<PAGE>   1
       As filed with the Securities and Exchange Commission on January 4, 1994
                                                    Registration No. 33 - -----

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                     Under

                           THE SECURITIES ACT OF 1933

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

DELAWARE                                                   06-1059331
(State of incorporation)                                   (I.R.S. Employer
                                                           Identification No.)

          ONE LIBERTY PLACE, 1650 MARKET ST., PHILADELPHIA, PA 19192
             (Address of Principal Executive Offices) (Zip Code)

                        SAVINGS AND INVESTMENT PLUS PLAN
              (Formerly the CIGNA EMPLOYEES MATCHED SAVINGS PLAN)
                            (Full Title of the Plan)

                                 CAROL J. WARD
                              CORPORATE SECRETARY
                               CIGNA CORPORATION
                               ONE LIBERTY PLACE
                                1650 MARKET ST.
                            PHILADELPHIA, PA  19192
                                 (215-761-1000)
  (Name and address, including zip code, and telephone number, including area
                          code, of agent for service)
  ===========================================================================
                        CALCULATION OF REGISTRATION FEE



<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------
  Title of                                          Proposed maximum          Proposed maximum          Amount of
  Securities to be            Amount to be          offering price            aggregate                 registration 
  registered                  registered            per share                 offering price            fee
- --------------------------------------------------------------------------------------------------------------------------
  <S>                         <C>                   <C>                       <C>                       <C>
  Common Stock par 
  value $1.00 per             1,500,000             $ 63.50 (3)               $95,250,000 (3)           $32,846
  share (1)(2)                shares (1)(2)
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) Securities registered hereunder include an equal number of Rights to
    Purchase Junior Participating Preferred Stock, Series D, which are attached
    to the shares of Common Stock referenced above.  In addition, pursuant to
    Rule 416(c) under the Securities Act of 1933, this Registration Statement
    also covers an indeterminate number of plan interests to be offered and
    sold pursuant to the Savings and Investment Plus Plan (the "Plan").  No
    registration fee is required with respect to such securities.

(2) A prior Registration Statement on Form S-8 (Registration No. 2-76445) is
    currently effective with respect to securities which may be issued pursuant
    to the Plan, and is being incorporated herein by reference.  See page 2.

(3) The offering price is estimated solely for purposes of determining the
    registration fee in accordance with Rule 457(h) under the Securities Act of
    1933, on the basis of the average of the high and low prices of the Common
    Stock as reported in the consolidated reporting system of the New York
    Stock Exchange on December 28, 1993.
<PAGE>   2
                              - EXPLANATORY NOTE -


A prior registration statement on Form S-8 (Reg. No. 2-76445) relating to
securities to be issued through the Plan is effective and on file with the
Securities and Exchange Commission.  This new Registration Statement is being
filed for the principal purpose of increasing the number of shares of CIGNA
Corporation Common Stock registered for issuance pursuant to the terms of Plan.
As provided in General Instruction E to Form S-8, to the extent necessary to
include under this Registration Statement any registered but unsold securities
covered by the Plan's former registration statement, such former registration
statement is incorporated herein by reference.





                                     - 2 -
<PAGE>   3
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents have been filed with the Securities and
Exchange Commission (the "Commission") by CIGNA Corporation ("CIGNA") or the
Savings and Investment Plus Plan (the "Plan"), all in accordance with the
provisions of the Securities Exchange Act of 1934, as amended (the "Exchange
Act") (File No. 1-8323), and are incorporated herein by reference:

         (a)  CIGNA's Annual Report on Form 10-K for the year ended December
31, 1992;

         (b)  CIGNA's Quarterly Reports on Form 10-Q for the quarters ended
March 31, June 30 and September 30, 1993;

         (c)  CIGNA's Current Reports on Form 8-K dated January 21, February
16, March 4, March 31, May 3, August 2, November 1, November 19, December 14
and December 21, 1993;

         (d)  The Plan's Annual Report on Form 11-K for the year ended December
31, 1992; and

         (e)  The description of CIGNA's Common Stock contained in CIGNA's
Registration Statement on Form 8-B dated March 22, 1982, the description of
Preferred Stock Purchase Rights contained in CIGNA's Registration Statement on
Form 8-A dated July 28, 1987, as amended by CIGNA's filings on Form 8 dated
August 11, 1987 and March 27, 1989, and any amendment or report filed for the
purpose of updating such descriptions.

         All reports and other documents subsequently filed by CIGNA and the
Plan pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior 
to the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then
remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The legality of the 1,500,000 shares of Common Stock registered hereby
has been passed upon by Thomas W. O'Connell, Esquire.  Mr.  O'Connell was a
full-time employee of CIGNA at the time his opinion was delivered.  As
permitted by Item 8(a) of Form S-8, such opinion relates only to original
issuance securities and not to securities acquired by the Plan on the open
market.





                                     - 3 -
<PAGE>   4
         The legality of the 250,000 shares of Common Stock registered pursuant
to the Plan's former registration statement on Form S-8 (Registration No.
2-76445), which registration statement has been incorporated herein by
reference, has previously been passed upon by counsel to CIGNA in connection
with Post-Effective Amendment No. 2 to such registration statement.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Under Section 145 of the Delaware General Corporation Law, CIGNA is
empowered to indemnify its directors and officers in the circumstances therein
provided.

         Under Article VI of its Bylaws, CIGNA will indemnify any director or
officer of CIGNA, as well as any other persons who serve as directors or
officers of any other entity at the request of CIGNA, to the extent that such
persons' defense to any claim against them in such capacity is successful or to
the extent that they are determined to have acted in good faith and in a manner
such persons reasonably believed to be in or not opposed to the best interests
of CIGNA and, in the case of a criminal proceeding, as to which such persons
had no reasonable cause to believe that such conduct was unlawful.  Article VI
will not provide indemnification to a director or officer who has been adjudged
to be liable to CIGNA, unless a competent court shall determine that such
indemnification is proper.

         CIGNA is insured against liabilities which it may incur by reason of
Article VI of its Bylaws.  In addition, directors and officers are insured, at
CIGNA's expense, against some liabilities which might arise out of their
employment and not be subject to indemnification under the Bylaws.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not Applicable.

ITEM 8.  EXHIBITS.

         Documents filed as Exhibits hereto are listed in the Exhibit Index
appearing on page E-1.

         The registrant has previously submitted the Plan to the Internal
Revenue Service and received a favorable determination letter.  The
registrant hereby undertakes to submit the Plan and any amendment thereto to
the Internal Revenue Service in a timely manner and make all changes required
by the Internal Revenue Service in order to qualify the Plan under Section 401
of the Internal Revenue Code.  

ITEM 9. UNDERTAKINGS.

CIGNA hereby undertakes:

         (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:





                                     - 4 -
<PAGE>   5
                    (i)  To include any prospectus required by section 10(a)(3)
                    of the Securities Act of 1933;

                    (ii) To reflect in the prospectus any facts or events
                    arising after the effective date of the registration
                    statement (or the most recent post-effective amendment
                    thereof) which, individually or in the aggregate, represent
                    a fundamental change in the information set forth in the
                    Registration Statement; and


                    (iii) To include any material information with respect to
                    the plan of distribution not previously disclosed in the
                    Registration Statement or any material change to such
                    information in the Registration Statement;

provided, however, that the undertakings set forth in paragraphs (i) and (ii)
above do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic reports
filed by CIGNA Corporation pursuant to section 13 or section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in this
Registration Statement.

         (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof.

         (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
Registration Statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         Insofar as indemnification for liabilities arising under the
Securities Act of 1933 ("the Act") may be permitted to directors, officers and
controlling persons of the registrant pursuant to the provisions described
under item 6 above, or otherwise, the





                                     - 5 -
<PAGE>   6
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.





                                     - 6 -
<PAGE>   7
                                   SIGNATURES

         PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS
AMENDED, THE REGISTRANT CERTIFIES THAT IT HAS REASONABLE GROUNDS TO BELIEVE
THAT IT MEETS ALL OF THE REQUIREMENTS FOR FILING ON FORM S-8 AND HAS DULY
CAUSED THIS  REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF PHILADELPHIA,
COMMONWEALTH OF PENNSYLVANIA, ON THE 31ST DAY OF DECEMBER, 1993.


                               CIGNA CORPORATION


                               By /s/ CAROL J. WARD                         
                                  -------------------------------------
                                           Carol J. Ward
                                           Corporate Secretary


         PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS IN THE
CAPACITIES AND ON THE DATE INDICATED.

 Principal Executive Officer:

    *WILSON H. TAYLOR                 
- ----------------------------------------
     Wilson H. Taylor
     Chairman of the Board, Chief
     Executive Officer and a Director

<TABLE>
<CAPTION>
 Principal Financial Officer:                                        Principal Accounting Officer:
    <S>                                                            <C>
    *JAMES G. STEWART                                                       *GARY A. SWORDS          
 -------------------------------------                               --------------------------------
     James G. Stewart                                                        Gary A. Swords
     Executive Vice President                                                Vice President and
     and Chief Financial Officer                                             Chief Accounting Officer
                                          Directors:

       *ROBERT P. BAUMAN                                                    *GERALD D. LAUBACH        
 --------------------------------------                              ---------------------------------
        Robert P. Bauman                                                     Gerald D. Laubach

       *EVELYN BEREZIN                                                      *PAUL F. OREFFICE         
 -------------------------------------                               ---------------------------------
        Evelyn Berezin                                                       Paul F. Oreffice

       *ROBERT H. CAMPBELL                                                  *CHARLES R. SHOEMATE      
 -------------------------------------                               ---------------------------------
        Robert H. Campbell                                                   Charles R. Shoemate

       *ALFRED C. DECRANE, JR.                                              *LOUIS W. SULLIVAN, M.D.  
 -------------------------------------                               ---------------------------------
        Alfred C. DeCrane, Jr.                                               Louis W. Sullivan, M.D.

       *JAMES F. ENGLISH, JR.                                               *HICKS B. WALDRON         
 -------------------------------------                               ---------------------------------
        James F. English, Jr.                                                Hicks B. Waldron

       *FRANK S. JONES                                                      *EZRA K. ZILKHA           
 -------------------------------------                               ---------------------------------
        Frank S. Jones                                                       Ezra K. Zilkha

       *ROBERT D. KILPATRICK          
 -------------------------------------
        Robert D. Kilpatrick
                                                                     *By /s/ CAROL J. WARD    12/31/93
                                                                         -----------------------------
                                                                             Carol J. Ward        Date
                                                                             Attorney in Fact
</TABLE>





                                     - 7 -
<PAGE>   8
Pursuant to the requirements of the Securities Act of 1933, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on
the 31st day of December, 1993.


                                        SAVINGS AND INVESTMENT PLUS PLAN


                                        By:  /s/ DAVID DURHAM
                                             -----------------
                                             David Durham
                                             Plan Administrator





                                     - 8 -
<PAGE>   9
<TABLE>
<CAPTION>
                                 Exhibit Index

Number            Description                               Method of Filing
- ------            -----------                               ----------------
<S>               <C>                                       <C>
4.1               Restated Certificate of                   Filed as Exhibit 3.1 to
                  Incorporation of CIGNA                    CIGNA Corporation's
                  Corporation as last                       Form 10-Q for the
                  amended October 2, 1990                   quarter ended September
                                                            30, 1990 and 
                                                            incorporated herein 
                                                            by reference.
                                                          
4.2               By-Laws of CIGNA Corporation              Filed as Exhibit 4.2 to
                  as last amended and restated              CIGNA Corporation's
                  December 9, 1991                          Post-Effective 
                                                            Amendment No. 1, dated 
                                                            December 19, 1991, to 
                                                            Form S-8 Registration 
                                                            Statement No. 33-44371 
                                                            and incorporated herein by
                                                            reference.
                                                          
4.3               Form of Common Stock                      Filed as Exhibit 4.5 to 
                  Certificate                               CIGNA Corporation's 
                                                            Registration Statement 
                                                            No. 33-47235 and
                                                            incorporated herein by 
                                                            reference.
                                                          
4.4               Description of Preferred                  Filed as Item 1 and 
                  Stock Purchase Rights,                    Exhibit 1 to CIGNA
                  including the Rights                      Corporation's Form 8-A
                  Agreement dated as of                     Registration Statement
                  July 23, 1987 between                     dated July 28, 1987,
                  CIGNA Corporation and                     such Exhibit 1 amended
                  Morgan Shareholder Services               by CIGNA Corporation's
                  Trust Company                             Amendment No. 1 on
                                                            Form 8 dated August 11,
                                                            1987 and incorporated 
                                                            herein by reference.
                                                          
4.5               Amended description of                    Filed as Item 1 and
                  Preferred Stock Purchase                  Exhibit 2 to CIGNA
                  Rights, including the                     Corporation's Amendment
                  First Amendment to the                    No. 2 on Form 8 dated
                  Rights Agreement dated                    March 27, 1989 and
                  as of March 22, 1989 between              incorporated herein by
                  CIGNA Corporation and Morgan              reference.
                  Shareholder Services Trust              
                  Company                                 
</TABLE>                                                  
                                                            




                                      E-1
<PAGE>   10
<TABLE>                                                     
<S>               <C>                                       <C>
5.1               Opinion of Counsel                        Filed herewith.
                  as to legality of                         
                  securities                                
                                                            
23.1              Consent of Counsel                        Included in
                                                            Exhibit 5.1 filed 
                                                            herewith.
                                                            
23.2              Consent of Price Waterhouse               Filed herewith.
                                                            
24.1              Powers of Attorney                        Filed herewith.
                                                            
24.2              Certified Directors'                      Filed herewith.
                  Resolutions as to                         
                  Signing of Registration                   
                  Statement Pursuant to Powers              
                  of Attorney                               
                                                            
28.1              Reconciliation of Schedule P              Filed as Exhibit 29.1
                  to Total Statutory Reserves               to CIGNA Corporation's
                                                            Form 10-K for the year
                                                            ended December 31,
                                                            1992, and incorporated
                                                            herein by reference.
                                                            
28.2              Schedule P                                Filed as Exhibit 29.2
                                                            to CIGNA Corporation's
                                                            Form 10-K for the year
                                                            ended December 31,
                                                            1992, and incorporated
                                                            herein by reference.
</TABLE>                                                    
                                                            
                                                            



                                      E-2
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{"company-data": {"conformed-name": "CIGNA CORP", "cik": "0000701221", "assigned-sic": "6331", "irs-number": "061059331", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-51791", "film-number": "94500196"}, "business-address": {"street1": "ONE LIBERTY PL 1650 MARKET ST", "street2": "P O BOX 7716", "city": "PHILADELPHIA", "state": "PA", "zip": "19192-1550", "phone": "2157611000"}}
1
       As filed with the Securities and Exchange Commission on January 4, 1994
                                                    Registration No. 33 - -----

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                     Under

                           THE SECURITIES ACT OF 1933

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

DELAWARE                                                   06-1059331
(State of incorporation)                                   (I.R.S. Employer
                                                           Identification No.)

          ONE LIBERTY PLACE, 1650 MARKET ST., PHILADELPHIA, PA 19192
             (Address of Principal Executive Offices) (Zip Code)

                        SAVINGS AND INVESTMENT PLUS PLAN
              (Formerly the CIGNA EMPLOYEES MATCHED SAVINGS PLAN)
                            (Full Title of the Plan)

                                 CAROL J. WARD
                              CORPORATE SECRETARY
                               CIGNA CORPORATION
                               ONE LIBERTY PLACE
                                1650 MARKET ST.
                            PHILADELPHIA, PA  19192
                                 (215-761-1000)
  (Name and address, including zip code, and telephone number, including area
                          code, of agent for service)
  ===========================================================================
                        CALCULATION OF REGISTRATION FEE
- --------------------------------------------------------------------------------------------------------------------------
  Title of                                          Proposed maximum          Proposed maximum          Amount of
  Securities to be            Amount to be          offering price            aggregate                 registration 
  registered                  registered            per share                 offering price            fee
- --------------------------------------------------------------------------------------------------------------------------
Common Stock par 
  value $1.00 per             1,500,000             $ 63.50 (3)               $95,250,000 (3)           $32,846
  share (1)(2)                shares (1)(2)
- ---------------------------------------------------------------------------------------------------------------------------
(1) Securities registered hereunder include an equal number of Rights to
    Purchase Junior Participating Preferred Stock, Series D, which are attached
    to the shares of Common Stock referenced above.  In addition, pursuant to
    Rule 416(c) under the Securities Act of 1933, this Registration Statement
    also covers an indeterminate number of plan interests to be offered and
    sold pursuant to the Savings and Investment Plus Plan (the "Plan").  No
    registration fee is required with respect to such securities.

(2) A prior Registration Statement on Form S-8 (Registration No. 2-76445) is
    currently effective with respect to securities which may be issued pursuant
    to the Plan, and is being incorporated herein by reference.  See page 2.

(3) The offering price is estimated solely for purposes of determining the
    registration fee in accordance with Rule 457(h) under the Securities Act of
    1933, on the basis of the average of the high and low prices of the Common
    Stock as reported in the consolidated reporting system of the New York
    Stock Exchange on December 28, 1993.
2
                              - EXPLANATORY NOTE -

A prior registration statement on Form S-8 (Reg. No. 2-76445) relating to
securities to be issued through the Plan is effective and on file with the
Securities and Exchange Commission.  This new Registration Statement is being
filed for the principal purpose of increasing the number of shares of CIGNA
Corporation Common Stock registered for issuance pursuant to the terms of Plan.
As provided in General Instruction E to Form S-8, to the extent necessary to
include under this Registration Statement any registered but unsold securities
covered by the Plan's former registration statement, such former registration
statement is incorporated herein by reference.

                                     - 2 -
3
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents have been filed with the Securities and
Exchange Commission (the "Commission") by CIGNA Corporation ("CIGNA") or the
Savings and Investment Plus Plan (the "Plan"), all in accordance with the
provisions of the Securities Exchange Act of 1934, as amended (the "Exchange
Act") (File No. 1-8323), and are incorporated herein by reference:

         (a)  CIGNA's Annual Report on Form 10-K for the year ended December
31, 1992;

         (b)  CIGNA's Quarterly Reports on Form 10-Q for the quarters ended
March 31, June 30 and September 30, 1993;

         (c)  CIGNA's Current Reports on Form 8-K dated January 21, February
16, March 4, March 31, May 3, August 2, November 1, November 19, December 14
and December 21, 1993;

         (d)  The Plan's Annual Report on Form 11-K for the year ended December
31, 1992; and

         (e)  The description of CIGNA's Common Stock contained in CIGNA's
Registration Statement on Form 8-B dated March 22, 1982, the description of
Preferred Stock Purchase Rights contained in CIGNA's Registration Statement on
Form 8-A dated July 28, 1987, as amended by CIGNA's filings on Form 8 dated
August 11, 1987 and March 27, 1989, and any amendment or report filed for the
purpose of updating such descriptions.

         All reports and other documents subsequently filed by CIGNA and the
Plan pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior 
to the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then
remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The legality of the 1,500,000 shares of Common Stock registered hereby
has been passed upon by Thomas W. O'Connell, Esquire.  Mr.  O'Connell was a
full-time employee of CIGNA at the time his opinion was delivered.  As
permitted by Item 8(a) of Form S-8, such opinion relates only to original
issuance securities and not to securities acquired by the Plan on the open
market.

                                     - 3 -
4
         The legality of the 250,000 shares of Common Stock registered pursuant
to the Plan's former registration statement on Form S-8 (Registration No.
2-76445), which registration statement has been incorporated herein by
reference, has previously been passed upon by counsel to CIGNA in connection
with Post-Effective Amendment No. 2 to such registration statement.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Under Section 145 of the Delaware General Corporation Law, CIGNA is
empowered to indemnify its directors and officers in the circumstances therein
provided.

         Under Article VI of its Bylaws, CIGNA will indemnify any director or
officer of CIGNA, as well as any other persons who serve as directors or
officers of any other entity at the request of CIGNA, to the extent that such
persons' defense to any claim against them in such capacity is successful or to
the extent that they are determined to have acted in good faith and in a manner
such persons reasonably believed to be in or not opposed to the best interests
of CIGNA and, in the case of a criminal proceeding, as to which such persons
had no reasonable cause to believe that such conduct was unlawful.  Article VI
will not provide indemnification to a director or officer who has been adjudged
to be liable to CIGNA, unless a competent court shall determine that such
indemnification is proper.

         CIGNA is insured against liabilities which it may incur by reason of
Article VI of its Bylaws.  In addition, directors and officers are insured, at
CIGNA's expense, against some liabilities which might arise out of their
employment and not be subject to indemnification under the Bylaws.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not Applicable.

ITEM 8.  EXHIBITS.

         Documents filed as Exhibits hereto are listed in the Exhibit Index
appearing on page E-1.

         The registrant has previously submitted the Plan to the Internal
Revenue Service and received a favorable determination letter.  The
registrant hereby undertakes to submit the Plan and any amendment thereto to
the Internal Revenue Service in a timely manner and make all changes required
by the Internal Revenue Service in order to qualify the Plan under Section 401
of the Internal Revenue Code.  

ITEM 9. UNDERTAKINGS.

CIGNA hereby undertakes:

         (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:

                                     - 4 -
5
                    (i)  To include any prospectus required by section 10(a)(3)
                    of the Securities Act of 1933;

                    (ii) To reflect in the prospectus any facts or events
                    arising after the effective date of the registration
                    statement (or the most recent post-effective amendment
                    thereof) which, individually or in the aggregate, represent
                    a fundamental change in the information set forth in the
                    Registration Statement; and

                    (iii) To include any material information with respect to
                    the plan of distribution not previously disclosed in the
                    Registration Statement or any material change to such
                    information in the Registration Statement;

provided, however, that the undertakings set forth in paragraphs (i) and (ii)
above do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic reports
filed by CIGNA Corporation pursuant to section 13 or section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in this
Registration Statement.

         (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof.

         (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
Registration Statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         Insofar as indemnification for liabilities arising under the
Securities Act of 1933 ("the Act") may be permitted to directors, officers and
controlling persons of the registrant pursuant to the provisions described
under item 6 above, or otherwise, the

                                     - 5 -
6
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                     - 6 -
7
                                   SIGNATURES

         PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS
AMENDED, THE REGISTRANT CERTIFIES THAT IT HAS REASONABLE GROUNDS TO BELIEVE
THAT IT MEETS ALL OF THE REQUIREMENTS FOR FILING ON FORM S-8 AND HAS DULY
CAUSED THIS  REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF PHILADELPHIA,
COMMONWEALTH OF PENNSYLVANIA, ON THE 31ST DAY OF DECEMBER, 1993.

                               CIGNA CORPORATION

                               By /s/ CAROL J. WARD                         
                                  -------------------------------------
                                           Carol J. Ward
                                           Corporate Secretary

         PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS IN THE
CAPACITIES AND ON THE DATE INDICATED.

 Principal Executive Officer:

    *WILSON H. TAYLOR                 
- ----------------------------------------
     Wilson H. Taylor
     Chairman of the Board, Chief
     Executive Officer and a Director
Principal Financial Officer:                                        Principal Accounting Officer:
*JAMES G. STEWART                                                       *GARY A. SWORDS          
 -------------------------------------                               --------------------------------
     James G. Stewart                                                        Gary A. Swords
     Executive Vice President                                                Vice President and
     and Chief Financial Officer                                             Chief Accounting Officer
                                          Directors:

       *ROBERT P. BAUMAN                                                    *GERALD D. LAUBACH        
 --------------------------------------                              ---------------------------------
        Robert P. Bauman                                                     Gerald D. Laubach

       *EVELYN BEREZIN                                                      *PAUL F. OREFFICE         
 -------------------------------------                               ---------------------------------
        Evelyn Berezin                                                       Paul F. Oreffice

       *ROBERT H. CAMPBELL                                                  *CHARLES R. SHOEMATE      
 -------------------------------------                               ---------------------------------
        Robert H. Campbell                                                   Charles R. Shoemate

       *ALFRED C. DECRANE, JR.                                              *LOUIS W. SULLIVAN, M.D.  
 -------------------------------------                               ---------------------------------
        Alfred C. DeCrane, Jr.                                               Louis W. Sullivan, M.D.

       *JAMES F. ENGLISH, JR.                                               *HICKS B. WALDRON         
 -------------------------------------                               ---------------------------------
        James F. English, Jr.                                                Hicks B. Waldron

       *FRANK S. JONES                                                      *EZRA K. ZILKHA           
 -------------------------------------                               ---------------------------------
        Frank S. Jones                                                       Ezra K. Zilkha

       *ROBERT D. KILPATRICK          
 -------------------------------------
        Robert D. Kilpatrick
                                                                     *By /s/ CAROL J. WARD    12/31/93
                                                                         -----------------------------
                                                                             Carol J. Ward        Date
                                                                             Attorney in Fact
- 7 -
8
Pursuant to the requirements of the Securities Act of 1933, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on
the 31st day of December, 1993.

                                        SAVINGS AND INVESTMENT PLUS PLAN

                                        By:  /s/ DAVID DURHAM
                                             -----------------
                                             David Durham
                                             Plan Administrator

                                     - 8 -
9
Exhibit Index

Number            Description                               Method of Filing
- ------            -----------                               ----------------
4.1               Restated Certificate of                   Filed as Exhibit 3.1 to
                  Incorporation of CIGNA                    CIGNA Corporation's
                  Corporation as last                       Form 10-Q for the
                  amended October 2, 1990                   quarter ended September
                                                            30, 1990 and 
                                                            incorporated herein 
                                                            by reference.
                                                          
4.2               By-Laws of CIGNA Corporation              Filed as Exhibit 4.2 to
                  as last amended and restated              CIGNA Corporation's
                  December 9, 1991                          Post-Effective 
                                                            Amendment No. 1, dated 
                                                            December 19, 1991, to 
                                                            Form S-8 Registration 
                                                            Statement No. 33-44371 
                                                            and incorporated herein by
                                                            reference.
                                                          
4.3               Form of Common Stock                      Filed as Exhibit 4.5 to 
                  Certificate                               CIGNA Corporation's 
                                                            Registration Statement 
                                                            No. 33-47235 and
                                                            incorporated herein by 
                                                            reference.
                                                          
4.4               Description of Preferred                  Filed as Item 1 and 
                  Stock Purchase Rights,                    Exhibit 1 to CIGNA
                  including the Rights                      Corporation's Form 8-A
                  Agreement dated as of                     Registration Statement
                  July 23, 1987 between                     dated July 28, 1987,
                  CIGNA Corporation and                     such Exhibit 1 amended
                  Morgan Shareholder Services               by CIGNA Corporation's
                  Trust Company                             Amendment No. 1 on
                                                            Form 8 dated August 11,
                                                            1987 and incorporated 
                                                            herein by reference.
                                                          
4.5               Amended description of                    Filed as Item 1 and
                  Preferred Stock Purchase                  Exhibit 2 to CIGNA
                  Rights, including the                     Corporation's Amendment
                  First Amendment to the                    No. 2 on Form 8 dated
                  Rights Agreement dated                    March 27, 1989 and
                  as of March 22, 1989 between              incorporated herein by
                  CIGNA Corporation and Morgan              reference.
                  Shareholder Services Trust              
                  Company
E-1
10
5.1               Opinion of Counsel                        Filed herewith.
                  as to legality of                         
                  securities                                
                                                            
23.1              Consent of Counsel                        Included in
                                                            Exhibit 5.1 filed 
                                                            herewith.
                                                            
23.2              Consent of Price Waterhouse               Filed herewith.
                                                            
24.1              Powers of Attorney                        Filed herewith.
                                                            
24.2              Certified Directors'                      Filed herewith.
                  Resolutions as to                         
                  Signing of Registration                   
                  Statement Pursuant to Powers              
                  of Attorney                               
                                                            
28.1              Reconciliation of Schedule P              Filed as Exhibit 29.1
                  to Total Statutory Reserves               to CIGNA Corporation's
                                                            Form 10-K for the year
                                                            ended December 31,
                                                            1992, and incorporated
                                                            herein by reference.
                                                            
28.2              Schedule P                                Filed as Exhibit 29.2
                                                            to CIGNA Corporation's
                                                            Form 10-K for the year
                                                            ended December 31,
                                                            1992, and incorporated
                                                            herein by reference.
E-2