[X]
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the fiscal year ended December 31, 2005
|
|
OR
|
|
[
]
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
Delaware
|
06-1059331
|
(State
or other jurisdiction of
|
(I.R.S.
Employer
|
incorporation
or organization)
|
Identification
No.)
|
Two
Liberty Place, Philadelphia, Pennsylvania
|
19192
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Name
of each exchange on
|
|
Title
of each class
|
which
registered
|
Common
Stock, Par Value $0.25;
|
New
York Stock Exchange, Inc.
|
Preferred
Stock
|
Pacific
Exchange, Inc.
|
Purchase
Rights
|
Philadelphia
Stock Exchange, Inc.
|
PART II
|
|||
It
|
|||
PART
III
|
|||
PART
IV
|
|||
· |
Health
Care Segment
|
· |
Disability
and Life Segment
|
· |
International
Segment
|
· |
Run-off
Reinsurance Segment
|
· |
Run-off
Retirement consists of:
|
· |
gain
recognition from the 2004 sale of the retirement benefits
business;
|
· |
net
results of modified coinsurance
arrangements;
|
· |
expenses
associated with the run-off of the business;
and
|
· |
results
of the retirement benefits business prior to the sale of the business
on
April 1, 2004.
|
· |
Other
Operations consists of:
|
· |
deferred
gains recognized from the 1998 sale of the individual life insurance
and
annuity business;
|
· |
corporate
life insurance (including policies on which loans are
outstanding);
|
· |
settlement
annuity business; and
|
· |
certain
investment management services (a significant portion of which were
sold
in 2004).
|
· |
acquired
Choicelinx®, a consumer focused benefits and services company to further
strengthen its capabilities in consumerism and health
advocacy;
|
·
|
acquired
Managed Care Consultants to strengthen its provider network in
Nevada;
|
· |
formed
marketing affiliations with Health Alliance Plan in Michigan and
Tufts
Health Plan in Massachusetts and Rhode Island, designed to offer
national
products in these and other states;
and
|
· |
formed
a strategic alliance with NationsHealth, Inc. to actively market
CIGNATURE
RxSM,
its Medicare Part D program.
|
· |
Custom
Network Solutions, introduced on January 1, 2006, that give employers
the
ability to select four different provider network options to meet
the
specific needs of their plan participants;
and
|
· |
customized
on-line self-assessment and help tools for a variety of concerns,
including stress, grief, relationship issues and depression that
connect
consumers to a telephonic or face-to-face counselor as
appropriate.
|
· |
a
prescription drug price comparison tool that gives members price
comparisons on branded and generic drugs from pharmacy retailers
and mail
order, showing out-of-pocket as well as the total anticipated costs,
of
the prescription;
|
· |
DrugCompare
and Medication Library where members can obtain detailed information
and
comparisons of medications; and
|
· |
Prescription
Claim History Tool, which enables consumers to see their combined
retail
and home delivery prescription history to help plan for potential
out-of-pocket costs.
|
· |
early
intervention by CIGNA's network of over 3,000 clinical
professionals;
|
· |
targeted
outreach using CIGNA's predictive modeling capabilities through tools
such
as the CIGNA Health Advisor Portal;
|
· |
the
integration of medical and specialty (pharmacy, dental and behavioral)
care to help with consistent case management; and
|
· |
disease
management programs, including CIGNA Well Aware for Better
Health®
focusing
on chronic conditions such as asthma, diabetes, heart disease and
low back
pain as well as programs introduced in 2005 focusing on depression,
high
risk obesity, weight loss and smoking cessation.
|
· |
MyCIGNA.com,
CIGNA’s
consumer Internet portal. The portal is personalized to each member’s
CIGNA medical, dental and pharmacy plan information;
and
|
· |
a
number of interactive online cost and quality
information tools that compare hospital quality and efficiency
information, prescription drug choices and, beginning in 2006,
average
price
|
· |
national
accounts, which are multi-site employers with more than 5,000
employees;
|
· |
middle
market, generally defined as multi-site employers with more than
200 but
fewer than 5,000 employees;
|
· |
small
business, which includes employers with 2 to 200 employees;
|
· |
government,
which includes employees
in federal, state and local governments, primary and secondary schools,
and colleges and universities;
|
· |
Taft-Hartley,
which includes members
covered by union trust funds; and
|
· |
seniors,
which focuses on the health care needs of individuals 55 years and
older.
|
· |
other
large insurance companies that provide group health and life insurance
products;
|
· |
Blue
Cross and Blue Shield
organizations;
|
· |
stand-alone
HMOs and PPOs;
|
· |
HMOs
affiliated with major insurance companies and hospitals;
and
|
· |
national
managed pharmacy, behavioral health and cost containment services
companies.
|
Year
Ended
December
31,
|
||||||||||
|
2005
|
2004
|
2003
|
|||||||
(In
millions)
|
||||||||||
Disability
|
$
|
677
|
$
|
617
|
$
|
538
|
||||
Life
|
1,108
|
1,041
|
977
|
|||||||
Other
|
280
|
265
|
292
|
|||||||
Total
Premiums
and Fees
|
$
|
2,065
|
$
|
1,923
|
$
|
1,807
|
Year
Ended December 31,
|
||||||||||
2005
|
2004
|
2003
|
||||||||
(In
millions)
|
||||||||||
Life,
Accident and Health
|
$
|
677
|
$
|
545
|
$
|
430
|
||||
Health
Care
|
566
|
481
|
425
|
|||||||
Total
Premiums and Fees
|
$
|
1,243
|
$
|
1,026
|
$
|
855
|
· |
deferred
gains recognized from the 1998 sale of the individual life insurance
and
annuity business;
|
· |
corporate
life insurance (including policies on which loans are
outstanding);
|
· |
settlement
annuity business; and
|
· |
certain
investment management services (a significant portion of which were
sold
in 2004).
|
· |
$4.8
billion in separate account assets that are managed by the buyer
of the
retirement benefits business pursuant to modified coinsurance
arrangements; and
|
· |
$3.8
billion in funds directly managed by CIGNA which support certain
health
care and disability and life products.
|
•
|
A.M.
Best Company, Inc. (“A.M. Best”), A++ to S (“Superior” to
“Suspended”);
|
•
|
Moody’s
Investors Service (“Moody’s”), Aaa to C (“Exceptional” to “Lowest”);
|
•
|
Standard
& Poor’s Corp. (“S&P”), AAA to R (“Extremely Strong” to
“Regulatory Action”); and
|
•
|
Fitch,
Inc. (“Fitch”), AAA to D (“Exceptionally Strong” to “Order of
Liquidation”).
|
CG
Life
|
|
Insurance
Ratings(1)
|
|
A.M.
Best
|
A-
|
(“Excellent,”
|
|
4th
of
16)
|
|
Moody’s
|
A3
|
(“Good,”
|
|
7th
of
21)
|
|
S&P
|
A-
|
(“Strong,”
|
|
7th
of
21)
|
|
Fitch
|
A
|
(“Strong,”
|
|
6th
of
24)
|
•
|
Moody’s,
Aaa to C (“Exceptional” to
“Lowest”);
|
•
|
S&P,
AAA to D (“Extremely Strong” to “Default”);
and
|
•
|
Fitch,
AAA to D (“Highest” to “Default”).
|
•
|
Moody’s,
Prime-1 to Not Prime (“Superior” to “Not
Prime”);
|
•
|
S&P,
A-1+ to D (“Extremely Strong” to “Default”);
and
|
•
|
Fitch,
F-1+ to D (“Very Strong” to
“Distressed”).
|
Commercial
|
||
Senior
Debt
|
Paper
|
|
Moody’s
|
Baa3
|
Prime-3
|
(“Adequate,”
|
(“Acceptable,”
|
|
10th
of
21)
|
3rd
of
4)
|
|
S&P
|
BBB
|
A-2
|
(“Adequate,”
|
(“Good,”
|
|
9th of
22)
|
3rd
of
7)
|
|
Fitch
|
BBB
|
F-2
|
(“Good,”
|
(“Moderately
Strong,”
|
|
9th
of
24)
|
3rd
of
7)
|
· |
the
ability to gain and retain customers and members by providing appropriate
levels of support and service for CIGNA’s products, as well as avoiding
service and health advocacy related
errors;
|
· |
the
ability to attract and retain sufficient numbers of qualified employees;
|
· |
the
negotiation of favorable and standardized provider
contracts;
|
· |
the
identification and introduction of the proper mix or integration
of
products that will be accepted by the marketplace;
and
|
· |
the
ability of CIGNA’s products and services to differentiate CIGNA from its
competitors and of CIGNA to demonstrate that these products and services
(such as disease management and health advocacy programs, provider
credentialing and other quality care initiatives) result in improved
health outcomes and reduced costs.
|
CG
Life
|
|
Insurance
Ratings(1)
|
|
A.M.
Best
|
A-
|
(“Excellent,”
|
|
4th
of
16)
|
|
Moody’s
|
A3
|
(“Good,”
|
|
7th
of
21)
|
|
S&P
|
A-
|
(“Strong,”
|
|
7th
of
21)
|
|
Fitch
|
A
|
(“Strong,”
|
|
6th
of
24)
|
Issuer
Purchases of Equity Securities
|
||||
Period
|
Total
# of
Shares
purchased(1)
|
Average
price
paid
per share
|
Total
# of shares
purchased
as part of
publicly
announced
program
(2)
|
Approximate
dollar
value
of shares that may
yet
be purchased
as
part of publicly
announced
program (3)
|
October
1-31, 2005
|
1,123,353
|
$114.21
|
1,123,000
|
$698,126,310
|
November
1-30, 2005
|
1,670,752
|
$112.82
|
1,638,100
|
$513,263,468
|
December
1-31, 2005
|
2,236,719
|
$113.13
|
2,236,100
|
$260,303,106
|
Total
|
5,030,824
|
$113.27
|
4,997,200
|
N/A
|
(1) |
Includes
shares tendered by employees as payment of the exercise price of
stock
options granted under the Company’s equity compensation plans. Employees
tendered 33,624 shares in October, November and December.
|
(2) |
CIGNA
has had a repurchase program for many years, and has had varying
levels of
repurchase authority and activity under this program. The program
has no
expiration date. CIGNA suspends activity under this program from
time to
time, generally without public announcement. Remaining authorization
under
the program was approximately $260 million as of December 31,
2005.
|
(3) |
Approximate
dollar value of shares is as of the last date of the applicable
month.
|
A. |
Disclosure
Controls and Procedures.
|
Code
of Ethics and Other Corporate Governance
Disclosures
|
|
(a)
|
(b)
|
(c)
|
Plan
Category
|
Securities To Be Issued
Upon
Exercise Of
Outstanding
Options,
Warrants
And Rights
|
Weighted Average
Exercise
Price Of
Outstanding Options,
Warrants And Rights
|
Securities Remaining
Available
For Future
Issuance Under Equity
Compensation
Plans
(Excluding
Securities
Reflected In Column (a))
|
Equity
Compensation Plans Approved By Security Holders
|
8,653,000
|
$82.57
|
11,457,000
|
Equity
Compensation Plans Not Approved By
Security
Holders(1)
|
219,000
|
$79.53
|
--
|
Total
|
8,872,000
|
$82.49
|
11,457,000
|
|
|
|
|
CIGNA
Corporation
|
|
By: /s/
Michael
W. Bell
|
|
Michael
W. Bell
|
|
Executive
Vice President and
|
|
Chief
Financial Officer
|
|
(Principal
Financial Officer)
|
Principal
Executive Officer:
|
Directors:*
|
H.
Edward Hanway*
|
Robert
H. Campbell
|
Chairman,
Chief Executive Officer
and
a Director
|
Isiah
Harris, Jr.
Jane
E. Henney, M.D
|
Peter
N. Larson
|
|
Roman
Martinez IV
Louis
W. Sullivan, M.D.
|
|
Harold
A. Wagner
|
|
Carol
Cox Wait
|
|
Donna
F. Zarcone
William
D. Zollars
|
Principal
Accounting Officer:
|
|
/s/
Annmarie
T. Hagan
|
|
Annmarie
T. Hagan
|
|
Vice
President and
|
|
Chief
Accounting Officer
|
|
Date:
February 23, 2006
|
|
*By:
/s/ Carol
J. Ward
|
|
Carol
J. Ward
|
|
Attorney-in-Fact
|
|
Date:
February 23, 2006
|
PAGE
|
|||
Report
of Independent Registered Public Accounting Firm on Financial Statement
Schedules
|
FS-2
|
||
Schedules
|
|||
I
|
Summary
of Investments--Other Than Investments in Related
|
||
Parties
as of December 31, 2005
|
FS-3
|
||
II
|
Condensed
Financial Information of CIGNA Corporation
|
||
(Registrant)
|
FS-4
|
||
III
|
Supplementary
Insurance Information
|
FS-9
|
|
IV
|
Reinsurance
|
FS-11
|
|
V
|
Valuation
and Qualifying Accounts and Reserves
|
FS-12
|
Type
of Investment
|
Cost
|
Fair
Value
|
Amount
at which
shown
in the
consolidated
balance
sheet
|
|||||||
Fixed
maturities:
|
||||||||||
Bonds:
|
||||||||||
United
States government and government
|
||||||||||
agencies
and authorities
|
$
|
639
|
$
|
913
|
$
|
913
|
||||
States,
municipalities and political subdivisions
|
2,387
|
2,512
|
2,512
|
|||||||
Foreign
governments
|
780
|
818
|
818
|
|||||||
Public
utilities
|
785
|
859
|
859
|
|||||||
All
other corporate bonds
|
8,144
|
8,607
|
8,607
|
|||||||
Asset-backed
securities:
|
||||||||||
United
States government agencies,
|
||||||||||
mortgage-backed
|
45
|
44
|
44
|
|||||||
Other
mortgage-backed
|
490
|
503
|
503
|
|||||||
Other
asset-backed
|
548
|
635
|
635
|
|||||||
Redeemable
preferred stocks
|
55
|
56
|
56
|
|||||||
Total
fixed maturities
|
13,873
|
14,947
|
14,947
|
|||||||
Equity
securities:
|
||||||||||
Common
stocks:
|
||||||||||
Industrial,
miscellaneous and all other
|
2
|
23
|
23
|
|||||||
Public
utilities
|
1
|
1
|
1
|
|||||||
Non-redeemable
preferred stocks
|
110
|
111
|
111
|
|||||||
Total
equity securities
|
113
|
135
|
135
|
|||||||
Mortgage
loans on real estate
|
3,934
|
3,934
|
||||||||
Policy
loans
|
1,337
|
1,337
|
||||||||
Real
estate investments
|
80
|
80
|
||||||||
Other
long-term investments
|
502
|
504
|
||||||||
Short-term
investments
|
439
|
439
|
||||||||
Total
investments
|
$
|
20,278
|
$
|
21,376
|
||||||
For
the year ended
December
31,
|
||||||||||
2005
|
2004
|
2003
|
||||||||
Other
revenues
|
$
|
7
|
$
|
6
|
$
|
--
|
||||
Total
revenues
|
7
|
6
|
--
|
|||||||
Operating
expenses:
|
||||||||||
Interest
|
105
|
107
|
111
|
|||||||
Intercompany
interest
|
162
|
73
|
64
|
|||||||
Other
|
71
|
138
|
87
|
|||||||
Total
operating expenses
|
338
|
318
|
262
|
|||||||
Loss
before income taxes
|
(331
|
)
|
(312
|
)
|
(262
|
)
|
||||
Income
tax benefit
|
(126
|
)
|
(138
|
)
|
(71
|
)
|
||||
Loss
of parent company
|
(205
|
)
|
(174
|
)
|
(191
|
)
|
||||
Equity
in income of subsidiaries from
continuing
operations
|
1,481
|
1,751
|
775
|
|||||||
Income
from continuing operations
|
1,276
|
1,577
|
584
|
|||||||
Income
from discontinued operations, net of taxes
|
349
|
--
|
48
|
|||||||
Income
before Cumulative Effect of Accounting Change
|
1,625
|
1,577
|
632
|
|||||||
Cumulative
Effect of Accounting Change, net of taxes
|
--
|
(139
|
)
|
--
|
||||||
Net
income
|
$
|
1,625
|
$
|
1,438
|
$
|
632
|
||||
As
of December 31,
|
|||||||||||||
2005
|
2004
|
||||||||||||
Assets:
|
|||||||||||||
Cash
and cash equivalents
|
$
|
1
|
$
|
3
|
|||||||||
Investments
in subsidiaries
|
12,204
|
12,153
|
|||||||||||
Other
assets
|
510
|
583
|
|||||||||||
Total
assets
|
$
|
12,715
|
$
|
12,739
|
|||||||||
Liabilities:
|
|||||||||||||
Intercompany
|
$
|
4,711
|
$
|
4,384
|
|||||||||
Current
portion of long-term debt
|
100
|
--
|
|||||||||||
Long-term
debt
|
1,324
|
1,424
|
|||||||||||
Other
liabilities
|
1,220
|
1,728
|
|||||||||||
Total
liabilities
|
7,355
|
7,536
|
|||||||||||
Shareholders'
Equity:
|
|||||||||||||
Common
stock (shares issued, 160; 160)
|
40
|
40
|
|||||||||||
Additional
paid-in capital
|
2,385
|
2,360
|
|||||||||||
Net
unrealized appreciation —
fixed maturities
|
$
|
195
|
$
|
390
|
|||||||||
Net
unrealized appreciation —
equity securities
|
24
|
17
|
|||||||||||
Net
unrealized depreciation — derivatives
|
(14
|
)
|
(16
|
)
|
|||||||||
Net
translation of foreign currencies
|
2
|
2
|
|||||||||||
Minimum
pension liability adjustment
|
(716
|
)
|
(729
|
)
|
|||||||||
Accumulated
other comprehensive loss
|
(509
|
)
|
(336
|
)
|
|||||||||
Retained
earnings
|
5,162
|
3,679
|
|||||||||||
Less
treasury stock, at cost
|
(1,718
|
)
|
(540
|
)
|
|||||||||
Total
shareholders' equity
|
5,360
|
5,203
|
|||||||||||
Total
liabilities and shareholders' equity
|
$
|
12,715
|
$
|
12,739
|
|||||||||
For
the year ended
December
31,
|
||||||||||
2005
|
2004
|
2003
|
||||||||
Cash
Flows from Operating Activities:
|
||||||||||
Net
Income
|
$
|
1,625
|
$
|
1,438
|
$
|
632
|
||||
Adjustments
to reconcile net income
to
net cash provided by operating activities:
|
||||||||||
Equity
in income of subsidiaries
|
(1,481
|
)
|
(1,751
|
)
|
(775
|
)
|
||||
Income
from discontinued operations
|
(349
|
)
|
--
|
(48
|
)
|
|||||
Cumulative
effect of accounting change, net of taxes
|
--
|
139
|
--
|
|||||||
Dividends
received from subsidiaries
|
1,306
|
499
|
608
|
|||||||
Other
liabilities
|
(290
|
)
|
106
|
(155
|
)
|
|||||
Cash
provided by operating activities of discontinued operations
|
222
|
--
|
--
|
|||||||
Other,
net
|
(68
|
)
|
(10
|
)
|
53
|
|||||
Net
cash provided by operating activities
|
965
|
421
|
315
|
|||||||
Cash
Flows from Investing Activities:
|
||||||||||
Other,
net
|
(9
|
)
|
5
|
10
|
||||||
Net
cash provided by (used in) investing activities
|
(9
|
)
|
5
|
10
|
||||||
Cash
Flows from Financing Activities:
|
||||||||||
Net
change in intercompany debt
|
327
|
364
|
(20
|
)
|
||||||
Repayment
of long-term debt
|
--
|
(76
|
)
|
(126
|
)
|
|||||
Issuance
of common stock
|
346
|
64
|
6
|
|||||||
Common
dividends paid
|
(13
|
)
|
(100
|
)
|
(185
|
)
|
||||
Treasury
stock repurchases
|
(1,618
|
)
|
(676
|
)
|
--
|
|||||
Net
cash used in financing activities
|
(958
|
)
|
(424
|
)
|
(325
|
)
|
||||
Net
increase (decrease) in cash and cash equivalents
|
(2
|
)
|
2
|
--
|
||||||
Cash
and cash equivalents, beginning of year
|
3
|
1
|
1
|
|||||||
Cash
and cash equivalents, end of year
|
$
|
1
|
$
|
3
|
$
|
1
|
||||
(In millions)
|
2005
|
2004
|
|||||
Short-term:
|
|||||||
Current
maturities of long-term debt
|
$
|
100
|
$
|
-
|
|||
Total
short-term debt
|
$
|
100
|
$
|
-
|
|||
Long-term:
|
|||||||
Uncollateralized
debt:
|
|||||||
6
3/8% Notes due 2006
|
$
|
-
|
$
|
100
|
|||
7.4%
Notes due 2007
|
291
|
291
|
|||||
8
¼% Notes due 2007
|
85
|
85
|
|||||
7%
Notes due 2011
|
222
|
222
|
|||||
6.375%
Notes due 2011
|
226
|
226
|
|||||
7.65%
Notes due 2023
|
100
|
100
|
|||||
8.3%
Notes due 2023
|
17
|
17
|
|||||
7
7/8% Debentures due 2027
|
300
|
300
|
|||||
8.3%
Step Down Notes due 2033
|
83
|
83
|
|||||
Total
long-term debt
|
$
|
1,324
|
$
|
1,424
|
· |
CIGNA
Corporation has arranged for bank letters of credit in support of
CIGNA
Global Reinsurance Company, an indirect wholly owned subsidiary domiciled
in Bermuda, in the amount of $116 million. These letters of credit
secure
the payment of insureds’ claims from run-off reinsurance operations. CIGNA
Corporation has agreed to indemnify the banks providing the letters
of
credit in the event of any draw. As of December 31, 2005 approximately
$112 million of the letters of credit are
issued.
|
· |
CIGNA
Corporation has provided a capital commitment deed in an amount up
to $185
million in favor of CIGNA Global Reinsurance Company. This deed is
equal
to the letters of credit securing the payment of insureds’ claims from
run-off reinsurance operations. This deed is required by Bermuda
regulators to have these letters of credit for the London run-off
reinsurance operations included as admitted
assets.
|
· |
Various
indirect, wholly owned subsidiaries have obtained surety bonds in
the
normal course of business. If there is a claim on a surety bond and
the
subsidiary is unable to pay, CIGNA Corporation guarantees payment
to the
company issuing the surety bond. The aggregate amount of such surety
bonds
as of December 31, 2005 was $50
million.
|
· |
CIGNA
Corporation is obligated under a $25 million letter of credit required
by
the insurer of its high-deductible self-insurance programs to indemnify
the insurer for claim liabilities that fall within deductible amounts
for
policy years dating back to 1994.
|
· |
CIGNA
Corporation also provides solvency guarantees aggregating $34 million
under state and federal regulations in support of its indirect wholly
owned medical HMOs in several states.
|
· |
CIGNA
Corporation has arranged a $150 million letter of credit in support
of
CIGNA Europe Insurance Company, an indirect wholly owned subsidiary.
CIGNA
Corporation has agreed to indemnify the banks providing the letters
of
credit in the event of any draw. CIGNA Europe Insurance Company is
the
holder of the letters of credit.
|
· |
In
addition, CIGNA Corporation has agreed to indemnify payment of losses
included in CIGNA Europe Insurance Company’s reserves on the reinsurance
business transferred from ACE. As of December 31, 2005, the reserve
was
$452 million.
|
Segment
|
Deferred
policy
acquisition
costs
|
Future
policy
benefits
and
contractholder
deposit
funds
|
Medical
claims payable and unpaid
claims
|
|||||||
Year
Ended December 31, 2005:
|
||||||||||
Health
Care
|
$
|
27
|
$
|
794
|
$
|
1,478
|
||||
Disability
and Life
|
12
|
973
|
2,835
|
|||||||
International
|
491
|
870
|
171
|
|||||||
Run-off
Retirement
|
--
|
2,808
|
1
|
|||||||
Run-off
Reinsurance
|
--
|
980
|
826
|
|||||||
Other
Operations
|
88
|
11,877
|
135
|
|||||||
Corporate
|
--
|
--
|
--
|
|||||||
Total
|
$
|
618
|
$
|
18,302
|
$
|
5,446
|
||||
Year
Ended December 31, 2004:
|
||||||||||
Health
Care
|
$
|
26
|
$
|
857
|
$
|
1,941
|
||||
Disability
and Life
|
12
|
1,022
|
2,796
|
|||||||
International
|
420
|
746
|
146
|
|||||||
Run-off
Retirement
|
--
|
10,203
|
--
|
|||||||
Run-off
Reinsurance
|
--
|
1,016
|
894
|
|||||||
Other
Operations
|
86
|
12,228
|
144
|
|||||||
Corporate
|
--
|
--
|
--
|
|||||||
Total
|
$
|
544
|
$
|
26,072
|
$
|
5,921
|
||||
Year
Ended December 31, 2003:
|
||||||||||
Health
Care
|
$
|
25
|
$
|
915
|
$
|
2,563
|
||||
Disability
and Life
|
15
|
1,012
|
2,833
|
|||||||
International
|
311
|
610
|
136
|
|||||||
Run-off
Retirement
|
146
|
19,173
|
--
|
|||||||
Run-off
Reinsurance
|
--
|
1,210
|
894
|
|||||||
Other
Operations
|
83
|
12,409
|
188
|
|||||||
Corporate
|
--
|
--
|
--
|
|||||||
Total
|
$
|
580
|
$
|
35,329
|
$
|
6,614
|
||||
Unearned
premiums
and fees
|
Premiums
and
fees (1)
|
Net
investment
income
(2)
|
Benefit
expenses
(1)(3)
|
Amortization
of deferred policy
acquisition
expenses
|
Other
operating
expenses
|
||||||||||||||
$
|
97
|
$
|
10,177
|
$
|
275
|
$
|
6,652
|
$
|
56
|
$
|
3,786
|
||||||||
43
|
2,065
|
264
|
1,587
|
4
|
617
|
||||||||||||||
331
|
1,243
|
71
|
690
|
84
|
381
|
||||||||||||||
|
--
|
2
|
144
|
119
|
--
|
61
|
|||||||||||||
1
|
92
|
99
|
150
|
--
|
69
|
||||||||||||||
43
|
116
|
465
|
448
|
5
|
59
|
||||||||||||||
|
-- |
--
|
41
|
--
|
--
|
123
|
|||||||||||||
$
|
515
|
$
|
13,695
|
$
|
1,359
|
$
|
9,646
|
$
|
149
|
$
|
5,096
|
||||||||
$
|
111
|
$
|
10,868
|
$
|
283
|
$
|
7,100
|
$
|
55
|
$
|
3,835
|
||||||||
39
|
1,923
|
253
|
1,529
|
6
|
590
|
||||||||||||||
325
|
1,026
|
58
|
575
|
82
|
314
|
||||||||||||||
|
--
|
215
|
467
|
565
|
6
|
257
|
|||||||||||||
1
|
80
|
92
|
82
|
--
|
36
|
||||||||||||||
46
|
124
|
475
|
413
|
5
|
141
|
||||||||||||||
|
--
|
--
|
15
|
--
|
--
|
210
|
|||||||||||||
$
|
522
|
$
|
14,236
|
$
|
1,643
|
$
|
10,264
|
$
|
154
|
$
|
5,383
|
||||||||
$
|
119
|
$
|
12,284
|
$
|
283
|
$
|
8,684
|
$
|
62
|
$
|
4,099
|
||||||||
39
|
1,807
|
250
|
1,458
|
6
|
579
|
||||||||||||||
244
|
855
|
49
|
482
|
59
|
289
|
||||||||||||||
2
|
271
|
1,413
|
919
|
24
|
295
|
||||||||||||||
2
|
84
|
82
|
116
|
--
|
39
|
||||||||||||||
43
|
159
|
517
|
561
|
5
|
154
|
||||||||||||||
|
--
|
--
|
--
|
--
|
--
|
129
|
|||||||||||||
$
|
449
|
$
|
15,460
|
$
|
2,594
|
$
|
12,220
|
$
|
156
|
$
|
5,584
|
||||||||
(1)
|
Amounts
presented are shown net of the effects of reinsurance. See Note
7 to the
Financial Statements included in CIGNA’s 2005 Annual
Report.
|
(2)
|
The
allocation of net investment income is based upon the investment
year
method, the identification of certain portfolios with specific
segments,
or a combination of both.
|
(3)
|
Benefit
expenses include Health Care medical claims expense and other benefit
expenses.
|
Gross
amount
|
Ceded
to
other
companies
|
Assumed
from
other
companies
|
Net
amount
|
Percentage
of
amount
assumed
to
net
|
||||||||||||
Year
Ended December 31, 2005:
|
||||||||||||||||
Life
insurance in force
|
$
|
336,705
|
$
|
43,062
|
$
|
134,989
|
$
|
428,632
|
31.5
|
%
|
||||||
Premiums
and fees:
|
||||||||||||||||
Life
insurance and annuities
|
$
|
1,728
|
$
|
330
|
$
|
417
|
$
|
1,815
|
23.0
|
%
|
||||||
Accident
and health insurance
|
11,966
|
155
|
69
|
11,880
|
.6
|
%
|
||||||||||
Total
|
$
|
13,694
|
$
|
485
|
$
|
486
|
$
|
13,695
|
3.5
|
%
|
||||||
Year
Ended December 31, 2004:
|
||||||||||||||||
Life
insurance in force
|
$
|
337,654
|
$
|
46,530
|
$
|
112,070
|
$
|
403,194
|
27.8
|
%
|
||||||
Premiums
and fees:
|
||||||||||||||||
Life
insurance and annuities
|
$
|
1,969
|
$
|
363
|
$
|
423
|
$
|
2,029
|
20.8
|
%
|
||||||
Accident
and health insurance
|
12,285
|
116
|
38
|
12,207
|
.3
|
%
|
||||||||||
Total
|
$
|
14,254
|
$
|
479
|
$
|
461
|
$
|
14,236
|
3.2
|
%
|
||||||
Year
Ended December 31, 2003:
|
||||||||||||||||
Life
insurance in force
|
$
|
323,241
|
$
|
52,511
|
$
|
136,754
|
$
|
407,484
|
33.6
|
%
|
||||||
Premiums
and fees:
|
||||||||||||||||
Life
insurance and annuities
|
$
|
2,115
|
$
|
397
|
$
|
495
|
$
|
2,213
|
22.4
|
%
|
||||||
Accident
and health insurance
|
13,328
|
122
|
41
|
13,247
|
.3
|
|||||||||||
Total
|
$
|
15,443
|
$
|
519
|
$
|
536
|
$
|
15,460
|
3.5
|
%
|
||||||
Description
|
Balance
at
beginning
of
period
|
Charged
(Credited)
to
costs
and
expenses
|
Charged
(Credited)
to
other
accounts
-describe(1)
|
Other
deductions
-describe(2)
|
Balance
at
end
of
period
|
||||||||||||||
2005:
|
|||||||||||||||||||
Investment
asset valuation reserves:
|
|||||||||||||||||||
Mortgage
loans
|
$
|
2
|
$
|
2
|
$
|
-
|
$
|
(2
|
)
|
$
|
2
|
||||||||
Allowance
for doubtful accounts:
|
|||||||||||||||||||
Premiums,
accounts and notes
|
|||||||||||||||||||
receivable
|
78
|
8
|
-
|
(24
|
)
|
62
|
|||||||||||||
Deferred
tax asset valuation
|
|||||||||||||||||||
allowance
|
262
|
(33
|
)
|
- |
|
(84
|
)
|
145
|
|||||||||||
Reinsurance
recoverables
|
193
|
(9
|
)
|
- |
|
(26
|
)
|
158
|
|||||||||||
2004:
|
|||||||||||||||||||
Investment
asset valuation reserves:
|
|||||||||||||||||||
Mortgage
loans
|
$
|
19
|
$
|
1
|
$
|
-
|
$
|
(18
|
)
|
$
|
2
|
||||||||
Allowance
for doubtful accounts:
|
|||||||||||||||||||
Premiums,
accounts and notes
|
|||||||||||||||||||
receivable
|
81
|
20
|
-
|
(23
|
)
|
78
|
|||||||||||||
Deferred
tax asset valuation
|
|||||||||||||||||||
allowance
|
223
|
51
|
-
|
(12
|
)
|
262
|
|||||||||||||
Reinsurance
recoverables
|
176
|
48
|
-
|
(31
|
)
|
193
|
|||||||||||||
2003:
|
|||||||||||||||||||
Investment
asset valuation reserves:
|
|||||||||||||||||||
Mortgage
loans
|
$
|
11
|
$
|
3
|
$
|
5
|
$
|
-
|
$
|
19
|
|||||||||
Real
estate
|
21
|
1
|
1
|
(23
|
)
|
-
|
|||||||||||||
Allowance
for doubtful accounts:
|
|||||||||||||||||||
Premiums,
accounts and notes
|
|||||||||||||||||||
receivable
|
55
|
42
|
(2
|
)
|
(14
|
)
|
81
|
||||||||||||
Deferred
tax asset valuation
|
|||||||||||||||||||
allowance
|
204
|
28
|
-
|
(9
|
)
|
223
|
|||||||||||||
Reinsurance
recoverables
|
149
|
19
|
-
|
8
|
176
|
(1)
|
Change
in valuation reserves attributable to policyholder
contracts.
|
(2)
|
Reflects
transfer of reserves to other investment asset categories as well
as
charge-offs upon sales, repayments and other. The change in the
deferred
tax asset valuation allowance primarily reflects activity in discontinued
operations. The change in reinsurance recoverable reflects a
reclassification of the gross reinsurance recoverable, with no
effect on
the net reinsurance
recoverable
|
Number
|
Description
|
Method
of Filing
|
|||
3.1
|
Restated
Certificate of Incorporation of the registrant as last amended
July 22,
1998
|
Filed
as Exhibit 3.1 to the registrant's Form 10-K for the year ended
December
31, 2003 and incorporated herein by reference.
|
|||
4
|
(a)
|
Amended
and Restated Shareholder Rights Agreement dated as of July 22,
1998
between CIGNA Corporation and First Chicago Trust Company of New
York
|
Filed
as Exhibit 4(a) to the registrant's Form 10-K for the year ended
December
31, 2003 and incorporated herein by reference.
|
||
(b)
|
Amendment
No. 1 dated as of December 14, 1998 to the Amended and Restated
Shareholder Rights Agreement
|
Filed
as Exhibit 4(b) to the registrant's Form 10-K for the year ended
December
31, 2003 and incorporated herein by reference.
|
|||
(c)
|
Amendment
No. 2 dated as of December 31, 2001 to the Amended and Restated
Shareholder Rights Agreement
|
Filed
as Exhibit 10.1 to the registrant's Form 10-K for the year ended
December
31, 2001 and incorporated herein by reference.
|
Exhibits
10.1 through 10.17 are identified as management contracts or compensatory
plans or arrangements pursuant to Item 15 of Form
10-K.
|
10.1
|
Deferred
Compensation Plan for Directors of CIGNA Corporation, as amended
and
restated January 1, 1997
|
Filed
as Exhibit 10.1 to the registrant's Form 10-K for the year ended
December
31, 2001 and incorporated herein by reference.
|
|||
10.2
|
Restricted
Stock/Stock Equivalent Plan for Non-Employee Directors of CIGNA
Corporation amended and restated effective January 17, 2006
|
Filed
as Exhibit 10.2 to the registrant’s Form 8-K filed on December 13, 2005
and incorporated herein by reference.
|
|||
10.3
|
Description
of Compensation Plan for Non-Employee Directors of CIGNA Corporation,
as
amended and restated effective January 1, 2006.
|
Filed
as Exhibit 10.1 to the registrant’s Form 8-K filed on December 13, 2005
and incorporated herein by reference.
|
|||
10.4
|
CIGNA
Corporation Stock Plan, as amended and restated through July
2000
|
Filed
as Exhibit 10.4 to the registrant’s Form 10-K for the year ended December
31, 2003 and incorporated herein by reference.
|
|||
10.5
|
(a)
|
CIGNA
Executive Severance Benefits Plan effective as of January 1,
1997
|
Filed
as Exhibit 10.7(a) to the registrant’s Form 10-K for the year ended
December 31, 2001 and incorporated herein by reference.
|
||
(b)
|
Amendment
No. 1 effective February 23, 2000 to the CIGNA Executive Severance
Benefits Plan
|
Filed
as Exhibit 10.5(b) to the registrant’s Form 10-K for the year ended
December 31, 2004 and incorporated herein by reference.
|
|||
10.6
|
Description
of Severance Benefits for Executives in Non-Change of Control
Circumstances
|
Filed
as Exhibit 10.6 to the registrant’s Form 10-K for the year ended December
31, 2004 and incorporated herein by reference.
|
10.7
|
CIGNA
Executive Incentive Plan, as amended and restated January 1,
2002
|
Filed
as Exhibit 10 to the registrant's Form 10-Q for the quarter ended
March
31, 2002 and incorporated herein by reference.
|
|||
10.8
|
CIGNA
Long-Term Incentive Plan, as amended and restated effective as
of January
1, 2005
|
Filed
as Appendix B to the registrant’s definitive proxy statement filed March
21, 2005 and incorporated herein by reference.
|
|||
10.9
|
Description
of Arrangement regarding Unit-based Long-Term Incentive
Compensation
|
Filed
as Exhibit 10.5 to the registrant’s Form 10-Q for the year ended September
30, 2003 and incorporated herein by reference.
|
|||
10.10
|
CIGNA
Deferred Compensation Plan, as amended and restated October 24,
2001
|
Filed
as Exhibit 10 to the registrant’s Form 10-Q for the quarter ended
September 30, 2001 and incorporated herein by
reference.
|
|||
10.11
|
Description
of Amendments to Executive Management Compensation
Arrangements
|
Filed
as Exhibit 10.1 to the registrant’s Form 10-Q for the quarter ended March
31, 2005 and incorporated herein by reference.
|
|||
10.12
|
(a)
|
CIGNA
Supplemental Pension Plan, as amended and restated August 1,
1998
|
Filed
as Exhibit 10.9(a) to the registrant's Form 10-K for the year ended
December 31, 2003 and incorporated herein by
reference.
|
(b)
|
Amendment
No. 1 to the CIGNA Supplemental Pension Plan, effective as of September
1,
1999
|
Filed
as Exhibit 10.10(b) to the registrant’s Form 10-K for the year ended
December 31, 2004 and incorporated herein by reference.
|
|||
(c)
|
Amendment
No. 2 dated December 6, 2000 to the CIGNA Supplemental Pension
|
Filed
as Exhibit 10.11(c) to the registrant's Form 10-K for the year
ended
December 31, 2001 and incorporated herein by reference.
|
10.13
|
Description
of CIGNA Corporation Financial Services Program
|
Filed
as Exhibit 10.10 to the registrant's Form 10-K for the year ended
December
31, 2003 and incorporated herein by reference.
|
||
10.14
|
Description
of Mandatory Deferral of Non-Deductible Executive Compensation
Arrangement
|
Filed
as Exhibit 10.17 to the registrant's Form 10-K for the year ended
December
31, 2001 and incorporated herein by reference.
|
||
10.15
|
Form
of Non-Compete Agreement dated December 8, 1997 with Mr. Hanway
|
Filed
as Exhibit 10.15 to the registrant's Form 10-K for the year ended
December
31, 2002 and incorporated herein by reference.
|
10.16
|
Special
Incentive Agreement with Mr. Hanway dated March 17,
1998
|
Filed
as Exhibit 10.19 to the registrant's Form 10-K for the period ended
December 31, 2002 and incorporated herein by reference.
|
10.17
|
Schedule
regarding Deferred Stock Unit Agreements dated August 6, 2003 with
Messrs.
Hanway, Bell and Ms. Soltz and Form of Deferred Stock Unit
Agreement
|
Filed
as Exhibit 10.22 to the registrant's Form 10-K for the year ended
December
31, 2003 and incorporated herein by reference.
|
||