AETNA GET FUND/
497, 1996-10-11
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                                 AETNA GET FUND
                                 Series C Shares

         151 Farmington Avenue, Hartford, CT 06156-8962, 1-800-525-4225

                      Prospectus dated: September 3, 1996


Aetna GET Fund (Trust or Fund) is a diversified,  open-end management investment
company  organized as a  Massachusetts  Business  Trust and  authorized to issue
multiple  series of shares.  Series C shares will be offered from  September 16,
1996 through December 16, 1996, the "Offering  Period." Series C will be offered
as a funding option under certain variable annuity contracts  (Contracts) issued
by Aetna Life Insurance and Annuity Company.

This Prospectus sets forth concisely the information  about the Trust and Series
C that you ought to know  before  investing.  Additional  information  about the
Trust   and  Series  C   is  contained in a Statement of Additional  Information
(Statement) dated September 3,  1996,  which has been filed with the  Securities
and  Exchange Commission  (Commission) and is incorporated  herein by reference.
The Statement is available, without charge,  by  writing to   the Trust at the
address listed above or by calling 1-800-525-4225.

This  Prospectus  does not constitute an offer to sell, or a solicitation  of an
offer to buy, the securities of Series C in any jurisdiction in which such sale,
offer to sell, or solicitation may not be lawfully made.

LIKE ALL MUTUAL FUNDS, THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY
THE SECURITIES AND EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION NOR
HAS THE SECURITIES AND EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY  REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.

Please read this Prospectus  carefully before investing and retain it for future
reference.



                                TABLE OF CONTENTS

                                                                          Page

SUMMARY  ......................................................................

DESCRIPTION OF SERIES C........................................................
         Investment Objective..................................................
         Investment Policy.....................................................
         Special Considerations................................................
         Other Considerations..................................................
         Equity Component......................................................
         Fixed Component.......................................................

INVESTMENT TECHNIQUES, RISK FACTORS AND OTHER CONSIDERATIONS...................
         General Considerations................................................
         Asset-Backed Securities...............................................
         Options, Futures and Other Derivative Instruments.....................
         High Risk, High-Yield Securities......................................
         Industry Concentration................................................
         Foreign Securities....................................................
         Mortgage-Backed Securities............................................
         Repurchase Agreements.................................................
         Securities Lending....................................................
         Borrowing.............................................................
         Illiquid and Restricted Securities....................................
         Depositary Receipts...................................................
         Variable Rate Instruments, When-Issued and Delayed Delivery 
           Transactions.......................................................
         Proprietary Software..................................................
         Portfolio Turnover....................................................

MANAGEMENT OF THE FUND.........................................................
         Trustees .............................................................
         Investment Adviser....................................................
         Subadviser............................................................
         Portfolio Management and Performance..................................
         Expenses and Trust Administration.....................................

GENERAL INFORMATION............................................................
         Declaration of Trust..................................................
         Capital Stock.........................................................
         Shareholder Meetings..................................................
         Voting Rights.........................................................

DISTRIBUTIONS AND TAX STATUS...................................................

SALE AND REDEMPTION OF SHARES..................................................

NET ASSET VALUE................................................................


                                     SUMMARY

1.   Investment Objective

     The  goal  of  Series  C  is  to  achieve   maximum  total  return  without
compromising  a minimum  targeted rate of return by  participating  in favorable
equity market  performance  during the Guaranteed  Period from December 17, 1996
through  December 16, 2001, the Maturity  Date.  (See  "Description of Series C-
Investment Objective.")

2.   Investment Strategy

     The Series C assets will be invested  entirely in money market  instruments
prior to  December  17,  1996.  After that date,  the assets  will be  allocated
between  equities  and  fixed  income  securities.  The  equities  will  consist
principally of common stocks,  preferred stocks and convertible securities.  The
fixed income  securities  will consist  primarily of  short-to-intermediate-term
debt  securities.  Series C may also invest in other types of equity  securities
and debt securities and in options, futures and other derivative instruments.
(See "Description of Series C - Investment Policy.")

3.   Risks

     - The  performance of Series C depends on the value of its holdings.  Stock
values  fluctuate in response to the  activities  of individual  companies,  and
general  market and  economic  conditions.  In the short term,  stock prices can
fluctuate dramatically in response to these factors.

     - Bond  values  fluctuate  based on changes in interest  rates,  and in the
credit quality of the issuer. Lower-rated bonds may be particularly sensitive to
these factors.

     - Investments in foreign  securities  involve risks that are in addition to
those of U.S.  investments,  including increased political and economic risk, as
well as exposure to currency fluctuations.

     - Derivative  instruments  can involve  greater risk and may be less liquid
and more volatile than conventional instruments.

     - Consistent  with the minimum  targeted  rate of return,  a portion of the
assets of Series C is invested in fixed income  securities;  therefore  Series C
may not  participate as fully in upward equity market  movements as other equity
funds.

     (See "Investment Techniques, Risk Factors and Other Considerations.")

4.   Investment Adviser and Sub-Adviser

     Aetna Life  Insurance  and  Annuity  Company  ("ALIAC")  is the  Investment
Adviser for the Trust.  ALIAC has engaged  Aeltus  Investment  Management,  Inc.
("Aeltus")  as the  subadviser  to  Series  C.  ALIAC and  Aeltus  are  indirect
wholly-owned  subsidiaries  of  Aetna  Inc.  ("Aetna")  which,  with  affiliated
companies,  is one of the  world's  largest  insurance  and  financial  services
organizations. As of June 30, 1996, ALIAC managed over $22 billion in assets and
Aeltus  managed  over $11  billion in  assets.  (See  "Management  of the Fund -
Investment Adviser" and "Subadviser.")


                             DESCRIPTION OF SERIES C


Investment Objective

Series C seeks to achieve  maximum total return  without  compromising a minimum
targeted rate of return  (Targeted  Return) by participating in favorable equity
market performance during the "Guaranteed Period" from December 17, 1996 through
December 16, 2001, the "Maturity  Date" of Series C. To achieve this  objective,
the Series C assets  (Assets)  will be  allocated  beginning  December 17, 1996,
between  equities  and fixed  income  securities  in a  changing  mix.  Prior to
December  17,  1996,  the  Assets  will be  invested  entirely  in money  market
instruments.  Assuming  interest  rates on December  17, 1996 are  identical  to
interest  rates  as of the date of this  Prospectus,  then  the  Assets  will be
allocated  approximately 65% to equities and 35% to fixed income  securities at
the beginning of the Guaranteed Period.

THE MINIMUM TARGETED RATE OF RETURN (TARGETED RETURN) IS 2.50% PER YEAR OVER THE
GUARANTEED  PERIOD.  THERE IS NO  ASSURANCE  THAT THE MINIMUM  TARGETED  RATE OF
RETURN WILL BE ACHIEVED. PLEASE REFER TO YOUR CONTRACT PROSPECTUS FOR ADDITIONAL
INFORMATION ON ALIAC AND THE ALIAC GUARANTEE.

ALIAC  RESERVES  THE RIGHT TO REFUSE  ADDITIONAL  DEPOSITS  DURING THE  OFFERING
PERIOD IF THE ASSETS EXCEED $400 MILLION. FURTHERMORE, IF SERIES C HAS LESS THAN
$75 MILLION OF ASSETS BY THE END OF THE  OFFERING  PERIOD,  ALIAC  RESERVES  THE
RIGHT TO  DISCONTINUE  SERIES C. ALIAC ALSO  RESERVES  THE RIGHT TO  CONTINUE TO
ACCEPT DEPOSITS DURING THE GUARANTEED PERIOD (SEE "OTHER CONSIDERATIONS").

Series C has adopted an investment  objective which is a fundamental  policy and
may not be changed  without the approval by holders of a majority of outstanding
shares.  There  can be no  assurance  that  Series C will  meet  its  investment
objective but it will follow the investment approach described in the Investment
Policy  section.  Series C is  subject  to  additional  investment  restrictions
described in the Statement of Additional  Information (Statement). To the extent
those restrictions are fundamental  policies,  they cannot be changed without
the vote of a majority of outstanding shares.

Investment Policy

Prior to December 17, 1996, the Assets will be invested entirely in money market
instruments.  Beginning  December 17, 1996,  ALIAC will allocate Series C Assets
daily between a portfolio consisting primarily of equities and one consisting of
fixed income securities (Equity Component and Fixed Component,  respectively) in
proportions that will not compromise Series C's minimum targeted rate of return.

ALIAC uses  proprietary  computer  programs  on a daily basis to  determine  the
percentage of Assets which may be allocated  between the Fixed Component and the
Equity  Component.  Generally,  as the value of the Equity Component rises, more
Assets  are  allocated  to the  Equity  Component.  As the  value of the  Equity
Component declines, more Assets are allocated to the Fixed Component.

ALIAC,  with the assistance of the proprietary  software  programs,  reallocates
assets as needed between the Equity Component and the Fixed Component so that if
the value of the Equity  Component  were to  decline  by 30% in a single  day, a
complete  reallocation  to the Fixed  Component  might  occur to ensure that the
minimum  targeted rate of return would be achieved at the end of the  Guaranteed
Period.  While the  performance  of the Equity  Component may be better or worse
than the  performance  of  major  stock  market  indices  such as the Dow  Jones
Industrial Average and the Standard and Poor's 500 Stock Index, neither of those
indices has declined as much as 30% in a single day since 1929.  There can be no
assurance  that a decline of 30% or more will not occur  during  the  Guaranteed
Period. (For a further  description of the asset allocation process,  please see
"The Asset Allocation Process" in the Statement.)

Special Considerations

If during the guaranteed  period of Series C the equity markets rise, the assets
may become largely  invested in the Equity Component,  as the likelihood of not
realizing  the minimum  targeted  rate of return  would be low.  CONVERSELY,  IF
DURING THIS SAME PERIOD THE EQUITY MARKETS  EXPERIENCED A GENERAL  DECLINE,  THE
ASSETS MAY BECOME LARGELY  INVESTED IN THE FIXED  COMPONENT IN ORDER TO INCREASE
THE LIKELIHOOD OF ACHIEVING THE MINIMUM  TARGETED RATE OF RETURN AT THE MATURITY
DATE.

The amount of Assets  invested in the Fixed  Component will increase or decrease
depending  upon a number of  factors,  including  but not limited to the current
value of the Equity  Component.  Use of the Fixed  Component  reduces Series C's
ability to participate as fully in upward equity market movements, and therefore
represents some loss of  opportunity,  or opportunity  cost,  compared to a fund
which is fully invested in equities.  In addition, a major decline in the equity
markets,  particularly a decline well before the Maturity Date,  could cause the
Assets to be fully invested in the Fixed Component.  Were this to happen,  it is
unlikely  that there would be a meaningful  reallocation  of the Assets into the
Equity Component,  even if there were significant  upward movement in the equity
markets.

Other Considerations

If Series C Assets do not reach $75 million at the end of the  Offering  Period,
the Board of Trustees  reserves the right not to operate  Series C in accordance
with its Investment  Objectives and Policies.  In that event,  ALIAC will notify
Contract  owners within 15 days after the end of the Offering Period that Series
C is being  discontinued  and they  will have 45 days  following  the end of the
Offering  Period to transfer  their money from Series C. If at the end of the 45
day  period,  no  election  is  made,  all  Series  C  Contract  values  will be
transferred  to Aetna  Variable  Encore Fund, a money market fund.  Please note:
Assets will be invested in money market instruments during this 45 day period.

In the event  Assets reach or exceed $400  million  during the Offering  Period,
ALIAC  reserves  the  right to  prohibit  future  deposits  to Series C. If this
decision  is made,  ALIAC will  notify  Series C's  distributors  that  deposits
received more than 10 calendar days after such  notification  has been sent will
be returned to the distributor.  Only those deposits  post-marked or received on
or  before  the date of  notification  will be  accepted.  In the  event  future
deposits are prohibited, the Guaranteed Period will still not commence until its
scheduled date of December 17, 1996.

In addition, ALIAC reserves the right to continue to accept additional deposits,
including  both new annuity  monies and  internal  variable  annuity  transfers,
during the Guaranteed Period and to discontinue these deposits at its discretion
at any time. In the event of any extraordinary or unusual market conditions such
as a sudden,  abrupt drop in the equity  market  and/or  abrupt rise in the bond
market that, in ALIAC's opinion, could jeopardize the attainment of the Targeted
Return,  ALIAC could immediately  cease to accept  additional  deposits into the
Fund and would notify  distributors and existing  variable annuity  customers of
this  decision  immediately.  If the  decision  to  cease  accepting  additional
deposits is made, ALIAC would accept into the Fund only those deposits which had
been received in good order and deposited into the separate account prior to the
decision to disallow  additional  deposits.  Conversely,  during  normal  market
conditions  so  determined  by ALIAC,  ALIAC will  notify its  distributors  and
existing  variable  annuity  customers  of its decision to close the Fund to new
deposits and will allow additional  deposits  received no more than 10 days from
the date of notification  into the Fund provided market conditions remain normal
during  these 10 days.  Once the  decision to close the Fund to new deposits has
been made, the Fund may not reopen for new deposits.

Equity Component

With  the  Equity  Component,  ALIAC  seeks to  maximize  total  return  through
investment  in a  diversified  portfolio  of common  and  preferred  stocks  and
securities  convertible  into  common and  preferred  stocks  believed  to offer
above-average growth potential.  It is anticipated that capital appreciation and
investment income will both be major factors in achieving total return.

The Equity  Component  may also  invest to a limited  extent in  non-convertible
preferred stocks, debt securities, rights and warrants. The Equity Component may
engage, within specified limits, in the lending of portfolio securities,  in the
writing and  repurchase of covered call  options,  in the buying and disposal of
covered put options,  in the buying and selling of stock index futures contracts
and options thereon,  and in the buying and selling of equity-based  stock index
options for  hedging  purposes.  The Equity  Component  may  maintain a moderate
reserve of cash and  high-grade  short-term  debt  securities  and may invest in
foreign  securities  and  when-issued  and delayed-  delivery  securities.  When
near-term equity market prospects are deemed  unfavorable,  the Equity Component
may place a larger proportion of its investments in high-grade,  short-term debt
instruments,  convertible securities, and common stocks of companies in what are
perceived  to be  relatively  stable  industries.  Both  the  Equity  and  Fixed
Components may borrow money from a bank for temporary or emergency purposes.

Fixed Component

The Fixed  Component  seeks to provide values which,  together with the value of
the Equity  Component  at any given time,  will  enable  Series C to achieve the
Targeted  Return at the Maturity  Date.  The Fixed  Component will be managed so
that its financial  characteristics will, at any point in time, closely resemble
those of a portfolio of zero coupon  bonds which  mature on the  Maturity  Date.
Because the Fixed Component can be invested in a variety of debt securities,  as
described below, the Fixed Component will provide somewhat greater opportunities
and  risks  than if  invested  solely in United  States  Government  securities.
However, ALIAC will not make or retain investments for the Fixed Component which
appear in ALIAC's judgment to present significant credit risks.

The Fixed  Component of Series C will at any time consist  primarily of short-to
intermediate-term  debt  securities,  with the length to maturity  decreasing as
Series C nears its Maturity Date. Through investment in a diversified  portfolio
of such debt  securities,  Series C seeks to maximize total return for the Fixed
Component.

The Fixed Component will primarily consist of:

     (1) Corporate  obligations  which are rated at the time of purchase  within
the four highest grades assigned by Moody's Investors Service,  Inc. (Aaa, Aa, A
or Baa) or Standard & Poor's Corporation (AAA, AA, A or BBB);

     (2) Securities of, or guaranteed by, the U.S. Government, its agencies or
instrumentalities;

     (3)  Obligations  of, or  guaranteed  by,  national  or state banks or bank
holding  companies,  which either are rated in the four highest ratings assigned
by Fitch Investors Services,  Inc. (AAA, AA, A or BBB), or, if not so rated, are
considered by ALIAC to have investment  quality  comparable to securities  which
may be purchased under (1) above;

     (4) Domestic bank  certificates  of deposit of banks having assets (as most
recently reported) in excess of one billion dollars;

     (5) Domestic bankers' acceptances eligible for discounting at the Federal
Reserve System; and

     (6) Commercial paper rated A-1 by Standard & Poor's  Corporation and P-1 by
Moody's  Investors  Service,  Inc. Where yield disparities in the market warrant
it,  Series C may  acquire  commercial  paper  rated  A-2 or P-2 so long as such
investments do not exceed 10% of the total assets of the Fixed Component.

Both the Fixed and Equity  Components may invest in debt  securities with equity
features,  including  convertibles,  and straight  debt  securities  rated below
BBB/Baa  but not lower  than B, which are high risk,  high yield  securities  or
"junk bonds." These  securities  will not exceed 5% of Series C's total Assets.
For  further  information  on  high  risk,  high  yield  securities  please  see
"Investment Techniques, Risk Factors and Other Considerations."

The Fixed  Component may also engage in the lending of portfolio  securities and
may purchase debt securities on a when-issued basis.  Repurchase agreements with
domestic banks and broker-dealers meeting creditworthiness standards approved by
the Trust's Board of Trustees may also be considered for investment.

The relative size of the Fixed  Component's  investments in any grade or type of
securities  will  vary  from  time to time  depending  on a number  of  factors,
including yields for such  securities,  their market supply and general economic
outlook. There can be no assurance that the Fixed Component will show a positive
return.

          INVESTMENT TECHNIQUES, RISK FACTORS AND OTHER CONSIDERATIONS

General Considerations

The different  types of securities  purchased and investment  techniques used by
Series C involve  varying  amounts of risk. For example,  equity  securities are
subject  to a decline  in the stock  market or in the value of the  issuer,  and
preferred  stocks have price risk and some  interest  rate and credit risk.  The
value of debt  securities  may be affected by changes in general  interest rates
and  in  the  creditworthiness  of  the  issuer.  Debt  securities  with  longer
maturities (for example,  over ten years) are generally more affected by changes
in interest rates and provide less price  stability than  securities  with short
term  maturities (for example,  one to ten years).  Also, on each debt security,
the risk of  principal  and interest  default is greater  with  higher-yielding,
lower-grade  securities.  High risk,  high-yield securities may provide a higher
return but with added risk. In addition, foreign securities have various risks,
including currency risk.  Some of the risks involved in the securities acquired
by Series C are discussed in this section.  Additional discussion is contained
in the Statement.

Asset-Backed Securities

Series C may purchase  securities  collateralized by a specified pool of assets,
including,  but not limited to, credit card receivables,  automobile loans, home
equity loans, mobile home loans, or recreational vehicle loans. These securities
are  subject  to  prepayment  risk.  In  periods of  declining  interest  rates,
reinvestment  of prepayment  proceeds would be made at lower and less attractive
interest rates.

Options, Futures and Other Derivative Instruments

A derivative is a financial instrument, the value of which is "derived" from the
performance of an underlying  asset (such as a security or index of securities).
Derivatives  include,  but are not  limited  to,  futures,  options  and forward
contracts.

Series C may engage in various  strategies using derivatives  including managing
its exposure to changing interest rates, securities prices and currency exchange
rates (collectively known as hedging strategies), or, with respect to the Equity
Component,  increasing its investment  return.  For purposes other than hedging,
the Equity Component of Series C will invest no more than 5% of the total assets
of the  Equity  Component  in  derivatives  which  at the time of  purchase  are
considered to involve high risk to Series C.

Series C may buy and sell options contracts  including index options and options
on  foreign  securities.  There is no limit on the  amount of  Series  C's total
assets  that may be  subject  to call  options;  however,  writing a put  option
requires the  segregation of liquid assets to cover the contract.  Series C will
not write a put  option if it will  require  more  than 50% of the  Series'  net
assets  to be  segregated  to cover the put  obligation  nor will it write a put
option if after it is written more than 3% of the Series'  assets would  consist
of put options.

Investments  in futures  contracts  and related  options with respect to foreign
currencies,  fixed income  securities and foreign stock indices may also be made
by Series C. Although  these  investments  are  primarily  made to hedge against
price  fluctuations,  in some cases,  the Equity Component of Series C may buy a
futures  contract  for the purpose of  increasing  its  exposure in a particular
asset class or market  segment,  which  strategy may be considered  speculative.
This strategy is typically used to manage better  portfolio  transaction  costs.
With respect to futures  contracts  or related  options that may be entered into
for speculative purposes, the aggregate initial margin for futures contracts and
premiums  for options  will not exceed 5% of the Equity  Component of Series C's
net assets,  after taking into account realized profits and unrealized losses on
such futures contracts.

Series C may invest in forward contracts on foreign currency  ("forward exchange
contracts").  These contracts may involve  "cross-hedging," a technique in which
the Series  hedges with  currencies  which differ from the currency in which the
underlying asset is denominated.

Series C may also invest in interest rate swap transactions. Interest rate swaps
are subject to credit  risks (if the other party fails to meet its  obligations)
and also  interest rate risks,  because  Series C could be obligated to pay more
under its swap  agreements  than it receives  under them as a result of interest
rate changes.

Derivatives can be volatile  investments and involve certain risks. Series C may
be unable to limit its  losses  by  closing a  position  due to lack of a liquid
market  or  similar  factors.  Losses  may also  occur if there is not a perfect
correlation  between the value of futures or forward  contracts  and the related
securities.  The use of futures may involve a high degree of leverage because of
low margin requirements. As a result, small price movements in futures contracts
may result in immediate and  potentially  unlimited gains or losses to Series C.
Leverage may  exaggerate  losses of principal.  The amount of gains or losses on
investments in futures contracts depends on ALIAC's ability to predict correctly
the  direction  of stock  prices,  interest  rates and other economic factors.

The use of forward  exchange  contracts may reduce the gain that would otherwise
result from a change in the  relationship  between the U.S. dollar and a foreign
currency. In an attempt to limit its risk in forward exchange contracts,  Series
C limits its  exposure  to the amount of its assets  denominated  in the foreign
currency being  cross-hedged.  Cross-hedging  entails a risk of loss on both the
value of the security  that is the basis of the hedge and the currency  contract
that was used in the hedge.  These risks are described in greater  detail in the
Statement.

Options are used to minimize  principal  fluctuation  or to generate  additional
premium  income but they do involve  risks.  Writing  covered call options,  for
example, involves the risk of not being able to effect closing transactions at a
favorable  price  or to  participate  in  the  appreciation  of  the  underlying
securities.  Purchasing  covered  put  options  involves  the risk of losing the
entire purchase price of the option.

High Risk, High-Yield Securities

Series C may invest in high risk,  high-yield  securities,  often  called  "junk
bonds". These securities tend to offer higher yields than investment-grade bonds
because of the additional  risks  associated with them.  These risks include:  a
lack of liquidity;  an unpredictable  secondary market; a greater  likelihood of
default; increased sensitivity to difficult economic and corporate developments;
call provisions which may adversely affect investment  returns;  and loss of the
entire  principal and interest.  Although junk bonds are high risk  investments,
ALIAC may  purchase  these  securities  if they are thought to offer good value.
This may happen if,  for  example,  the rating  agencies  have,  in  ALIAC's
opinion,  misclassified  the bonds or overlooked  the potential for the issuer's
enhanced creditworthiness.

Industry Concentration

Series C will not concentrate  its investments in any one industry,  except that
Series C may  invest  up to 25% of its  total  assets  in  securities  issued by
companies  principally  engaged  in any  one  industry.  For  purposes  of  this
restriction,  finance  companies  will  be  classified  as  separate  industries
according  to the end  users  of their  services,  such as  automobile  finance,
computer  finance  and  consumer  finance.  This  limitation  will not  apply to
securities  issued  or  guaranteed  by the U.S.  Government,  its  agencies  and
instrumentalities.

Additionally,  Series C will not invest more than 5% of its total  assets in the
securities of any one issuer  (excluding  securities issued or guaranteed by the
U.S. Government, its agencies or instrumentalities) or purchase more than 10% of
the outstanding  voting securities of any one issuer.  This restriction  applies
only to 75% of  Series  C's  total  assets.  See the  Statement  for  additional
restrictions.

Foreign Securities

Investments  in  securities  of foreign  issuers or  securities  denominated  in
foreign  currencies  involve risks not present in domestic  markets.  Such risks
include:  currency  fluctuations and related  currency  conversion  costs;  less
liquidity;   price  or  income  volatility;   less  government  supervision  and
regulation of foreign stock exchanges,  brokers and listed  companies;  possible
difficulty  in obtaining  and  enforcing  judgments  against  foreign  entities;
adverse  foreign  political  and  economic  developments;  different  accounting
procedures and auditing standards;  the possible imposition of withholding taxes
on  interest   income   payable  on   securities;   the   possible   seizure  or
nationalization  of foreign  assets;  the  possible  establishment  of  exchange
controls or other foreign laws or restrictions  which might adversely affect the
payment and transferability of principal,  interest and dividends on securities;
higher  transaction  costs;   possible  settlement  delays;  and  less  publicly
available information about foreign issuers.

Mortgage-Backed Securities

Series C may  invest  in  mortgage-backed  and  other  pass-through  securities.
Payments of interest and principal on these  securities  may be guaranteed by an
agency or instrumentality of the U.S. government such as the Government National
Mortgage  Association (GNMA), the Federal Home Loan Mortgage Corporation (FHLMC)
and the Federal National Mortgage Association (FNMA). These securities represent
part ownership of a pool of mortgage loans and principal is scheduled to be paid
back by the borrower  over the length of the loan rather than returned in a lump
sum at maturity.  Series C may also invest in mortgage  pass-through  securities
backed by pools of conventional fixed-rate or adjustable-rate mortgage loans. In
addition,  Series C may invest in collateralized mortgage obligations (CMOs) and
securities  issued  by  real  estate  mortgage   investment  conduits  (REMICs).
Mortgage-backed  securities  are also  subject  to the same  prepayment  risk as
asset-backed securities.

Repurchase Agreements

Under a  repurchase  agreement,  Series C may  acquire a debt  instrument  for a
relatively short period subject to an obligation by the seller to repurchase and
by Series C to resell the  instrument  at a fixed  price and time.  Series C may
enter into repurchase  agreements with domestic banks and  broker-dealers.  Such
agreements,  although fully collateralized,  involve the risk that the seller of
the  securities may fail to repurchase  them. In that event,  Series C may incur
costs in  liquidating  the  collateral or a loss if the  collateral  declines in
value.  If the  default on the part of the seller is due to  insolvency  and the
seller initiates  bankruptcy  proceedings,  the ability of Series C to liquidate
the collateral may be delayed or limited.  The Board of Trustees has established
credit standards for repurchase transactions entered into by Series C.

Securities Lending

Series C may lend its  portfolio  securities;  however,  the value of the loaned
securities  (together  with all other  assets that are loaned,  including  those
subject to repurchase  agreements) may not exceed  one-third of Series C's total
assets. Series C will not lend portfolio securities to affiliates.  Though fully
collateralized,  lending portfolio securities involves certain risks,  including
the possibility that Series C may incur costs in liquidating the collateral or a
loss if the collateral  declines in value.  In the event of a disparity  between
the value of the loaned  security and the  collateral,  there is the  additional
risk that the borrower may fail to return the  securities or provide  additional
collateral.

Borrowing

Series C may borrow  money  from  banks,  but only for  temporary  or  emergency
purposes  in an  amount  up to 15% of the  value  of  Series  C's  total  assets
(including the amount  borrowed),  valued at the lesser of cost or market,  less
liabilities  (not including the amount  borrowed),  at the time the borrowing is
made.  When borrowings  exceed 5% of Series C's total assets,  Series C will not
make additional investments.

Series C does not intend to borrow for leveraging purposes. It has the authority
to do so, but only if, after the borrowing,  the value of Series C's net assets,
including  proceeds  from the  borrowings,  is  equal  to at  least  300% of all
outstanding borrowings. Leveraging can increase the volatility of Series C since
it exaggerates  the effects of changes in the value of the securities  purchased
with the borrowed funds.

Illiquid and Restricted Securities

Series C may  invest  up to 15% of its  total  assets  in  illiquid  securities.
Illiquid  securities are securities that are not readily marketable or cannot be
disposed of promptly  within seven days and in the  ordinary  course of business
without taking a materially  reduced price. In addition,  Series C may invest in
securities  that are  subject to legal or  contractual  restrictions  on resale,
including  securities  purchased  under  Rule  144A  and  Section  4(2)  of  the
Securities Act of 1933.

Because of the absence of a trading  market for illiquid and certain  restricted
securities,  it may take  longer to  liquidate  these  securities  than it would
unrestricted,  liquid  securities.  Series C may  realize  less than the  amount
originally  paid by  Series  C for the  security.  The  Board  of  Trustees  has
established a policy to monitor the liquidity of such securities.

Depositary Receipts

Series C can invest in depositary  receipts  which are  negotiable  certificates
evidencing ownership of shares of a non-U.S. corporation, government, or foreign
subsidiary  of a U.S.  corporation.  A U.S.  bank  typically  issues  depositary
receipts,  which are backed by ordinary  shares  that  remain on deposit  with a
custodian bank in the issuer's home market.  A depositary  receipt can either be
"sponsored" by the issuing company or established without the involvement of the
company, which is referred to as "unsponsored." Unsponsored depositary receipts,
which are typically traded in the  over-the-counter  market,  may be less liquid
than  sponsored  depositary  receipts and  therefore  may involve more risk.  In
addition,  there may be less information  available about issuers of unsponsored
depositary receipts.

Series C will generally acquire American  Depositary Receipts ("ADRs") which are
dollar  denominated,  although their market price is subject to  fluctuations of
the foreign  currency in which the underlying  securities are  denominated.  All
depositary receipts will be considered foreign securities for purposes of Series
C's investment limitation concerning investment in foreign securities.
See the Statement for more information.

Variable Rate Instruments, When-Issued and Delayed Delivery Transactions

A variable rate instrument is an instrument which provides for the adjustment of
its interest  rate on set dates and which can  reasonably  be expected to have a
market value close to par value.  A when-issued  transaction is one that is made
as of a current date, but  conditioned on the actual issuance of a security that
is authorized but not yet issued.  A  delayed-delivery  transaction is one where
both parties  agree that the  security  will be  delivered  and the  transaction
completed at a future date.

When-issued,  delayed-delivery  and variable rate  instruments may be subject to
liquidity  risks and  risks of loss of  principal  due to  market  fluctuations.
Series C will  establish a segregated  account in which it will maintain  liquid
assets  in an  amount  at least  equal to Series  C's  commitments  to  purchase
securities on a when-issued  or  delayed-delivery  basis.  For more  information
about these securities, see the Statement.

Proprietary Software

The proprietary software programs will consider factors such as current interest
rates,  estimated transaction costs, time to Maturity Date and market volatility
based on experience and historical market performance to determine the Asset mix
between  the Equity and Fixed  Components.  This  software is not used to select
particular securities or to predict market performance.

Portfolio Turnover

Portfolio  turnover  refers to the frequency of portfolio  transactions  and the
percentage of portfolio assets being bought and sold in the aggregate during the
year.  Although  Series C does not  purchase  securities  with the  intention of
profiting from short-term trading, it may buy and sell securities when ALIAC (or
Aeltus)  believes such action is advisable.  It is anticipated  that the average
annual  turnover rate of Series C may exceed 125%.  Turnover  rates in excess of
125% may result in higher  transaction costs (which are borne directly by Series
C) and a possible  increase in short-term  capital  gains (or losses).  See "Tax
Status" in the Statement.

                             MANAGEMENT OF THE FUND

Trustees

The  operations  of Series C are  managed  under the  direction  of the Board of
Trustees  (Trustees).  The Trustees set broad policies for Series C. Information
about the Trustees of the Trust is found in the Statement.

Investment Adviser

ALIAC  serves as the  Investment  Adviser  for Series C. ALIAC is a  Connecticut
insurance  corporation  with its  principal  offices at 151  Farmington  Avenue,
Hartford,  Connecticut  06156,  and is registered  with the SEC as an investment
adviser. As of June 30, 1996, ALIAC managed over $22 billion in assets. ALIAC is
an indirect wholly-owned subsidiary of Aetna Retirement Services, Inc., which is
in turn an indirect wholly-owned subsidiary of Aetna Inc.

Under the terms of the Investment Advisory Agreement between the Trust and ALIAC
with respect to Series C, ALIAC, subject to the supervision of the Trustees,  is
obligated to manage and oversee the Trust's day-to-day  operations and to manage
the investments of Series C.

The Investment  Advisory  Agreement  gives ALIAC broad latitude in selecting
securities for Series C subject to the Trustees' oversight. Under the Investment
Advisory  Agreement,  ALIAC may  delegate to a subadviser  its  functions in
managing  the  investments  of Series  C,  subject  to  ALIAC's  oversight.  The
Investment  Advisory  Agreement  allows ALIAC to place trades through brokers of
its choosing and to take into consideration the quality of the brokers' services
and execution, as well as services such as research,  providing equipment to the
Trust, or paying Trust expenses,  in setting the amount of commissions paid to a
broker.  ALIAC will only use these  commissions for services and expenses to the
extent authorized by applicable law and by the rules and regulations of the SEC.
ALIAC  receives a monthly  fee from  Series C of .60% of the  average  daily net
assets of Series C during the Guaranteed Period and of .25% of the average daily
net assets of Series C during the Offering Period.

Under the Investment Advisory  Agreement,  ALIAC has agreed to reduce its fee or
reimburse  Series C if the  expenses  borne by Series C would exceed the expense
limitations  of any  jurisdiction  in which Series C's shares are  qualified for
sale. ALIAC is not obligated to reimburse Series C for any expenses which exceed
the amount of its advisory fee for that year. The Investment  Advisory Agreement
also provides that ALIAC is responsible for all of its own costs including costs
of ALIAC's personnel required to carry out its investment advisory duties.

Subadviser

The Fund and ALIAC have engaged  Aeltus as Subadviser  of Series C of the Fund.
Aeltus is a Connecticut  corporation  with its principal  offices located at 242
Trumbull  Street,  Hartford,  Connecticut  06103-1205.  Aeltus  is  an  indirect
wholly-owned subsidiary of Aetna Retirement Services,  Inc., which is in turn an
indirect  wholly-owned  subsidiary  of Aetna  Inc.  Aeltus is  registered  as an
investment adviser with the SEC.

Under the Subadvisory  Agreement,  Aeltus is responsible for managing the assets
of Series C of the Fund in accordance  with Series C's investment  objective and
policies  subject to the supervision of ALIAC, the Fund and the Fund's Trustees.
Aeltus  determines what securities and other  instruments are purchased and sold
by  Series  C  of  the  Fund  and  handles   certain   related   accounting  and
administrative functions,  including determining Series C's net asset value on a
daily basis and preparing and providing  such reports,  data and  information as
ALIAC or the Trustees request from time to time.

ALIAC  has  overall   responsibility   for  monitoring  the  investment  program
maintained  by Aeltus for  compliance  with  applicable  laws  and regulations,
and Series C's investment objective and policies.

The Subadvisory  Agreement  gives Aeltus broad latitude in selecting  securities
for Series C subject to the ALIAC's oversight.  The Agreement also allows Aeltus
to place trades through  brokers of its choosing and to take into  consideration
the quality of the brokers' services and execution,  as well as services such as
research and providing equipment or paying Trust expenses, in setting the amount
of commissions paid to a broker. The use of research and expense  reimbursements
in determining and paying commissions is referred to as "soft dollar" practices.
Aeltus  will only use soft  dollars  for  services  and  expenses  to the extent
authorized under the Investment  Advisory  Agreement,  but only as authorized by
applicable law and the rules and regulations of the SEC.

The Subadvisory Agreement provides that ALIAC will pay Aeltus a fee at an annual
rate of up to .375% of the average daily net assets of Series C. This fee is not
charged  back to,  or paid  by,  Series  C; it is paid by  ALIAC  out of its own
resources,  including  fees and charges it receives from or in  connection  with
Series C.

The Subadvisory Agreement requires Aeltus to reduce its fee if ALIAC is required
to reduce its fee under the Investment Advisory  Agreement.  ALIAC has agreed to
reduce its fee or  reimburse  Series C if the  expenses  borne by Series C would
exceed the expense  limitations of any  jurisdiction  in which Series C's shares
are qualified for sale.  ALIAC would not be obligated to reimburse  Series C for
any expenses  which  exceed the amount of its  advisory  fee for that year.  The
Subadvisory Agreement obligates Aeltus to reduce its fee by approximately 60% of
the amount of ALIAC's fee reduction.

Portfolio Management and Performance

The  following   individuals  are  primarily   responsible  for  the  day-to-day
management of Series C.

Geoffrey A. Brod will be responsible for managing the Equity Component of Series
C.  Mr.  Brod,  Vice  President,   Aeltus,  has  over  30  years  experience  in
quantitative  applications  and  has  over  9  years  of  experience  in  equity
investing. Mr. Brod has been with Aetna since 1966.

Jeanne Wong-Boehm will be responsible for managing the Fixed Component of Series
C. Ms. Wong-Boehm,  Managing Director,  Aeltus,  joined Aetna in 1983 as a fixed
income   portfolio   analyst,   and   shortly   thereafter   assumed   portfolio
responsibility  for various general  account  segments within the Aetna group of
companies.


                           GET Series "A" Performance


The following shows in tabular form the graph which appears here:
(000s omitted)

<TABLE>
<CAPTION>
<S>                          <C>                            <C>                           <C>
                             GET A                          S&P 500                       Lehman Aggregate

Aug - 87                     10.01                          10.37                              9.95
Nov - 87                     10.11                           7.30                             10.16
Feb - 88                     11.20                           8.57                             10.79
May - 88                     11.25                           8.47                             10.56
Aug - 88                     11.05                           8.53                             10.79
Nov - 88                     11.42                           9.01                             11.10
Feb - 89                     11.98                           9.59                             11.19
May - 89                     13.15                          10.74                             11.78
Aug - 89                     14.14                          11.87                             12.21
Nov - 89                     14.26                          11.79                             12.69
Feb - 90                     13.86                          11.40                             12.62
May - 90                     15.12                          12.53                             12.88
Aug - 90                     14.14                          11.28                             13.09
Nov - 90                     14.39                          11.38                             13.66
Feb - 91                     16.05                          13.08                             14.16
May - 91                     16.73                          14.00                             14.50
Aug - 91                     16.78                          14.32                             15.01
Nov - 91                     16.66                          13.70                             15.62
Feb - 92                     17.94                          15.17                             15.97
May - 92                     18.15                          15.39                             16.30
Aug - 92                     18.17                          15.45                             17.03
Nov - 92                     18.51                          16.22                             17.01
</TABLE>

The above graph reflects the results of a $10,000  investment in Series A of the
Aetna GET Fund from its  inception,  August 17, 1987 through its  liquidation on
November  30,  1992.  It should be noted that the stock  market fell  sharply on
October 19, 1987.  Series A was invested in money market securities at that time
and was not affected by the fall. This explains the large divergence between the
performance of Series A noted above and  performance of the S&P 500 index during
the first  months of Series A  operations.  The  above  information  takes  into
account the  advisory fee payable  under Series A of .50%.  The advisory fee for
Series C of the Aetna GET Fund offered by this  prospectus is .60%.  Neither the
Series A  administrative  services charge,  nor the separate  account  insurance
charges  are  reflected  in the graph  above.  If this  performance  information
included the effect of such  charges,  the  performance  numbers  shown would be
lower.  Please  refer to your  Contract  prospectus  for Contract  charges.  The
percentage mix of fixed income and equity  securities in Series C is expected to
be different than that of Series A, since it is based on the economic factors at
the beginning of the Guaranteed Period of the Series.


                           GET Series "B" Performance

The following shows in tabular form the graph which appears here:
(000s omitted)

<TABLE>
<CAPTION>
<S>                          <C>                            <C>                           <C>
                             GET B                          S&P 500                       Lehman Aggregate

Jul - 94                     10.25                          10.33                             10.20
Sep - 94                     10.23                          10.49                             10.06
Dec - 94                     10.18                          10.49                             10.10
Mar - 95                     10.75                          11.51                             10.61
Jun - 95                     11.66                          12.61                             11.26
Sep - 95                     12.50                          13.61                             11.48
Dec - 95                     13.07                          14.43                             11.97
Mar - 96                     13.86                          15.20                             11.75
Jun - 96                     14.44                          15.88                             11.82
</TABLE>

The above graph reflects the results of a $10,000  investment in Series B of the
Aetna GET Fund from its  inception,  July 1, 1994  through  June 30,  1996.  The
maturity  date of Series B is June 30, 1999.  The above  information  takes into
account the advisory fee payable under Series B of .75%, which is .15% higher
than the  advisory  fee to be paid with  respect  to Series C.  Neither  the
Series B administrative  services charge,  nor the separate account insurance
charges are reflected  in the graph  above.  If this  performance  information
included the effect of such charges,  the  performance  numbers shown would be
lower.  Please refer to your Contract  prospectus for Contract  charges.  The
percentage mix of fixed income and equity  securities in Series C is expected
to be different than that of Series B, since it is based on the economic
factors at the beginning of the Guaranteed Period of the Series.

Expenses and Trust Administration

Under an Administrative  Services  Agreement with the Trust,  ALIAC provides all
administrative  services  necessary for Series C's operations and is responsible
for the  supervision of Series C's other service  providers.  ALIAC also assumes
all  ordinary  recurring  direct  costs of  Series C,  such as  custodian  fees,
trustees' fees, transfer agency costs and accounting expenses.  For the services
provided under the Administrative  Services Agreement,  ALIAC receives an annual
fee,  payable  monthly,  at a rate of 0.15% of the  average  daily net assets of
Series C.

                               GENERAL INFORMATION

Declaration of Trust

The Trust is a diversified,  open-end management investment company organized as
a  "series-type"  business trust under  Massachusetts  law on March 9, 1987. The
Declaration  of Trust  ("Declaration")  provides  for the  issuance  of multiple
series of shares,  each  representing a portfolio of investments  with different
investment objectives, policies and restrictions.

The Declaration  contains an express  disclaimer for  shareholder  liability for
acts or  obligations  of the Trust under  Massachusetts  law, and requires  that
notification  of such be  given  in each  agreement,  obligation  or  instrument
entered into by the Trust or the Trustees.

Capital Stock

The  Declaration  permits the Trustees to issue an unlimited  number of full and
fractional shares of beneficial interest in each series of the Trust. All shares
are nonassessable, transferable and redeemable. There are no preemptive rights.

Shareholder Meetings

The Trust is not required to hold annual shareholder  meetings.  The Declaration
provides for meetings of  shareholders to elect Trustees at such times as may be
determined by the Trustees or as required by the Investment Company Act of 1940.
If requested by the holders of at least 10% of a series' outstanding shares, the
series will hold a shareholder  meeting for the purpose of voting on the removal
of one or more  Trustees  and will assist  with  communication  concerning  that
shareholder meeting.

Voting Rights

Shareholders  are  entitled to one vote for each full share held and  fractional
votes for fractional  shares held on matters  submitted to the shareholders of a
series.  Voting rights are not  cumulative.  ALIAC's  separate  accounts are the
shareholders  of Series C under a variable  annuity  contract,  not the contract
holder. ALIAC does, however, provide variable annuity contract holders the right
to direct the voting of shares at shareholder meetings to the extent required by
law.

                          DISTRIBUTIONS AND TAX STATUS

Dividends and distributions made by Series C to ALIAC are taxable, if at all, to
ALIAC;  they are not  taxable to variable  annuity  contract  holders.  Series C
intends to make such  distributions,  which will be automatically  reinvested in
additional Series C shares at the net asset value thereof.

Series C intends to qualify as a "regulated  investment company" (RIC) under the
Internal Revenue Code of 1986, as amended (Code). As a RIC, Series C will not be
liable for federal  income taxes on that part of its net  investment  income and
net capital  gains,  if any,  distributed to  shareholders.  Series C intends to
maintain  diversification  of  investments  as  required by the Code in order to
qualify as a RIC.

Series C also intends to comply with the diversification requirements of Section
817(h) of the Code for variable  annuity  contracts so that the Contract  owners
should not be subject to federal tax on  distributions  of dividends  and income
from Series C to the insurance company separate accounts. Contract owners should
review the Contract prospectus for information regarding the tax consequences to
them of purchasing a Contract.

                          SALE AND REDEMPTION OF SHARES

Shares are sold and  redeemed  at their net asset  value next  determined  after
receipt of a purchase or redemption order in acceptable form. No sales charge or
redemption charge is made. Registered  representatives of broker-dealers selling
the shares of Series C may  participate  in sales  contests  sponsored  by ALIAC
and/or its  affiliates  for which prizes will be awarded  based on sales volumes
achieved.

During the  Offering  Period,  Assets of Series C will be  invested  entirely in
money market instruments.


                                 NET ASSET VALUE

The net asset  value per share (NAV) of Series C is  determined  as of 4:15 p.m.
Eastern  time on each day that the New York Stock  Exchange is open for trading.
The NAV is computed by dividing the total value of Series C's  securities,  plus
any cash or other  assets  (including  dividends  and  interest  accrued but not
collected) and subtracting all liabilities  (including  accrued  expenses),  and
dividing the total by the number of shares outstanding. Portfolio securities are
valued primarily by independent  pricing services,  based on market  quotations.
Short-term  debt  instruments  maturing  in  less  than 60 days  are  valued  at
amortized  cost.   Securities  for  which  market  quotations  are  not  readily
available,  are valued at their fair value in such  manner as may be  determined
under the authority of the Trustees.


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