8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 8, 2006

CIGNA Corporation

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 1-08323 (Commission File Number) 06-1059331 (IRS Employer Identification No.)

Two Liberty Place, 1601 Chestnut Street

Philadelphia, Pennsylvania 19192

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:

(215) 761-1000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On December 8, 2006, CIGNA Corporation (the “Company”) issued a press release announcing that it has reached an agreement to resolve claims filed in federal court against the Company and certain of its officers in 2002 on behalf of a class of CIGNA shareholders (the “Shareholder Litigation”). In the release, the Company also confirmed that the settlement would not affect its consolidated adjusted income from operations estimates for 2006. Accordingly, CIGNA reconfirms its consolidated adjusted income from operations estimates for full years 2006 and 2007 and its expectations regarding membership results, as discussed on the Company's November 1, 2006 conference call. A transcript of the November 1^st call is available at http://www.cigna.com/general/about/investor/release/3Q06_Transcript.pdf.

Adjusted income from operations is net income excluding realized investment results and special items. Information is not available for management to reasonably estimate future realized investment gains (losses) due in part to interest rate and stock market volatility and other internal and external factors. In addition to the settlement of the Shareholder Litigation, special items for full year 2006 could include potential charges associated with cost reduction initiatives. Special items for full year 2007 could include potential charges associated with matters in litigation. Other than these items, information is not available for management to identify or reasonably estimate 2006 or 2007 special items.

A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein. The description of the press release contained herein is qualified in its entirety by the full text of such exhibit.

CAUTIONARY STATEMENT FOR PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

CIGNA and its representatives may from time to time make written and oral forward-looking statements, including statements contained in press releases, in CIGNA’s filings with the Securities and Exchange Commission, in its reports to shareholders and in meetings with analysts and investors. Forward-looking statements may contain information about financial prospects, economic conditions, trends and other uncertainties. These forward-looking statements are based on management’s beliefs and assumptions and on information available to management at the time the statements are or were made. Forward-looking statements include but are not limited to the information concerning possible or assumed future operating performance improvements, trends, and in particular, CIGNA's cost reduction programs and activities, litigation and other legal matters, operational improvement in the health care operations, and the outlook for CIGNA's full year 2006 and 2007 results. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believe,” “expect,” “plan,” “intend,” “anticipate,” “estimate,” “predict,” “potential,” “may,” “should,” or similar expressions.

You should not place undue reliance on these forward-looking statements. CIGNA cautions that actual results could differ materially from those that management expects, depending on the outcome of certain factors. Some factors that could cause actual results to differ materially from the forward-looking statements include:

1.	risks associated with reaching final agreement and release related to the settlement of the Shareholder Litigation, such as the failure of the parties to negotiate and execute a final settlement agreement; failure of the court to approve the agreement; and uncertainty relating to estimating insurance recoveries, costs to defend and shareholder opt-out experience;
2.	increased medical costs that are higher than anticipated in establishing premium rates in CIGNA’s health care operations, including increased use and costs of medical services;
3.	increased medical, administrative, technology or other costs resulting from new legislative and regulatory requirements imposed on CIGNA’s employee benefits businesses;

4.	challenges and risks associated with implementing the improvement initiatives in the health care operations, the organizational realignment and the reduction of overall CIGNA and health care cost structure, including that operational efficiencies and medical cost benefits do not emerge as expected and that medical membership does not grow as expected;
5.	risks associated with pending and potential state and federal class action lawsuits, purported securities class action lawsuits, disputes regarding reinsurance arrangements, other litigation and regulatory actions challenging CIGNA’s businesses and the outcome of pending government proceedings and federal tax audits;
6.	heightened competition, particularly price competition, which could reduce product margins and constrain growth in CIGNA’s businesses, primarily the health care business;
7.	significant changes in interest rates;
8.	downgrades in the financial strength ratings of CIGNA’s insurance subsidiaries, which could, among other things, adversely affect new sales and retention of current business;
9.	limitations on the ability of CIGNA's insurance subsidiaries to dividend capital to the parent company as a result of downgrades in the subsidiaries’ financial strength ratings, changes in statutory reserve or capital requirements or other financial constraints;
10.	inability of the program adopted by CIGNA to substantially reduce equity market risks for reinsurance contracts that guarantee minimum death benefits under certain variable annuities (including possible market difficulties in entering into appropriate futures contracts and in matching such contracts to the underlying equity risk);
11.	adjustments to the reserve assumptions (including lapse, partial surrender, mortality, interest rates and volatility) used in estimating CIGNA's liabilities for reinsurance contracts that guarantee minimum death benefits under certain variable annuities;
12.	adjustments to the assumptions (including annuity election rates and reinsurance recoverables) used in estimating CIGNA’s assets and liabilities for reinsurance contracts that guarantee minimum income benefits under certain variable annuities;
13.	significant stock market declines, which could, among other things, result in increased pension expenses in CIGNA’s pension plan in future periods and the recognition of additional pension obligations;
14.	unfavorable claims experience related to workers’ compensation and personal accident exposures of the run-off reinsurance business, including losses attributable to the inability to recover claims from retrocessionaires;
15.	significant deterioration in economic conditions, which could have an adverse effect on CIGNA’s operations and investments;
16.	changes in federal laws, such as amendments to income tax laws, which could affect the taxation of employer provided benefits, and pension legislation, which could increase pension cost;
17.	potential public health epidemics and bio-terrorist activity, which could, among other things, cause our covered medical and disability expenses, pharmacy costs and mortality experience to rise significantly, and cause operational disruption, depending on the severity of the event and number of individuals affected;
18.	risks associated with security or interruption of information systems, which could among other things cause operational disruption;
19.	challenges and risks associated with the successful management of CIGNA's outsourcing projects or key vendors, including the agreement with IBM for provision of technology infrastructure and related services; and
20.	risk factors detailed in CIGNA's Form 10-Q for the quarter ended September 30, 2006 and Form 10-K for the year ended December 31, 2005, including the Cautionary Statement in Management’s Discussion and Analysis.

This list of important factors is not intended to be exhaustive. Other sections of the annual report on Form 10-K and Form 10-Q, including the “Risk Factors” section and other documents filed with the Securities and Exchange Commission include both expanded discussion of these factors and additional risk factors and uncertainties that could preclude CIGNA from realizing the forward-looking statements. CIGNA does not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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

	CIGNA CORPORATION
Date: December 8, 2006	By: /s/ Michael W. Bell
	Michael W. Bell
	Executive Vice President and
	Chief Financial Officer

Index to Exhibits

Number	Description	Method of Filing
99.1	CIGNA Corporation	Furnished herewith.
	news release dated
	December 8, 2006.

EX-99.1

Exhibit 99.1

News Release

FOR IMMEDIATE RELEASE

CONTACT:	Wendell Potter, 215.761.4450
	Wendell.potter@cigna.com

CIGNA Reaches Agreement In A 2002 Securities Class Action Suit

PHILADELPHIA, December 8, 2006—CIGNA announced today that it has reached an agreement to resolve claims filed in federal court against the company and certain of its officers in 2002 on behalf of a class of CIGNA shareholders.

The settlement, which specifies $93 million to be paid to the plaintiffs and their attorneys, is subject to a definitive written agreement by the parties and approval by the U.S. District Court for the Eastern District of Pennsylvania. The settlement is also dependent upon a certain level of class participation. A fairness hearing before the Court is expected to be held in April 2007 with final approval expected shortly thereafter.

“CIGNA agreed to reach this settlement in order to avoid the time and expense involved in proceeding to trial. It is important to note that, under the terms of the settlement, CIGNA does not admit to any wrongdoing by the company or its officers,” said CIGNA General Counsel Carol Ann Petren.

In connection with the agreement, CIGNA Corporation will take a non-recurring charge in the fourth quarter of 2006 of approximately $25 million after tax. The estimated charge includes certain costs to defend and is net of expected insurance recoveries.

The charge will be reported as a special item and will not affect the company’s 2006 estimate of consolidated adjusted income from operations which we have previously estimated at between $995 million to $1.035 billion. Adjusted income from operations excludes special items and realized investment results. Information is not currently available for management to reasonably estimate realized investment results or other special items and therefore management is not able to reasonably estimate fourth quarter 2006 GAAP net income. Other special items for the fourth quarter 2006, as previously communicated, could include charges associated with cost reduction initiatives.

CIGNA Corporation (NYSE: CI), headquartered in Philadelphia, and its subsidiaries constitute one of the largest publicly-owned providers of health care, disability, life and accident insurance benefits in the United States and selected markets around the world. Web site: http://www.cigna.com.

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