) N.A., Philadelphia, Pennsylvania is the Trustee for the Plan.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements have been prepared in conformity with generally
accepted accounting principles.

Valuation of Investments

Plan investments are reported at fair value. The fair value of the Fixed Income
Fund is equivalent to its contract value. Contract value represents the
aggregate amount on deposit, including accumulated interest. The fair value of
CIGNA common stock is based upon quoted market price. Fair value of CGLIC's
separate accounts is measured by the net unit value, which is based on the fair
value of the underlying assets of the account. Net investment gain from separate
accounts results from the increase in net unit value.

Payment of Benefits

Benefits are recorded when paid.

Plan Expenses

The investment results of all funds except the CIGNA Stock Fund are net of
management fees, investment expenses, risk charges and administrative costs
charged by CGLIC. Brokers' commissions resulting from buying or selling stock in
the CIGNA Stock Fund are paid from the participants' accounts and have been
reflected as a reduction of the Stock Fund's investment income in these
financial statements. Other costs associated with the operation of the Plan,
including trustee and legal fees, are paid by CIGNA.


                                      - 7 -                       11-K-11
<PAGE>   12
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


NOTE 3 - INVESTMENTS

An analysis of the changes in net assets available for benefits by investment
fund for the year ended December 31, 1996 is presented below.


<TABLE>
<CAPTION>
                                                                       FIDELITY
                                                                        ADVISOR
                                                                        GROWTH
                                                          FIXED      OPPORTUNITIES       CIGNA         STOCK MARKET   INTERNATIONAL 
           YEAR ENDED DECEMBER 31, 1996                INCOME FUND        FUND         STOCK FUND      INDEX FUND      EQUITY FUND  
- ---------------------------------------------------    -----------     -----------     -----------     -----------     -----------  
(In thousands)
<S>                                                    <C>             <C>             <C>             <C>             <C>
Investment income
  Interest and dividends                               $    58,907     $        --     $     2,610     $        --     $        --  
  Net increase in fair value of CIGNA stock                     --              --          27,248              --              --  
  Net investment gain (loss) from separate accounts             --          34,381              --          13,433           1,785  
                                                       -----------     -----------     -----------     -----------     -----------  

      Total investment income                               58,907          34,381          29,858          13,433           1,785  
                                                       -----------     -----------     -----------     -----------     -----------  

Contributions
  Employees' contributions                                  34,990          17,605           6,814           5,265           2,908  
  Employer's contributions                                  14,415           6,966           2,712           2,040           1,148  
  Rollover contributions                                     1,358           1,189             710             564             197  
                                                       -----------     -----------     -----------     -----------     -----------  

      Total contributions                                   50,763          25,760          10,236           7,869           4,253  
                                                       -----------     -----------     -----------     -----------     -----------  

Loan principal repayments                                   11,233           3,589           1,598             952             596  

Loan interest received - allocated                           1,717             563             264             151              97  

Loans issued                                               (19,073)         (3,670)         (1,908)           (996)           (512) 

Benefits paid                                              (55,883)         (9,158)         (5,184)         (2,611)         (1,037) 

Transfers to other plans                                   (27,419)         (6,684)         (1,673)         (1,543)           (581) 

Interfund transfers                                        (31,132)         (5,872)         (1,368)         17,531           6,366  
                                                       -----------     -----------     -----------     -----------     -----------  

NET INCREASE (DECREASE)                                    (10,887)         38,909          31,823          34,786          10,967  

NET ASSETS AVAILABLE FOR BENEFITS
    Beginning of year                                      902,168         188,393          81,392          49,315          19,147  
                                                       -----------     -----------     -----------     -----------     -----------  

    End of year                                        $   891,281     $   227,302     $   113,215     $    84,101     $    30,114  
                                                       ===========     ===========     ===========     ===========     ===========  


<CAPTION>
                                                                                         WARBURG
                                                                                         PINCUS
                                                         INVESCO        FOUNDERS         ADVISOR         INVESCO
                                                          TOTAL          GROWTH         EMERGING       INDUSTRIAL      PARTICIPANT
           YEAR ENDED DECEMBER 31, 1996                RETURN FUND        FUND         GROWTH FUND     INCOME FUND        LOANS     
- ---------------------------------------------------    -----------     -----------     -----------     -----------     -----------  
(In thousands)                                                                                                                      
<S>                                                    <C>             <C>             <C>             <C>             <C>          
Investment income                                                                                                                   
  Interest and dividends                               $        --     $        --     $        --     $        --     $     2,909  
  Net increase in fair value of CIGNA stock                     --              --              --              --              --  
  Net investment gain (loss) from separate accounts          2,510            (213)            147           2,839              --  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
      Total investment income                                2,510            (213)            147           2,839           2,909  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
Contributions                                                                                                                       
  Employees' contributions                                   1,976             117              89           1,977              --  
  Employer's contributions                                     764              43              33             761              --  
  Rollover contributions                                       202              35              13             193              --  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
      Total contributions                                    2,942             195             135           2,931              --  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
Loan principal repayments                                      367              30              28             335         (18,728) 
                                                                                                                                    
Loan interest received - allocated                              60               5               3              49          (2,909) 
                                                                                                                                    
Loans issued                                                  (334)             (7)             (1)           (305)         26,806  
                                                                                                                                    
Benefits paid                                                 (926)             (6)             (5)           (559)         (2,013) 
                                                                                                                                    
Transfers to other plans                                      (455)             --              --            (323)         (2,294) 
                                                                                                                                    
Interfund transfers                                          2,663          13,358           8,928         (10,474)             --  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
NET INCREASE (DECREASE)                                      6,827          13,362           9,235          (5,507)          3,771  
                                                                                                                                    
NET ASSETS AVAILABLE FOR BENEFITS                                                                                                   
    Beginning of year                                       16,140              --              --          14,173          41,450  
                                                       -----------     -----------     -----------     -----------     -----------  
                                                                                                                                    
    End of year                                        $    22,967     $    13,362     $     9,235     $     8,666     $    45,221  
                                                       ===========     ===========     ===========     ===========     ===========  
                                                                                               

<CAPTION>
           YEAR ENDED DECEMBER 31, 1996                   TOTAL    
- ---------------------------------------------------    ----------- 
(In thousands)                                                     
<S>                                                    <C>
Investment income                                                  
  Interest and dividends                               $    64,426 
  Net increase in fair value of CIGNA stock                 27,248 
  Net investment gain (loss) from separate accounts         54,882 
                                                       ----------- 
                                                                   
      Total investment income                              146,556 
                                                       ----------- 
                                                                   
Contributions                                                      
  Employees' contributions                                  71,741 
  Employer's contributions                                  28,882 
  Rollover contributions                                     4,461 
                                                       ----------- 
                                                                   
      Total contributions                                  105,084 
                                                       ----------- 
                                                                   
Loan principal repayments                                       -- 
                                                                   
Loan interest received - allocated                              -- 
                                                                   
Loans issued                                                    -- 
                                                                   
Benefits paid                                              (77,382)
                                                                   
Transfers to other plans                                   (40,972)
                                                                   
Interfund transfers                                             -- 
                                                       ----------- 
                                                                   
NET INCREASE (DECREASE)                                    133,286 
                                                                   
NET ASSETS AVAILABLE FOR BENEFITS                                  
    Beginning of year                                    1,312,178 
                                                       ----------- 
                                                                   
    End of year                                        $ 1,445,464 
                                                       =========== 
</TABLE>


                                      - 8 -                     11-K-12
<PAGE>   13
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS

An analysis of the changes in net assets available for benefits by investment
fund for the year ended December 31, 1995 is presented below.


<TABLE>
<CAPTION>
                                                                  FIDELITY
                                                                  ADVISOR
                                                                  GROWTH                                                        
                                                   FIXED       OPPORTUNITIES      CIGNA        STOCK MARKET    INTERNATIONAL    
        YEAR ENDED DECEMBER 31, 1995            INCOME FUND        FUND         STOCK FUND      INDEX FUND      EQUITY FUND     
- --------------------------------------------    -----------     -----------     -----------     -----------     -----------     
(In thousands)
<S>                                             <C>             <C>             <C>             <C>             <C>
Investment income
  Interest and dividends                        $    60,541     $        --     $     2,374     $        --     $        --     
  Net increase in fair value of CIGNA stock              --              --          31,253              --              --     
  Net investment gain from separate accounts             --          40,224              --          10,758             990     
                                                -----------     -----------     -----------     -----------     -----------     

      Total investment income                        60,541          40,224          33,627          10,758             990     
                                                -----------     -----------     -----------     -----------     -----------     

Contributions
  Employees' contributions                           45,947          15,342           5,358           3,037           2,436     
  Employer's contributions                           18,879           6,155           2,152           1,206             971     
  Rollover contributions                              3,178           1,682             439             484             233     
                                                -----------     -----------     -----------     -----------     -----------     

      Total contributions                            68,004          23,179           7,949           4,727           3,640     
                                                -----------     -----------     -----------     -----------     -----------     

Loan principal repayments                            10,686           2,456             963             393             378     

Loan interest received - allocated                    1,646             401             159              67              63     

Loans issued                                        (19,855)         (2,691)         (1,104)           (401)           (312)    

Benefits paid                                       (54,661)         (4,780)         (3,895)         (1,550)           (500)    

Interfund transfers                                  17,319          21,075          (7,435)         10,514           2,257     
                                                -----------     -----------     -----------     -----------     -----------     

NET INCREASE (DECREASE)                              83,680          79,864          30,264          24,508           6,516     

NET ASSETS AVAILABLE FOR BENEFITS
    Beginning of year                               818,488         108,529          51,128          24,807          12,631     
                                                -----------     -----------     -----------     -----------     -----------     

    End of year                                 $   902,168     $   188,393     $    81,392     $    49,315     $    19,147     
                                                ===========     ===========     ===========     ===========     ===========     


<CAPTION>
                                                  INVESCO         INVESCO                                                   
                                                   TOTAL        INDUSTRIAL       GROWTH &       PARTICIPANT
        YEAR ENDED DECEMBER 31, 1995            RETURN FUND     INCOME FUND     INCOME FUND        LOANS           TOTAL
- --------------------------------------------    -----------     -----------     -----------     -----------     ----------- 
(In thousands)
<S>                                             <C>             <C>             <C>             <C>             <C>
Investment income
  Interest and dividends                        $        --     $        --     $        --     $     2,401     $    65,316 
  Net increase in fair value of CIGNA stock              --              --              --              --          31,253 
  Net investment gain from separate accounts          2,469           2,274             716              --          57,431 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
      Total investment income                         2,469           2,274             716           2,401         154,000 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
Contributions                                                                                                               
  Employees' contributions                            1,263           1,453              --              --          74,836 
  Employer's contributions                              496             569              --              --          30,428 
  Rollover contributions                                248             233              --              --           6,497 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
      Total contributions                             2,007           2,255              --              --         111,761 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
Loan principal repayments                               208             203              --         (15,287)             -- 
                                                                                                                            
Loan interest received - allocated                       34              31              --          (2,401)             -- 
                                                                                                                            
Loans issued                                           (139)           (135)             (4)         24,641              -- 
                                                                                                                            
Benefits paid                                          (226)           (330)            (32)         (2,139)        (68,113)
                                                                                                                            
Interfund transfers                                   6,129           3,947         (53,806)             --              -- 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
NET INCREASE (DECREASE)                              10,482           8,245         (53,126)          7,215         197,648 
                                                                                                                            
NET ASSETS AVAILABLE FOR BENEFITS                                                                                           
    Beginning of year                                 5,658           5,928          53,126          34,235       1,114,530 
                                                -----------     -----------     -----------     -----------     ----------- 
                                                                                                                            
    End of year                                 $    16,140     $    14,173     $        --     $    41,450     $ 1,312,178 
                                                ===========     ===========     ===========     ===========     =========== 
</TABLE>


                                      - 9 -                   11-K-13
<PAGE>   14
                        SAVINGS AND INVESTMENT PLUS PLAN

                          NOTES TO FINANCIAL STATEMENTS


NOTE 4 - TAX STATUS

A favorable determination letter was received from the Internal Revenue Service
(IRS) for the Plan and all Plan amendments through December 31, 1994, indicating
that the Plan was in compliance with the applicable requirements of the Internal
Revenue Code (IRC) and, therefore, was tax exempt. The Plan has been amended
since receiving the determination letter. However, management believes the Plan
has been in compliance with the applicable requirements of the IRC and,
therefore, continues to be tax exempt.

NOTE 5 - RELATED PARTY TRANSACTIONS

There are numerous transactions between the Plan and CIGNA and its affiliates
which, in the opinion of Plan management, are exempt from detailed reporting
under Title I of ERISA. Investments in CGLIC's separate accounts represent
investments for which CGLIC has fiduciary responsibility. Investments in the
Fixed Income Fund represents participation in the general account assets of
CGLIC. CGLIC is the Plan's recordkeeper.


                                     - 10 -                   11-K-14
<PAGE>   15
                             SUPPLEMENTAL SCHEDULES






















                                                                        11-K-15
<PAGE>   16
                        SAVINGS AND INVESTMENT PLUS PLAN

                SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES

                            AS OF DECEMBER 31, 1996

                             (Dollars in thousands)


<TABLE>
<CAPTION>


                                                                                      Current
Identity of Party                       Description                       Cost         Value
- -----------------    -----------------------------------------------    --------    ----------
<S>                  <C>                                                <C>         <C>
CGLIC                Fixed Income Fund                                  $891,281    $  891,281

CGLIC                Fidelity Advisor Growth Opportunities Fund          166,065       227,302

CIGNA                CIGNA Stock Fund
                       CIGNA common stock-823,163 shares                  66,776       112,465
                       Short-term investments                                 92            92

CGLIC                Stock Market Index Fund                              63,592        84,101

CGLIC                International Equity Fund                            28,015        30,114

CGLIC                INVESCO Total Return Fund                            19,008        22,967

CGLIC                Founders Growth Fund                                 13,575        13,362

CGLIC                Warburg Pincus Advisor Emerging Growth Fund           9,088         9,235

CGLIC                INVESCO Industrial Income Fund                        7,001         8,666

CGLIC                Participant Loans
                       (5.1% to 12.95%; maturity 1997-2006)                             45,221
                                                                                    ----------

                       Total assets held for investment purposes                     1,444,806

                     Investment income receivable (CIGNA Stock Fund)                       658
                                                                                    ----------

                       Net assets available for benefits                            $1,445,464
                                                                                    ==========
</TABLE>



                                      -12-                     11-K-16
<PAGE>   17
                        SAVINGS AND INVESTMENT PLUS PLAN

                      SCHEDULE OF REPORTABLE TRANSACTIONS

                      FOR THE YEAR ENDED DECEMBER 31, 1996

                                 (In thousands)

<TABLE>
<CAPTION>

                                                                       Sales
                                                          --------------------------------
Party Involved      Description of Asset     Purchases    Proceeds      Cost      Net Gain
- --------------    -----------------------    ---------    --------    --------    --------
<S>               <C>                        <C>          <C>         <C>         <C>
CGLIC             Fixed Income Fund          $111,449     $181,243    $181,243    $     --

CGLIC             Fidelity Advisor Growth
                  Opportunities Fund           60,396       55,868      44,303      11,565
</TABLE>



                                      -13-                       11-K-17
<PAGE>   18
                        SAVINGS AND INVESTMENT PLUS PLAN

                          SCHEDULE OF LOANS IN DEFAULT

                            AS OF DECEMBER 31, 1996

                                 (In thousands)

<TABLE>
<CAPTION>

            Original        Amounts Received        Unpaid
           Amounts of         During 1996         Balances at    Amounts
Obligor      Loans       Principal    Interest    End of Year    Overdue
- -------    ----------    ---------    --------    -----------    -------
<S>           <C>           <C>          <C>          <C>          <C>
Various       $536          $8           $2           $281         $281
</TABLE>


                                       - 14 -                     11-K-18
<PAGE>   19
                                    Exhibits

Exhibits are listed in the Index to Exhibits appearing on page E-1.



                                   Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.


                                    SAVINGS AND INVESTMENT PLUS PLAN



Date: June 30, 1997                 By: /s/ Stewart M. Beltz
                                       ---------------------------
                                       Stewart M. Beltz
                                       Plan Administrator


                                       11-K-19
<PAGE>   20
                                Index to Exhibits


                                       Method of
Number           Description           Filing
- ------           -----------           ------

23.1             Consent of            Filed   
                 Independent           herewith
                 Accountants           



                                        -E-1-

<PAGE>   1
                                                                    Exhibit 23.1


                       CONSENT OF INDEPENDENT ACCOUNTANTS

         We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-51791) of CIGNA Corporation of our report dated
June 18, 1997, appearing on page 11-K-5 of this Form 11-K.




/s/ PRICE WATERHOUSE LLP
Philadelphia, Pennsylvania
June 25, 1997



                                        -E-2-


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