Edgar Filing: AETNA INC /PA/

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

HOLT TIMOTHY A

2. Issuer Name and Ticker or Trading Symbol
AETNA INC /PA/ [AET]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Sr. VP & Chief Investment Off.

(Last)

(First)

(Middle)

AETNA INC., 151 FARMINGTON AVENUE

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2006

(Street)

HARTFORD, CT 06156

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/11/2006		M		17,108	A	$ 10.5147	0	D
Common Stock	12/11/2006		M		7,892	A	$ 10.8457	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.86	0	D
Common Stock	12/11/2006		S⁽¹⁾		100	D	$ 42.88	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,400	D	$ 42.89	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.93	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.94	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.69	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.39	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,500	D	$ 42.97	0	D
Common Stock	12/11/2006		S⁽¹⁾		200	D	$ 42.98	0	D
Common Stock	12/11/2006		S⁽¹⁾		200	D	$ 42.99	0	D
Common Stock	12/11/2006		S⁽¹⁾		1,900	D	$ 43	0	D
Common Stock	12/11/2006		S⁽¹⁾		200	D	$ 43.01	0	D
Common Stock	12/11/2006		S⁽¹⁾		500	D	$ 43.03	0	D
Common Stock	12/11/2006		S⁽¹⁾		1,500	D	$ 43.04	0	D
Common Stock	12/11/2006		S⁽¹⁾		800	D	$ 43.05	0	D
Common Stock	12/11/2006		S⁽¹⁾		2,200	D	$ 43.06	91,392	D
Common Stock								6,397.9281	I	By 401(k) Plan ⁽²⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option

$ 10.5147

12/11/2006

17,108

02/27/1999

02/27/2008

Common Stock

17,108

$ 10.5147

Employee Stock Option

$ 10.8457

12/11/2006

7,892

01/29/2000

01/29/2009

Common Stock

7,892

$ 10.8457

137,528

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HOLT TIMOTHY A AETNA INC. 151 FARMINGTON AVENUE HARTFORD, CT 06156			Sr. VP & Chief Investment Off.

Signatures

Timothy A. Holt by Judith H. Jones, Attorney -in-fact		12/12/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Sale was effected purusant to a Rule 10b-5 trading plan adopted by reporting person on October 30, 2006.
(2)	Represents the pro rata portion of the stock portion of Aetna Common Stock Fund held by reporting person on November 30, 2006 pursuant to Aetna Inc. 401(k) Plan. The information is based on information provided by the Plan Trustee as of that date.

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