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EXHIBIT 10.3
[AETNA Logo] Aetna Inc.
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June 18, 2001
VIA FACSIMILE AND OVERNIGHT MAIL
▇▇▇▇▇▇ Guaranty Trust Company of New York,
as Administrative Agent under the Credit
Agreement referred to below
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Attn: ▇▇▇▇▇ Dell'aquila,
Vice President
Fax: ▇▇▇-▇▇▇-▇▇▇▇
▇▇▇▇▇▇ Guaranty Trust Company of New York
c/o ▇.▇. ▇▇▇▇▇▇ Services Inc.
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Attn: ▇▇▇▇▇ ▇▇▇▇,
Associate
Fax: ▇▇▇-▇▇▇-▇▇▇▇
RE: NOTICE OF TERMINATION OF COMMITMENTS AND CREDIT AGREEMENT AND COMMITMENT
REDUCTION EVENT
Ladies and Gentlemen:
Reference is made to the $1,500,000,000 Bridge Credit Agreement dated as of
December 13, 2000 among Aetna Inc. (formerly known as Aetna U.S. Healthcare
Inc.), as Borrower, the banks listed on the signature pages thereof and ▇▇▇▇▇▇
Guaranty Trust Company of New York, as Administrative Agent (the "CREDIT
AGREEMENT"). Terms not otherwise defined herein are defined as set forth in the
Credit Agreement.
The Borrower hereby terminates the Commitments and the Credit Agreement
effective June 20, 2001 pursuant to Section 2.06(b) of the Credit Agreement.
In addition, the Borrower hereby gives notice of a Commitment Reduction Event
pursuant to Section 2.06(d) of the Credit Agreement. The Commitment Reduction
Event (an issuance by the Borrower of $700 million aggregate principal amount of
debt securities pursuant to a public offering) was consummated on June 18, 2001,
and the Borrower received Net Proceeds of $667,350,000 therefrom. The Net
Proceeds consist of $667,950,000 cash proceeds received by
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▇▇▇▇▇▇ Guaranty Trust Company of New York,
as Administrative Agent
▇▇▇▇▇▇ Guaranty Trust Company of New York,
c/o ▇.▇. ▇▇▇▇▇▇ Services Inc.
June 18, 2001
the Borrower net of NYSE estimated listing fees and other estimated issuance
expenses of $600,000.
Very truly yours,
AETNA INC.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
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Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Title: Vice President, Finance and Treasurer