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                     SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON D.C.  20549

                                  FORM 8-A

             FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                  PURSUANT TO SECTION 12(b) OR (g) OF THE
                      SECURITIES EXCHANGE ACT OF 1934


   AETNA CAPITAL L.L.C.                 AETNA LIFE AND CASUALTY COMPANY
(Exact name of registrant as             (Exact name of registrant as
 specified in its charter)                  specified in its charter)

         Delaware                                  Connecticut
(State of incorporation or           (State of incorporation or organization)
       organization)

        Applied for                                06-0843808
(IRS Employer Identification         (IRS Employer Identification Number)
         Number)

c/o Aetna Life and Casualty
          Company
    151 Farmington Avenue                   151 Farmington Avenue
 Hartford, Connecticut  06156           Hartford, Connecticut  06156
(Address of principal executive      (Address of principal executive offices)
           offices)

       Securities to be registered pursuant to Section 12(b) of the Act:


                                         Name of each exchange on which
            Title of each class           each class of stock is to be
            to be so registered                 registered
            ___________________          _______________________________

         % Cumulative Monthly Income        New York Stock Exchange
       Preferred Securities, Series A

    Securities to be registered pursuant to Section 12(g) of the Act:

                                    NONE
                                   ------

                              (Title of Class)

ITEM 1.  DESCRIPTION OF REGISTRANTS' SECURITIES TO BE REGISTERED
         -------------------------------------------------------

   For a full description of up to 13,800,000 shares of the   % Cumulative
Monthly Income Preferred Securities, Series A (the "Securities") being
registered hereby, reference is made to the information contained under the
captions "Description of the Preferred Securities," "Description of the
Guarantee" and "Description of the Debentures and the Subordinated
Indenture" in the Preliminary Prospectus which is included in the
Registrants' Registration Statement on Form S-3 (File Nos. 33-52819 and
33-52819-01) (the "Registration Statement") and information contained under
the captions "Certain Terms of the Series A Preferred Securities" and
"Certain Terms of the Series A Debentures" in the Preliminary Prospectus
Supplement which is included in the Registrants' Registration Statement.
The information contained in the foregoing Registration Statement is
incorporated herein by reference.

ITEM 2.  EXHIBITS
         --------

1.    Specimen of Preferred Securities, incorporated herein by reference
      to Exhibit 4.1 to the Registration Statement on Form S-3 (File Nos.
      33-52819 and 33-52819-01).

2.1   Certificate of Formation of Aetna Capital L.L.C., incorporated
      herein by reference to Exhibit 3.1 to the Registration Statement on
      Form S-3 (File Nos. 33-52819 and 33-52819-01).

2.2   Form of Amended and Restated Limited Liability Company Agreement of
      Aetna Capital L.L.C., incorporated herein by reference to Exhibit
      3.2 to the Registration Statement on Form S-3 (File Nos. 33-52819
      and 33-52819-01).

2.3   Form of Payment and Guarantee Agreement, incorporated herein by
      reference to Exhibit 4.2 to the Registration Statement on Form S-3
      (File Nos. 33-52819 and 33-52819-01).

2.4   Form of Debenture, incorporated herein by reference to Exhibit 4.3
      to the Registration Statement on Form S-3 (File Nos. 33-52819 and
      33-52819-01).

2.5   Form of Subordinated Indenture, incorporated herein by reference to
      Exhibit 4.4 to the Registration Statement on Form S-3 (File Nos.
      33-52819 and 33-52819-01).


                                 SIGNATURE

        Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, Aetna Capital L.L.C. and Aetna Life and Casualty
Company have duly caused this Registration Statement to be signed on their
behalf by the undersigned, thereto duly authorized.


                            AETNA CAPITAL L.L.C.
                             (Registrant)
                                By Aetna Life and Casualty Company,
                                as Managing Member


                                By:  /s/  ROBERT E. BROATCH
                                     __________________________________
                                      Robert E. Broatch
                                      Senior Vice President, Finance
                                      and Corporate Controller of Aetna
                                      Life and Casualty Company


                            AETNA LIFE AND CASUALTY COMPANY
                             (Registrant)


                            By:  /s/  ROBERT E. BROATCH
                                 __________________________________
                                 Robert E. Broatch
                                 Senior Vice President, Finance
                                 and Corporate Controller of Aetna
                                 Life and Casualty Company

Dated: April 13, 1994


                             INDEX TO EXHIBITS

Exhibit
Number                           Description
_______                          ___________

1.   Specimen of Preferred Securities, incorporated herein by reference
     to Exhibit 4.1 to the Registration Statement on Form S-3 (File Nos.
     33-52819 and 33-52819-01).

2.1  Certificate of Formation of Aetna Capital L.L.C., incorporated
     herein by reference to Exhibit 3.1 to the Registration Statement on
     Form S-3 (File Nos. 33-52819 and 33-52819-01).

2.2  Form of Amended and Restated Limited Liability Company Agreement of
     Aetna Capital L.L.C., incorporated herein by reference to Exhibit
     3.2 to the Registration Statement on Form S-3 (File Nos. 33-52819
     and 33-52819-01).

2.3  Form of Payment and Guarantee Agreement, incorporated herein by
     reference to Exhibit 4.2 to the Registration Statement on Form S-3
     (File Nos. 33-52819 and 33-52819-01).

2.4  Form of Debenture, incorporated herein by reference to Exhibit 4.3
     to the Registration Statement on Form S-3 (File Nos. 33-52819 and
     33-52819-01).

2.5  Form of Subordinated Indenture, incorporated herein by reference to
     Exhibit 4.4 to the Registration Statement on Form S-3 (File Nos.
     33-52819 and 33-52819-01).