EXHIBIT 10.2 AETNA 151 Farmington Avenue, RE6A Alfred P. Quirk, Jr. Hartford, CT 06156 Vice President, Finance (860) 273-1322 Fax: (806) 273-1314 October 22, 1996 Jerry J. Fall Morgan Guaranty Trust Company of New York 60 Wall Street, 23rd Floor New...

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                                                      EXHIBIT 10.2

AETNA      000 Xxxxxxxxxx Xxxxxx, XX0X     Xxxxxx X. Xxxxx, Xx.
           Xxxxxxxx, XX  00000             Vice President, Finance
                                           (000) 000-0000
                                           Fax: (000) 000-0000



October 22, 1996


Xxxxx X. Fall
Xxxxxx Guaranty Trust Company of New York
00 Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX  00000


Dear Xxxxx,

Pursuant to Section 2.07(c) of the $2.5 billion Credit Agreement 
(the "Credit Agreement") dated as of June 28, 1996, among Aetna 
Life and Casualty Company (renamed Aetna Services, Inc) as the 
Borrower and Aetna Inc. as Guarantor, the Banks listed therein and 
Xxxxxx Guaranty Trust Company of New York, as Administrative 
Agent, the Borrower hereby requests the ratable reduction of the 
outstanding Commitments by $1 billion.  Following this reduction, 
the remaining outstanding Commitments under the Credit Agreement 
shall be $1.5 billion.

As provided in Section 2.07(c), this reduction shall be effective 
three Domestic Business Days from the date hereof.

Capitalized terms used in this letter shall have the meanings as 
set forth in the Credit Agreement.



Sincerely,


/s/ Xxxxxx X. Xxxxx, Xx.
________________________
       (Signature)      
Xxxxxx X. Xxxxx, Xx.