Group Life Insurance Policy – Aetna Life Insurance Co. and General Dynamics Corp.

GROUP LIFE INSURANCE POLICY

A contract between

Aetna Life Insurance Company
(A Stock Company herein
called Aetna)
and

GENERAL DYNAMICS CORPORATION

(Policyholder)


Policy Number: GP-658452		Signed at Aetnas Home Office
Date of issue: June 7, 1993		in Hartford, Connecticut on
To take effect: June 1, 1990		the date of issue.
Policy Delivered in: Missouri

This policy will be construed in line		/s/ Ronald E. Compton
with the law of the jurisdiction in which it is delivered.		President

Based on timely premium payments by		/s/ Lewis R. Merrine
the Policyholder, Aetna agrees with the Policyholder, to pay benefits in line with the policy terms.		Legal Director

The duties and the rights of all		/s/ Margaret L. Eno
persons will be based solely on policy terms. This policy is non- participating.		Registrar


GR-29 0010 ED: 9-92		Aetna Life Insurance Company 151 Farmington Avenue Hartford, Connecticut 06158 203-273-0123		Face Page 207041

INDEX

POLICY CONTENTS

PART I

ELIGIBLE CLASSES CHANGES
SPECIAL PROVISIONS

PART II

POLICYHOLDER AND INSURANCE
COMPANY MATTERS


GR-29 0040 ED: 7-73		Page 9000		F205236

POLICY CONTENTS

This policy consists of:

The Face Page, Index, this Policy Contents page and all the provisions of Part I and II; and

The provisions found in the Certificates(s) listed in this section.

The words you or your in any Certificate included in the policy, will refer to a covered Employee.

The Certificate(s) included in this policy are as follows:

A Certificate consists of a Certificate Base document (Cert. Base) and any
Summary of Coverage (SOC) or Certificate Rider (Rider) which may be issued
to support or amend the Cert. Base.


Identification	Issue Date	Effective Date

Cert Base 1	4/1/93	6/1/90
SOC 1A	4/1/93	6/1/90


GR-29 1508 ED: 6-86		Page 9010		F205478

PART I

ELIGIBLE CLASSES

All classes of employees of a Member Employer are eligible except those who
are:

Part-time;

Temporary;

Substitute; or

In a class for which a Certificate is not in this policy.

An employee is eligible only for the coverages shown in the Certificate
which applies to this class.


GR-29 0150 ED: 7-73		Page 9050		F205823

PART I (Continued)

CHANGE IN AMOUNTS

EMPLOYEE COVERAGE (NON-CONTRIBUTORY)

Status, Schedule or Benefit Change: If, for any reason and at any time, the
employees rate of earnings or status or any schedule or level of benefit is
changed so as to warrant an amount of non-contributory coverage other than that
for which the employee is then covered, the amount of his coverage will be
changed to the new amount. An increase will be subject to the Active Service
Rule.

A retroactive change in an employees rate of earnings or status will not
result in a retroactive change in coverage. Any change in coverage will be
effective on the date the change in earnings or status is made.


GR-29 0190 ED: 7-73		Page 9062		T-F205328

PART I (Continued)

OTHER CHANGES

EMPLOYEE COVERAGE

Addition or Deletion of a Benefit: Except as set forth in the next paragraph,
if any benefit becomes applicable to an employee who is already covered under
the policy, that employee will be eligible for that benefit right away.
Coverage will be effective in line with the Eligibility provisions as described
elsewhere in the group policy. This includes the Active Service Rule.

If any benefit no longer applies to an employee, coverage for that benefit will
stop right away for that employee. Any rights under the benefit gained by the
employee while the coverage was in force will not be affected.

Change in Eligibility Date: An increase in any required period of service will
apply only to an employee who enters service on or after the effective date of
the increase. A decrease in any required period of service will permit an
employee to become eligible on the effective date of the decrease if he then
has worked the new period of service. Otherwise he is eligible on the date he
completes it.


GR-29 0190 ED: 7-73		Page 9070		T-F205344

PART I (Continued)

SPECIAL PROVISIONS

ACTIVE WORK RULE

If the employee is both disabled (that is: ill or injured) and away from work
on the date any of his Employee Coverage (or any increase in such coverage)
would become effective, the effective date of the coverage (or increase) will
be held up until the date he goes back to work for one full day.


GR-29 0170 ED: 7-73		Page 9072		F205573

PART II

POLICYHOLDER AND INSURANCE COMPANY MATTERS

DECLARATIONS


The first policy month starts on		June 1
Each subsequent policy month starts on the first
of a calendar month

The first policy year starts on		June 1
and ends on		May 31
Each subsequent policy year starts on a		June 1
It ends on a		May 31

MEMBER EMPLOYERS

Member Employers are those employers which are included under this policy by
written agreement between the Policyholder and Aetna.

An employer may be a Member Employer if not against the law of the jurisdiction
in which this policy is delivered.

The Policyholder may act for all Member Employers in all policy matters. Each
such act, or agreement made between Aetna and the Policyholder, or notice given
by one to the other will be binding on all the Employers.

DATA REQUIRED

The Policyholder and each Member Employer must give Aetna all data required as
to policy matters. All data which may have a bearing on insurance or premiums
will be open for Aetna to inspect while this policy is in force. Also, they
must be open until the final rights and duties under this policy have been
resolved.

CLERICAL ERROR

Any clerical error by anyone in keeping records, or a delay in making an entry,
will not alone decide if insurance is valid. A fair change in premiums will be
made when the error or delay is found.

MISSTATEMENTS

If any fact as to a person to whom the insurance relates is found to have been
misstated, a fair change in premiums will be made. If the misstatement affects
the existence or amount of insurance, the true facts will be used to decide if
insurance is in force and its amount.


GR-29 1150 ED: 7-73		Page 9080		F205333

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

NON-DISCRIMINATION

In the management of this policy, the Policyholder and the Member Employers
will act so as not to discriminate unfairly between persons in like situations
at the time of the action. Aetna can rely on such action. It will not have to
probe into the details.

CERTIFICATES

Aetna will issue to the Policyholder individual certificates. These should be
delivered to each insured employee. The insurance in force will be set forth.
Statements as to whom benefits are payable will appear. The Life Insurance
Conversion Privilege will also be described.

POLICY CHANGES

This policy may be changed at any time by written agreement between Aetna and
the Policyholder. The consent of any employee or other person is not needed.
All agreements made by Aetna are signed by one of its executive officers. No
other person can change or waive any of the policy terms or make any agreement
binding Aetna. The Policyholder will not have to give written approval of a
change in the policy if:

			The Policyholder has asked for the change and Aetna has greed to it.

			The change is needed so that the policy will conform to any law, regulation or ruling of:


			A jurisdiction that affects a person covered under this policy; or

			The federal government.


GR-29 1160 ED. 7-73		Page 9090		F205243

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

CONTRACT

This policy and the application of the Policyholder are the entire contract. A
copy of the application is attached. All statements made by the Policyholder or
an insured employee shall be deemed representations and not warranties. No
written statement made by an employee shall be used by Aetna in a contest
unless a copy of the statement is or has been furnished to the employee or his
beneficiary, or the person making the claim.

INCONTESTABILITY

The validity of this policy shall not be contested, except for non-payment of
premiums, after it has been in force for 2 years. No statement made by an
employee about his insurability shall be used by Aetna in contesting the
validity of the insurance as to which such statement was made if the insurance
has been in force prior to the contest for 2 years during the employees
lifetime; nor unless such statemeny is in written form signed by him.


GR-29 1165 ED. 7-73		Page 9100		F205419

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

PREMIUM RATES

Employee Life Insurance Coverage

TABLE OF PREMIUM RATES


Age on Birth- day Near- est Be- ginning of the Policy Year	Monthly Premium Per $1,000 of Insurance		Age on Birth- day Near- est Be- ginning of the Policy Year		Monthly Premium Per $1,000 of Insurance		Age on Birth- day Near- est Be- ginning of the Policy Year		Monthly Premium Per $1,000 of Insurance		Age on Birth- day Near- est Be- ginning of the Policy Year		Monthly Premium Per $1,000 of Insurance

15	$	.19		35	$	.32		55	$	1.65		75	$	8.56
16		.20		36		.34		56		1.80		76		9.24
17		.21		37		.36		57		1.97		77		10.00
18		.22		38		.38		58		2.14		78		10.86
19		.23		39		.41		59		2.32		79		11.81
20		.23		40		.45		60		2.51		80		12.83
21		.24		41		.49		61		2.72		81		13.93
22		.24		42		.53		62		2.96		82		15.07
23		.25		43		.57		63		3.21		83		16.26
24		.25		44		.63		64		3.48		84		17.50
25		.25		45		.68		65		3.78		85		18.80
26		.25		46		.74		66		4.11		86		20.16
27		.26		47		.81		67		4.48		87		21.60
28		.26		48		.89		68		4.89		88		23.13
29		.26		49		.97		69		5.34		89		24.79
30		.27		50		1.06		70		5.81		90		26.62
31		.27		51		1.16		71		6.32		91		28.68
32		.28		52		1.26		72		6.84		92		31.03
33		.29		53		1.38		73		7.38		93		33.75
34		.30		54		1.51		74		7.95		94		36.95
												95		40.98

The above premiums apply only to males. For female employee premiums, multiply
the above premiums by .60. Multiply the above premiums by: 11.83 for annual
premiums; 5.96 for semiannual premiums, 2.99 for quarterly premiums.

Policy Charge: The calculated premium shall be increased by a policy charge of
$.20 for each $1,000 of insurance in force at the start of the then current
policy year. This applies for each policy month in the premium paying period.
The policy charge shall not exceed $8.00 for any month.


GR-29 1170 ED. 7-73		Page 9110		F205432

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

PREMIUM RATES (Continued)

Employee Life Insurance Coverage (Continued)

At the start of each policy year, Aetna will compute a total premium based upon
the number of premium payments then agreed upon between the Policyholder and
Aetna. Such premium will be the sum of the individual premiums of the employees
then insured, figured from the table of premium rates then in effect. It will
be figured on the basis of the ages (nearest birthday) then attained by insured
employees and their amounts of insurance. From such total an average premium
rate will be figured by dividing the total premium by the total amount of
insurance then in force.

The average premium rate may be figured again as of any premium-due date only:

			By reason of a change in factors bearing on the risk assumed. Aetna must request this.

			Once during any continuous 12 month period. The Policyholder must request this and give 60 days advance notice to Aetna.

Such refiguring will be made on the same basis as described above. All facts
will be taken as of the date of the refiguring.

The latest average premium rate will be used to figure premiums until a new one
is determined. Each premium due during the policy year will be figured by
multiplying the amount of insurance in force at the start of the premium-paying
period by the average premium rate.


GR-29 1181 ED. 7-73		Page 9140		F205248

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

PREMIUM DUEEXPERIENCE RATING

The premium due under this policy on any premium due date will be the sum of
the premium charges for the coverages then provided under this policy.

If premiums are payable monthly, any insurance becoming effective will be
charged for from the first day of the policy month on or right after the date
the insurance takes effect. Premium charges for insurance which terminates will
cease as of the first day of the policy month on or right after the date the
insurance terminates. If premiums are payable less often than monthly, premium
charges or credits for a fraction of premium paying period will be made on a
pro rata basis for the number of policy months between the date premium charges
start or cease and end of the premium paying period. If this policy is changed
to provide more coverage to take effect on a date other than the first day of a
premium paying period, a pro rata premium for the coverage will be due and
payable on that date. It will cover the period then starting and ending right
before the start of the next premium paying period.

The premium charges will be figured at the premium rates shown before. Aetna
may change them due to experience or a change in factors bearing on the risk
assumed. Each change shall be made by written notice to the Policyholder by
Aetna.

No experience reduction or increase in premium rates shall become effective
less than 12 months after the effective date of the group policy. As used here,
group policy shall be deemed to include any group policy previously issued by
Aetna that has been replaced in whole or in part by this policy.


GR-29 1195 ED. 7-81		Page 9160		F205768

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

PREMIUM DUEEXPERIENCE RATING (Continued)

At the end of a policy year, Aetna may declare an experience credit. The amount
of each credit Aetna declares will be returned to the Policyholder. Upon
request by the Policyholder, part or all of it will be applied against the
payment of premiums or in any other manner as may be agreed to by the
Policyholder and Aetna.

If the sum of employee contributions which have been made for group insurance
exceeds the sum of premiums which have been paid for group insurance (after
giving effect to any experience credits), the excess will be applied by the
Policyholder for the sole benefit of empolyees. Aetna will not have to see to
the use of such excess.

Instead of figuring premiums as described above, premiums may be figured in any
way approved by Aetna that comes up with about the same amount of premiums.

Aetna will not have to refund any premium for a period prior to:

			The first day of the policy year in which Aetna receives proof that the refund should be made; or

			The date 3 months before Aetna receives proof, if this produces a larger refund.

This applies even if the premium was paid in error.

Payment of Premiums: The Policyholder will pay premiums in advance. They may be
paid at Aetnas Home Office or to its authorized agent.

A premium is due to be paid on the first day of each policy month.

The Policyholder may change the number of premium payments as of a premium-due
date. This needs Aetnas written consent.

Grace Period: A grace period of 31 days after the due-date will be allowed the
Policyholder for the payment of each premium.


GR-29 1198 ED. 7-73		Page 9170		F205755

PART II (Continued)

POLICYHOLDER AND INSURANCE COMPANY MATTERS (Continued)

DISCONTINUANCE OF POLICY

The Policyholder may terminate this policy as to any or all coverage of all or
any class of employees of any one or more Member Employers. A Member Employer
may terminate this policy as to any or all coverage of all or any class of its
employees. Aetna must be given written notice. The notice must state when such
termination shall occur. It must be a date after the notice. It shall not be
effective during a period for which a premium has been paid to Aetna as to the
coverage.

Aetna has the right to terminate this policy as to all or any class of
employees of a Member Employer at any time for failure to meet continued
underwriting standards, or at any time after the end of the grace period if the
premium for the employees coverage has not been paid. Written notice of the
termination date must be given by Aetna. This right is subject to the terms of
any applicable law or regulation.

Aetna may also terminate this policy in its entirety or as to any or all
coverage of all or any class of employees of a Member Employer by giving the
Policyholder advance written notice of when it will terminate. The date shall
not be earlier than the first policy anniversary date specified in the
Declarations section of this policy; thereafter, the date of termination shall
not be earlier than 31 days after the date of the notice unless it is agreed to
by the Policyholder and Aetna.

If:

			This policy terminates as to any of the employees of a Member Employer; and

			Premiums have not been paid for the period this policy was in force for those employees;

then the Policyholder and the Employer shall be jointly and severally liable to
Aetna for the unpaid premiums.


GR-29 1210 ED. 7-73		Page 9180		F205755 MO

SUMMARY OF COVERAGE

SOC: 1A

Issue Date: 4/1/93

Effective Date: 6/1/90

EMPLOYER: GENERAL DYNAMICS CORPORATION

GROUP POLICY: GP-658452

GR-9 0030-0120 1 7/93

ELIGIBILITY

Employees

You are in an Eligible Class if you are a regular full-time Corporate Officer
or an Executive of General Dynamics eligible for Incentive Compensation.

Aetna shall be entitled to rely upon the attestation of the Employer that an
employee is in a class of employees eligible for coverage as shown in this
Summary of Coverage, and the findings by the Employer with regard hereto will
be conclusive and binding upon all persons for the purposes of this Booklet.

Your Eligibility Date, if you are then in an Eligible Class, is the Effective
Date of this Plan. Otherwise, it is the date you commence active work for your
Employer or, if later, the date you enter an Eligible Class.

ENROLLMENT PROCEDURE

You will receive this coverage if you are in an Eligible Class. However, if you
wish to refuse this coverage, you must sign a waiver form, which can be
obtained from your Employer.

EFFECTIVE DATE OF COVERAGE

Employees

Your coverage will take effect on your Eligibility Date. If you happen to be
both disabled and away from work on the date your coverage would take effect,
the coverage will not take effect until you return to full-time work for one
full day. This rule also applies to an increase in your coverage.

COVERAGE FOR YOU ONLY


Classification		Amount
Corporate Officers		200% of your basic annual salary, as determined by your Employer.
		Maximum: $1,000,000

All Other Employees		100% of your basic annual salary, (200% effective April 1, 1991) as determined by your Employer.
		Maximum: $1,000,000

For the purpose of this coverage, annual salary means your base salary. It
does not include overtime, bonuses, commissions and other extra compensation.

GR-9 0030-0120 2 7/93

BENEFICIARY

Until changed in accordance with the terms of the group contract, the named
beneficiary is the one named under your Group Life Policy and recorded with
Aetna or the Employer.

ADJUSTMENT RULE

If for any reason a person is entitled to a different amount of coverage,
coverage will be adjusted as provided elsewhere in the group contract, except
that an increase is subject to any active work rule requirement described in
Effective Date of Coverage.

Benefits for claims incurred after the date the adjustment becomes effective
are payable in accordance with the revised plan provisions. In other words,
there are no vested rights to benefits based upon provisions of this Plan in
effect prior to the date of any adjustment.

GENERAL

This Summary of Coverage replaces any Summary of Coverage previously in effect
under the group contract. Requests for amounts of coverage other than those to
which you are entitled in accordance with this Summary of Coverage cannot be
accepted.

The insurance described in this Booklet-Certificate will be provided under
Aetna Life Insurance Companys policy form GR-29.

KEEP THIS SUMMARY OF COVERAGE
WITH YOUR BOOKLET-CERTIFICATE

GR-9 0030-0120 3 7/93

your
group
plan

GENERAL DYNAMICS CORPORATION

EXECUTIVE LIFE

GR-9

YOUR GROUP COVERAGE PLAN

This Plan is underwritten by the Aetna Life Insurance Company, of Hartford,
Connecticut (called Aetna). The benefits and main points of the group contract
for persons covered under this Plan are set forth in this Booklet. They are
effective only while you are covered under the group contract.

If you become covered, this Booklet will become your Certificate of Coverage.
It replaces and supersedes all Certificates issued to you by Aetna under the
group contract.

/s/ Ronald E. Compton

President

Cert. Base: 1
Issue Date: 4/1/93
Effective Date: 6/1/90

GR-9

TABLE OF CONTENTS


		Page

Summary of Coverage		Issued with Your Booklet

Life Insurance		1

General Information About Your Coverage		4

GR-9

In addition, information may be given to regulators of Aetnas business and to
others as may be required by law. It may also be given to law enforcement
authorities when needed to prevent or prosecute fraud or other illegal
activities.

Your Right of Access and Correction

In general, you have a right to learn the nature and substance of any
information Aetna has in its files about you. You may also have a right of
access to such files, except information which relates to a claim or a civil or
criminal proceeding, and to ask for correction, amendment, or deletion of
personal information. This can be done in states which provide such rights and
which grant immunity to insurers providing such access. If you request any health information, Aetna may elect to disclose details of the
information you request to your (attending) physician. If you wish to exercise
this right or if you wish to have more detail on our information practices,
please contact:

Aetna Life Insurance Company
Attn: Underwriting Services-EBD, MC63
151 Farmington Avenue
Hartford, Connecticut 06156

PRIVACY NOTICE

The information in this Notice is not a part of either the group contract, your
Certificate of Coverage or the Booklet. It is important to you as a covered
person under the group contract. We have bound it into this document only as an
aid to you in keeping insurance related material together.

Aetna has adopted a comprehensive insurance privacy policy based on the
recommendations of the Federal Privacy Protection Study Commission. This Notice
describes certain aspects of that policy which apply to you as a covered person
in a plan of group insurance insured by Aetna. The policy does not apply where
a different approach is required by law.

Information Which May be Collected

Aetna, in providing insurance services to you, relies mainly on the information
you give on your group enrollment form and when you file claims.

Aetna may also collect information about you from other sources. This is
information necessary for Aetna to perform its function with regard to the
insurance transaction in question. For example, if the amount or type of
coverage you are entitled to depends on your earnings or job class, Aetna would
obtain that information from your Employer.

Disclosure Of Information To Others

All of this information will be treated as confidential. It will not be
disclosed to others without your authorization, except in some instances where
such disclosure is necessary for the conduct of Aetnas business. Disclosure
cannot be contrary to any law which applies.

The following sets forth the types of disclosure that may be made:

		Information may be made available to your Employer or his or her representative in connection with the claim and financial administration of the Plan. This includes policyholder audits.

		Information may be disclosed to other insurers if there may be duplicate coverage or a need to preserve the continuity of your coverage.

		Information may be disclosed to Peer Review Organizations and other agencies to determine whether health services were necessary and reasonably priced.

LIFE INSURANCE

This Plan will pay as a Life Insurance benefit the amount of Life Insurance in
force for you if you die from any cause while insured. You name your
beneficiary. You may change your choice at any time.

IS THERE A PERMANENT AND TOTAL DISABILITY FEATURE?

Yes. If you become permanently and totally disabled, your insurance may be
extended. You will not have to make any further contribution. No premium
payments will be required from your Employer.

You are permanently and totally disabled only if disease or injury stops you
from engaging in:

		the material and substantial duties of your own job during the first 12 months of the disability; and thereafter,

		the material and substantial duties of any gainful job for which you are suited by education, training or experience.

You must meet all of the following to be eligible:

		Your Life Insurance must be in force when you become permanently and totally disabled.

		Your permanent and total disability must have lasted for at least 6 months.

		You must furnish all proof when requested. Aetna has the right to examine you, at its expense, before approving the proof.

Aetna must receive written notice of claim for this extension at its Home
Office within 12 months after you stop active work. Proof of the permanent and
total disability must be received no later than 12 months after premium
payments stop.

This extended insurance will be the amount you were insured for on the date
your total disability began.

This extension period will stop on the first to occur of:

		The date Aetna sends you a request at your last address shown on Aetnas records:

		For an exam, if you do not go for the exam within 31 days of that date.

		For proof that you are still permanently and totally disabled, if proof is not given within 31 days of that date.

GR-9

		The date you are no longer permanently and totally disabled.
		The date referred to in item (i) and (ii) below:

	(i)		if you become totally and permanently disabled prior to the date you attained age 62, the end of the calendar month in which you attain age 65;
	(ii)		if you become totally and permanently disabled on or after the date you attained age 62, the expiration of the number of months of total disability, as determined from the following Table:

Table


Age When Permanent and		Months of
Total Disability Commences		Total Disability

62 but less than 63		42 months
63 but less than 64		36 months
64 but less than 65		30 months
65 but less than 66		24 months
66 but less than 67		21 months
67 but less than 68		18 months
68 but less than 69		15 months
69 or over		12 months

After insurance has been extended continuously for 2 years, Aetna will not
request an exam or proof more often than once in a 12 month period.

When the extension period stops, you may be eligible to convert to an
individual life insurance policy, as described in the Conversion Privilege
section, as if your employment had ceased. However, if you become eligible for
life insurance under any group policy within 31 days after the end of the
extension period, the privilege is not allowed.

Extended Death Benefit

If Aetna received proof, at its Home Office, that all of the following apply, it
will pay your beneficiary the amount of Life Insurance which may be extended
under the permanent and total disability provision:

Premium payments for your
Life Insurance case while
you are totally disabled by
disease or injury which
stops you from engaging in
the duties of your own job.


GR-9	2

		You die during the uninterrupted continuance of the total disability.
		Death occurs no later than 12 months after premium payments from your employer cease.
		You would have qualified for extended insurance except that:

		your total disability had not lasted at least 6 months; or

		the required proof has not yet been received or approved by Aetna.

Written notice of your death must be given to Aetna at its Home Office within
12 months of your death. If it is not given, Aetna will not have to pay this
benefit.

When Aetna approves a claim for any benefit under this feature, the benefit
will be in full settlement and satisfaction of Aetnas obligations.

If any individual policy has been issued to you under the Conversion Privilege,
your rights under this section may be restored. In order to restore those
rights, you must give up all such policies without claim, except for the return
of the premiums you paid.


GR-9	3

GENERAL INFORMATION ABOUT YOUR
COVERAGE

WHEN DOES COVERAGE TERMINATE?

Coverage under this Plan terminates at the first to occur of:

		When employment ceases.
		When the group contract terminates as to the coverage.
		When you are no longer in an Eligible Class.

Ceasing active work will be deemed to be cessation of employment. If you are
not at work due to one of the following, employment may be deemed to continue up
to the limits shown below.

If you are not at work due to disease or injury, your coverage shall be
continued for up to 6 months from the start of the absence. It may be further
continued, until stopped by your Employer, but not beyond 12 months from the
start of the absence.

If you are not at work due to temporary lay-off or leave of absence, your
employment may continue until stopped by your Employer, but not beyond the end
of the policy month after the policy month in which the absence started. The
term policy month is defined elsewhere in the group contract. See your
Employer for this definition.

If no Eligible Class of retired employees is shown, there is no coverage for
retired employees.

In figuring when employment will stop for the purposes of termination of any
coverage, Aetna will rely upon your Employer to notify Aetna. This can be done
by telling Aetna or by stopping premium payments. Your employment may be deemed
to continue beyond any limits shown above if Aetna and your Employer so agree
in writing.

If you cease active work, ask your Employer if any coverage can be continued.


GR-9	4

MAY GROUP LIFE INSURANCE BE CONVERTED?

If any of your Life Insurance ceases because your employment ceases or you are
no longer in a class eligible for such insurance, or because of age, pension or
retirement, the amount of insurance which ceases (or a lesser amount if
desired) may be converted to an individual life insurance policy.

Your converted policy may be any kind of individual policy then customarily
being issued by Aetna for the amount being converted and for your age (nearest
birthday) on the date it will be issued, except a term policy or one with
disability or other supplementary benefits.

When Life Insurance ceases because that part of the group contract discontinues
as to your employee class, and insurance on the life of the person has been in
force under the group contract for at least 5 years in a row prior to such
discontinuance, the amount that ceases less the amount of any group life
insurance for which the person becomes eligible within 31 days of
discontinuance may be converted to an individual policy. The maximum amount
that can be converted by each person in any event is $10,000.

In order to convert, written application must be made for an individual policy
and the first premium must be paid on it within 31 days after cessation of
insurance for any of the above reasons.

No evidence of insurability will be required.

The individual policy will become effective at the end of the 31 day period
during which conversion is possible.

The premiums for the converted policy will be at Aetnas then customary rates
for the same policy issued to any other person of the same class of risk and
age at the time the converted policy is to become effective.

After an individual policy becomes effective for any person, that policy will
be in exchange for all benefits and privileges under the group contract as
regards the person involved and the amount that could have been converted.

However, for insurance on your life, if it is later determined that you were
totally disabled at the time premium payments for your group life insurance
ceased, you may be entitled to certain rights described in the Life Insurance
Benefits section.


GR-9	5

IS THERE ANY LIFE INSURANCE AFTER TERMINATION?

Yes. In most cases a person can apply for an individual policy under the
Conversion Privilege within 31 days after his or her group life insurance
ceases. If a person dies during this 31 days and before the individual policy
goes into effect, the amount payable under the group contract is limited to the
maximum that could have been converted. This limit applies even if he or she
has not applied for or paid the first premium on the individual policy.

ADDITONAL PROVISIONS

The following additional provisions apply to your coverage.

		You cannot receive multiple coverage under this Plan because you are connected with more than one Employer.
		In the event of a misstatement of any fact affecting your coverage under this Plan, the true facts will be used to determine the coverage in force.

This document describes the main features of this Plan. Additional provisions
are described elsewhere in the group contract. If you have any questions about
the terms of this Plan or about the proper payment of benefits, you may obtain
more information from your Employer or, if you prefer, from the Home Office of
Aetna.

Your Employer hopes to continue this Plan indefinitely but, as with all group
plans, this Plan may be changed or discontinued with respect to all or any
class of employees.

CAN MY INSURANCE BE ASSIGNED?

Life Insurance may be assigned only with Aetnas written consent and only if
you assign all ownership as a gift. If you wish to do this, an assignment form
must be completed by you. Then send 3 copies to Aetnas Home Office to be
approved. See your Employer for details. Neither your Employer nor Aetna
guarantees or assumes any obligation concerning any assignment.

CLAIMS OF CREDITORS

If allowed by law, Life Insurance benefits are exempt from legal or equitable
process for your debts. This also applies to the debts of your beneficiary.


GR-9	6

BENEFICIARIES

You may name or change your beneficiary by filing written request at your
Employers headquarters or at Aetnas Home Office. Ask your Employer for the
forms. The naming or any change will take effect as of the date you execute the
request. Aetna will be fully discharged of its duties as to any payment made by
it before your request is received at its Home Office.

Any amount payable to a beneficiary will be paid to those you name. Unless you
state to the contrary, if more than one beneficiary is named, they will share
on equal terms.

If a named beneficiary dies before you, his or her share will be payable in
equal shares to any other named beneficiaries who survive you.

If no named beneficiary survives you or if no beneficiary has been named,
payment will be made as follows to those who survive you:

		Your spouse, if any.
		If there is no spouse, in equal shares to your children.
		If there is no spouse or child, to your parents, equally or to the survivor.
		If there is no spouse, child or parent, in equal shares to your brothers and sisters.
		If none of the above survives, to your executors or administrators.

HOW AND WHEN SHOULD CLAIMS BE REPORTED?

A claim must be submitted to Aetna in writing. It must give proof of your death
or disability. Your Employer has claim forms. All claims should be reported
promptly.

HOW WILL BENEFITS BE PAID?

Benefits will be paid as soon as the necessary written proof to support the
claim is received. Any death benefit for your loss of life will be paid in
accordance with the beneficiary designation. Payment will be made in one sum
unless you have elected an installment method which has been agreed to by
Aetna. If you do not do so prior to your death, your beneficiary will have this
right before any payment is made. The methods of settlement allowed will be
those offered by Aetna under the individual life insurance policies Aetna is
issuing when the election is made.


GR-9	7

Life & Casualty

Aetna Life Insurance Company
Hartford, Connecticut


7/93 700	PRINTED IN U.S.A.

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