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): June 25, 1997


                                 HEALTHSOURCE, INC.
             (Exact Name of Registrant as Specified in Charter)


                                  New Hampshire
               (State or Other Jurisdiction of Incorporation)


             1-11538                                 02-0387748
     (Commission File Number)           (IRS Employer Identification No.)


     Two College Park Drive,                           03106
     Hooksett, New Hampshire                         (Zip Code)
     (Address of Principal Executive Offices)


     Registrant's telephone number, including area code:  (603) 268-7000


                                Not Applicable
         (Former name or former address, if Changed Since Last Report)


     ITEM 1.   CHANGES IN CONTROL OF REGISTRANT.

          On June 25, 1997, CIGNA Corporation, a Delaware corporation
     ("CIGNA"), through CHC Acquisition Corp., a New Hampshire
     corporation and an indirect, wholly owned subsidiary of CIGNA
     ("CHC"), accepted for purchase 63,260,468 shares of the common
     stock, par value $.10 per share (the "Shares"), of Healthsource,
     Inc., a New Hampshire corporation (the "Company"), that had been
     validly tendered and not withdrawn pursuant to CHC's tender offer
     for all of the outstanding Shares at $21.75 per Share, net to the
     seller in cash (the "Offer").  The Offer was made pursuant to an
     Agreement and Plan of Merger (the "Merger Agreement"), dated as of
     February 27, 1997, by and among the Company, CIGNA and CHC, which
     provides for, among other things, the making of the Offer by CHC
     and, following the consummation of the Offer, the merger of CHC with
     and into the Company.

          The Shares purchased pursuant to the Offer constitute
     approximately 98% of the Shares issued and outstanding.

          The aggregate purchase price for the Shares purchased pursuant
     to the Offer was $1,375,915,179.  CHC obtained all funds needed for
     such purchase through a capital contribution from CIGNA or its
     affiliates.  CIGNA obtained such funds from cash-on-hand and short-
     term and long-term borrowings at market interest rates.

          In accordance with the terms of the Merger Agreement, effective
     upon payment being made for the Shares, Merwyn Bagan, M.D., Robert
     H. Bilbro, M.D., J. Harold Chandler, Robert A. Leipold, M.D., Paul
     D. Baron, M.D., Robert S. Cathcart, III, M.D., Daniel F. Eubank,
     M.D., and David W. Schall, M.D. will resign from the Board of
     Directors of the Company, and H. Edward Hanway, Joseph M. Fitzgerald,
     William M. Pastore and W. Allen Schaffer, M.D. will be appointed to
     fill the resulting vacancies.  Norman C. Payson, M.D. and Francis G.
     Middleton, M.D. will remain on the Board of Directors of the Company
     until consummation of the Merger of CHC with and into the Company,
     which is expected to occur on or about July 31, 1997.

          To the knowledge of the Company, there are no arrangements,
     including any pledge by and person of securities of the Company, the
     operation of which may at a subsequent date result in a further
     change in control of the Company.


                                   SIGNATURE

               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.


     Date:  June 26, 1997
                                        HEALTHSOURCE, INC.

                                        By: /s/ Joseph M. Zubretsky
                                           __________________________
                                        Name:   Joseph M. Zubretsky 
                                        Title:  Chief Financial Officer
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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): June 25, 1997

                                 HEALTHSOURCE, INC.
             (Exact Name of Registrant as Specified in Charter)

                                  New Hampshire
               (State or Other Jurisdiction of Incorporation)

             1-11538                                 02-0387748
     (Commission File Number)           (IRS Employer Identification No.)

     Two College Park Drive,                           03106
     Hooksett, New Hampshire                         (Zip Code)
     (Address of Principal Executive Offices)

     Registrant's telephone number, including area code:  (603) 268-7000

                                Not Applicable
         (Former name or former address, if Changed Since Last Report)

     ITEM 1.   CHANGES IN CONTROL OF REGISTRANT.

          On June 25, 1997, CIGNA Corporation, a Delaware corporation
     ("CIGNA"), through CHC Acquisition Corp., a New Hampshire
     corporation and an indirect, wholly owned subsidiary of CIGNA
     ("CHC"), accepted for purchase 63,260,468 shares of the common
     stock, par value $.10 per share (the "Shares"), of Healthsource,
     Inc., a New Hampshire corporation (the "Company"), that had been
     validly tendered and not withdrawn pursuant to CHC's tender offer
     for all of the outstanding Shares at $21.75 per Share, net to the
     seller in cash (the "Offer").  The Offer was made pursuant to an
     Agreement and Plan of Merger (the "Merger Agreement"), dated as of
     February 27, 1997, by and among the Company, CIGNA and CHC, which
     provides for, among other things, the making of the Offer by CHC
     and, following the consummation of the Offer, the merger of CHC with
     and into the Company.

          The Shares purchased pursuant to the Offer constitute
     approximately 98% of the Shares issued and outstanding.

          The aggregate purchase price for the Shares purchased pursuant
     to the Offer was $1,375,915,179.  CHC obtained all funds needed for
     such purchase through a capital contribution from CIGNA or its
     affiliates.  CIGNA obtained such funds from cash-on-hand and short-
     term and long-term borrowings at market interest rates.

          In accordance with the terms of the Merger Agreement, effective
     upon payment being made for the Shares, Merwyn Bagan, M.D., Robert
     H. Bilbro, M.D., J. Harold Chandler, Robert A. Leipold, M.D., Paul
     D. Baron, M.D., Robert S. Cathcart, III, M.D., Daniel F. Eubank,
     M.D., and David W. Schall, M.D. will resign from the Board of
     Directors of the Company, and H. Edward Hanway, Joseph M. Fitzgerald,
     William M. Pastore and W. Allen Schaffer, M.D. will be appointed to
     fill the resulting vacancies.  Norman C. Payson, M.D. and Francis G.
     Middleton, M.D. will remain on the Board of Directors of the Company
     until consummation of the Merger of CHC with and into the Company,
     which is expected to occur on or about July 31, 1997.

          To the knowledge of the Company, there are no arrangements,
     including any pledge by and person of securities of the Company, the
     operation of which may at a subsequent date result in a further
     change in control of the Company.

                                   SIGNATURE

               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.

     Date:  June 26, 1997
                                        HEALTHSOURCE, INC.

                                        By: /s/ Joseph M. Zubretsky
                                           __________________________
                                        Name:   Joseph M. Zubretsky 
                                        Title:  Chief Financial Officer