ITT HARTFORD LIFE & ANNUITY INSURANCE CO SEP ACCOUNT VL I
S-6EL24, 1996-07-02
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<PAGE>

                                                              File No. 33-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-6

              FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF
               SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON
                                   FORM N-8B-2

A. Exact name of trust:  Separate Account VL I

B. Name of depositor:  ITT Hartford Life and Annuity Insurance Company

C. Complete address of depositor's principal executive offices:

   P.O. Box 2999
   Hartford, CT  06104-2999

D. Name and complete address of agent for service:

   Scott K. Richardson, Esq.
   ITT Hartford Life Insurance Companies
   P.O. Box 2999
   Hartford, CT 06104-2999

 It is proposed that this filing will become effective:

 _____    immediately upon filing pursuant to paragraph (b) of Rule 485
 _____    on May 1, 1996 pursuant to paragraph (b) of Rule 485
 _____    60 days after filing pursuant to paragraph (a)(1) of Rule 485
 _____    on May 1, 1996 pursuant to paragraph (a)(1) of Rule 485
 _____    this post-effective amendment designates a new effective date for a
          previously filed post-effective amendment.

E. Title and amount of securities being registered:

   Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the 
   Registrant has registered an indefinite amount of securities. Registrant 
   will file the Rule 24f-2 Notice upon completion of its first complete 
   fiscal year.

F. Proposed maximum aggregate offering price to the public of the securities
   being  registered:

   Not yet determined.

G. Amount of filing fee:  Paid

H. Approximate date of proposed public offering:

   As soon as practicable after the effective date of this registration 
statement.

The registrant hereby represents that it is relying on Section (13)(i)(B) of 
Rule 6e-3(T).

The Registrant hereby amends this Registration Statement on such date as may 
be necessary to delay its effective date until the Registrant shall file a 
further amendment which specifically states that this Registration Statement 
shall become effective in accordance with Section 8(a) of the Securities Act 
of 1933 or until the Registration Statement shall become effective on such 
date as the Commission, acting pursuant to said Section 8(a), may determine.

<PAGE>


                              RECONCILIATION AND TIE BETWEEN
                                FORM N-8B-2 AND PROSPECTUS

 Item No. of
 Form N-8B-2      CAPTION IN PROSPECTUS
- ---------------   -----------------------------
       1.         Cover page

       2.         Cover page

       3.         Not applicable

       4.         The Company; Distribution of the Policies

       5.         Summary - Separate Account VL I; Separate
                  Account VL I - General

       6.         Separate Account VL I - General

       7.         Not required by Form S-6

       8.         Not required by Form S-6

       9.         Legal Proceedings

      10.         Summary; Separate Account VL I - Funds; The 
                  Policy - Application for a Policy; Detailed 
                  Description of Policy Benefits and Provisions; Other 
                  Matters - Voting Rights, Dividends

      11.         Summary; Separate Account VL I - Funds

      12.         Summary; Separate Account VL I - Funds

      13.         Deductions and Charges from the Account Value; 
                  Distribution of the Policies; Federal Tax 
                  Considerations

      14.         Detailed Description of Policy Benefits and 
                  Provisions - Application for a Policy


<PAGE>


 Item No. of
 Form N-8B-2      CAPTION IN PROSPECTUS
- ---------------   -----------------------------
      15.         Detailed Description of Policy Benefits and 
                  Provisions - Allocation of Premium Payments

      16.         Separate Account VL I - Funds; Detailed 
                  Description of Policy Benefits and
                  Provisions - Allocation of Premium Payments

      17.         Summary; Detailed Description of Policy Benefits 
                  and Provisions - Cash Value and Amount Payable on 
                  Surrender of the Policy, The Right to Examine or
                  Exchange the Policy and Surrender/Continuation Options.

      18.         Separate Account VL I - Funds; Deduction and 
                  Charges from the Account Value; Federal Tax Considerations

      19.         Other Matters - Statements to Policy Owners

      20.         Not applicable

      21.         Detailed Description of Policy Benefits and 
                  Provisions - Policy Loans

      22.         Not applicable

      23.         Safekeeping of the Separate Account Assets

      24.         Other Matters - Assignment

      25.         The Company

      26.         Not applicable

      27.         The Company

      28.         The Company; Management

      29.         The Company

      30.         Not applicable


<PAGE>


 Item No. of
 Form N-8B-2      CAPTION IN PROSPECTUS
- ---------------   --------------------------
      31.         Not applicable

      32.         Not applicable

      33.         Not applicable

      34.         Not applicable

      35.         Distribution of the Policies

      36.         Not required by Form S-6

      37.         Not applicable

      38.         Distribution of the Policies

      39.         The Company; Distribution of the Policies

      40.         Not applicable

      41.         The Company; Distribution of the Policies

      42.         Not applicable

      43.         Not applicable

      44.         Detailed Description of Policy Benefits and
                  Provisions - Allocation of Premium Payments

      45.         Not applicable

      46.         Detailed Description of Policy Benefits and
                  Provision - Cash Value

      47.         Separate Account VL I - Funds

      48.         Cover page; The Company

      49.         Not applicable


<PAGE>


 Item No. of
 Form N-8B-2      CAPTION IN PROSPECTUS
- ---------------   -------------------------

      50.    Separate Account VL I - General

      51.    Summary; The Company; Detailed Description of
             Policy Benefits and Provisions; Other Matters - Beneficiary

      52.    Separate Account VL I - Funds, Investment Advisers

      53.    Federal Tax Considerations

      54.    Not applicable

      55.    Not applicable

      56.    Not required by Form S-6

      57.    Not required by Form S-6

      58.    Not required by Form S-6

      59.    Not required by Form S-6



<PAGE>
 
     ITT HARTFORD LIFE AND ANNUITY
     INSURANCE COMPANY
     P.O. Box 2999
     Hartford, CT 06104-2999
     Telephone (800) 231-5453
     [PRODUCT NAME]
     Flexible Premium
     Variable Life Insurance Policy
 
    [LOGO]
 
   This  Prospectus describes a flexible premium variable life insurance policy
 (the "Policy")  offered by  ITT Hartford  Life and  Annuity Insurance  Company
 ("ITT  Hartford") to  applicants generally between  ages 0 and  80. The Policy
 allows considerable flexibility in selecting the timing and amount of  premium
 payments for the chosen amount of Death Benefit.
 
   The Policy provides for a Death Benefit payable at the death of the Insured.
 The Policy Owner may select one of three Death Benefit Options; a level amount
 equal  to the Face  Amount ("Option A"),  a variable amount  equal to the Face
 Amount plus the Account Value ("Option  B"), or an increasing amount equal  to
 the  Face Amount plus a  return of premium ("Option  C"). The required minimum
 initial Face Amount is generally $25,000.
 
   Under all three options, the Policy  has Account Values which increase  with
 the  payment of each  premium and which  decrease to reflect  fees and charges
 made by ITT Hartford. These fees and charges vary depending on such factors as
 the Face Amount, the age of the Insured and the level of the premium paid. The
 Account Value of a Policy will fluctuate to reflect the investment  experience
 of  the Funds to which  the premium payment(s) has  been allocated. The Policy
 Owner bears the investment risk for all amounts so allocated.
 
   If a  Policy is  surrendered during  the first  two Policy  Years, the  Cash
 Surrender Value may be adjusted upward to reflect a reduced Surrender Charge.
 
   There  is no guaranteed minimum Account Value  for a Policy. However, if the
 Death Benefit guarantee  is in effect  (see "Death Benefit"  on page 13),  the
 Policy will not lapse due to poor investment performance.
 
     The initial premium will be allocated to Hartford Money Market Sub-Account
 and  after the  Right to  Examine Period has  expired, to  one or  more of the
 Sub-Accounts or  to the  Fixed  Account as  specified  in the  Policy  Owner's
 application.  The Funds  underlying the  Sub-Accounts presently  are: Hartford
 Advisers Fund, Inc., Hartford Bond  Fund, Inc., Hartford Capital  Appreciation
 Fund,  Inc., Hartford  Dividend and  Growth Fund,  Inc., Hartford  Index Fund,
 Inc., Hartford  International  Opportunities  Fund,  Inc.,  Hartford  Mortgage
 Securities  Fund, Inc., Hartford Stock Fund,  Inc., and HVA Money Market Fund,
 Inc. managed by Hartford Investment Management Company (the "Hartford Funds");
 PCM Diversified Income  Fund, PCM Global  Growth Fund, PCM  Growth and  Income
 Fund,  PCM High Yield Fund, PCM Money Market Fund, PCM New Opportunities Fund,
 PCM Global Asset Allocation  Fund, PCM U.S. Government  and High Quality  Bond
 Fund,  PCM Utilities Growth and  Income Fund, and PCM  Voyager Fund managed by
 Putnam Investment Management, Inc. (the "Putnam Funds"); and the Equity-Income
 Portfolio, Overseas  Portfolio  and  Asset Manager  Portfolio  (the  "Fidelity
 Funds") managed by Fidelity Management & Research Company.
 ------------------------------------------------------------------------------
 
 IT  MAY  NOT  BE  ADVANTAGEOUS  TO  PURCHASE  FLEXIBLE  PREMIUM  VARIABLE LIFE
 INSURANCE AS A REPLACEMENT FOR YOUR  CURRENT LIFE INSURANCE OR IF YOU  ALREADY
 OWN A FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY.
 ------------------------------------------------------------------------------
 
 THIS  PROSPECTUS IS VALID  ONLY IF ACCOMPANIED BY  THE CURRENT PROSPECTUSES OF
 THE APPLICABLE ELIGIBLE FUNDS WHICH CONTAIN A FULL DESCRIPTION OF THOSE FUNDS.
 ALL PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
 ------------------------------------------------------------------------------
 ------------------------------------------------------------------------------
 THESE SECURITIES HAVE NOT BEEN APPROVED  OR DISAPPROVED BY THE SECURITIES  AND
 EXCHANGE  COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
 AND EXCHANGE COMMISSION  OR ANY  STATE SECURITIES COMMISSION  PASSED UPON  THE
 ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
 A CRIMINAL OFFENSE.
 ------------------------------------------------------------------------------
 
 The date of this Prospectus is Xxxxxx XX, 1996
 ------------------------------------------------------------------------------
<PAGE>
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                           PAGE
 <S>                                                                       <C>
 SPECIAL TERMS...........................................................    4
 SUMMARY.................................................................    5
 DETAILED DESCRIPTION OF POLICY BENEFITS AND PROVISIONS..................    9
   General...............................................................    9
   Premium...............................................................    9
     Premium Payment Flexibility.........................................    9
     Allocation of Premium Payments......................................    9
     Accumulation Units..................................................   10
     Accumulation Unit Values............................................   10
     Premium Limitation..................................................   10
   Account Values........................................................   10
     Amount Payable on Surrender of the Policy...........................   11
     Sales Load Refund...................................................   11
     Withdrawals.........................................................   11
   Transfers of Account Value............................................   11
     Amount and Frequency of Transfers...................................   11
     Transfers to or from Sub-Accounts...................................   12
     Transfers from the Fixed Account....................................   12
   Policy Loans..........................................................   12
     Preferred Loan......................................................   12
     Loan Interest.......................................................   13
     Credited Interest...................................................   13
     Loan Repayments.....................................................   13
     Termination Due to Excessive Indebtedness...........................   13
     Effect of Loans on Account Value....................................   13
   Death Benefit.........................................................   13
     Death Benefit Options...............................................   13
     Option Change.......................................................   14
     Death Benefit Guarantee.............................................   14
     Minimum Death Benefit...............................................   14
     Increases and Decreases in Face Amount..............................   15
   Benefits at Maturity..................................................   15
   Lapse and Reinstatement...............................................   15
     Policy Lapse and Grace Period.......................................   15
     Death Benefit Guarantee Default and Grace Period....................   15
     Reinstatement.......................................................   16
   The Right to Examine or Exchange the Policy...........................   16
   Withdrawal............................................................   16
     Administrative Expense Surrender Charge.............................   17
     Sales Surrender Charge..............................................   17
   Valuation of Payments and Transfers...................................   17
   Application for a Policy..............................................   18
   Reduced Charges for Eligible Groups...................................   18
   Deductions from the Premium...........................................   18
     Premium Tax Charge and Federal Tax Charge...........................   18
     Front End Sales Load................................................   18
     Examples of Front End Sales Loads/Impact of Refund of Sales Load....   19
   Deductions and Charges from the Account Value.........................   20
     Monthly Deduction Amounts...........................................   20
     Charges Against the Funds...........................................   21
     Taxes...............................................................   22
 THE COMPANY.............................................................   22
 SEPARATE ACCOUNT VL I...................................................   23
   General...............................................................   23
</TABLE>
 
                                       2
<PAGE>
<TABLE>
<CAPTION>
                                                                           PAGE
 <S>                                                                       <C>
   Funds.................................................................   23
     Hartford Funds......................................................   23
     Putnam Funds........................................................   24
     Fidelity Funds......................................................   25
   Investment Adviser....................................................   26
     Hartford Funds......................................................   26
     Putnam Funds........................................................   27
     Fidelity Funds......................................................   27
 THE FIXED ACCOUNT.......................................................   27
 OTHER MATTERS...........................................................   28
   Voting Rights.........................................................   28
   Statements to Policy Owners...........................................   28
   Limit on Right to Contest.............................................   28
   Misstatement as to Age................................................   28
   Payment Options.......................................................   29
   Beneficiary...........................................................   29
   Assignment............................................................   29
   Dividends.............................................................   29
 SUPPLEMENTAL BENEFITS...................................................   30
   Maturity Date Extension Rider.........................................   30
   Term Insurance Rider..................................................   30
   Deduction Amount Waiver Rider.........................................   30
   Waiver of Specified Amount Disability Benefit Rider...................   30
   Accidental Death Benefit Rider........................................   30
 EXECUTIVE OFFICERS AND DIRECTORS........................................   31
 DISTRIBUTION OF THE POLICY..............................................   33
 SAFEKEEPING OF SEPARATE ACCOUNT VL I'S ASSETS...........................   33
 FEDERAL TAX CONSIDERATIONS..............................................   33
   General...............................................................   33
   Taxation of ITT Hartford and the Separate Account.....................   33
   Income Taxation of Contract Benefits..................................   34
   Modified Endowment Contracts..........................................   34
   Estate and Generation Skipping Taxes..................................   34
   Diversification Requirements..........................................   35
   Ownership of Assets in the Separate Account...........................   35
   Life Insurance Purchased for Use in Split Dollar Arrangements.........   36
   Federal Income Tax Withholding........................................   36
   Non-Individual Ownership of Contracts.................................   36
   Life Insurance Purchases by Nonresident Aliens and Foreign
    Corporations.........................................................   36
   Other Tax Considerations..............................................   36
 LEGAL PROCEEDINGS.......................................................   36
 LEGAL MATTERS...........................................................   36
 EXPERTS.................................................................   37
 REGISTRATION STATEMENT..................................................   37
 APPENDIX A -- ILLUSTRATION OF DEATH BENEFITS, ACCOUNT VALUES AND CASH
    SURRENDER VALUES.....................................................   38
 FINANCIAL STATEMENTS....................................................   48
</TABLE>
 
                 THE POLICY MAY NOT BE AVAILABLE IN ALL STATES.
 
    THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH  OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER OR OTHER PERSON IS AUTHORIZED
TO GIVE ANY  INFORMATION OR  MAKE ANY  REPRESENTATIONS IN  CONNECTION WITH  THIS
OFFERING  OTHER THAN THOSE CONTAINED  IN THIS PROSPECTUS AND,  IF GIVEN OR MADE,
SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED ON.
 
                                       3
<PAGE>
                                 SPECIAL TERMS
 
    As used in this Prospectus, the following terms have the indicated meanings:
 
ACCOUNT  VALUE: An amount used to  determine certain Policy benefits and charges
equal to the total of all amounts in the Fixed Account, the Loan Account and the
Sub-Accounts.
 
ACCUMULATION UNIT: An accounting unit of measure used to calculate the value  of
a Sub-Account.
 
CASH SURRENDER VALUE: The Cash Value less all Indebtedness.
 
CASH VALUE: The Account Value less any applicable Surrender Charges.
 
CODE: The Internal Revenue Code of 1986, as amended.
 
COST OF INSURANCE: An amount deducted as part of the Monthly Deduction Amount to
help cover ITT Hartford's anticipated mortality costs and other expenses.
 
CUMULATIVE DEATH BENEFIT GUARANTEE PREMIUM: The premium required to maintain the
Death Benefit guarantee.
 
DATE  OF ISSUE: The date from  which the Suicide and Incontestability provisions
are measured.
 
DEATH BENEFIT: On  the Policy Date,  the Death Benefit  equals the Face  Amount.
Thereafter,  it may  change in  accordance with the  terms of  the Death Benefit
Option provision,  the  Minimum  Death  Benefit  provision,  the  Death  Benefit
Guarantee provision and the Withdrawals provision.
 
DEATH  BENEFIT GUARANTEE  PREMIUM: The  amount of  monthly premium  shown in the
Policy's specifications  page  required  to keep  the  Death  Benefit  guarantee
available and used to calculate the Cumulative Death Benefit Guarantee Premium.
 
DEATH  BENEFIT OPTION:  The Death  Benefit Option  in effect  determines how the
Death Benefit  is  calculated. The  three  Death Benefit  Options  provided  are
described in the Death Benefit section of this Prospectus.
 
DEATH  PROCEEDS: The amount which We will pay  on the death of the Insured. This
amount equals  the Death  Benefit less  any Indebtedness  and less  any due  and
unpaid Monthly Deduction Amount occurring during a Grace Period.
 
FACE AMOUNT: On the Policy Date, the Face Amount equals the initial Face Amount.
The  Face Amount may be increased or  decreased, in accordance with the terms of
the Policy.
 
FIXED ACCOUNT: Portion of Account Value  invested in the General Account of  ITT
Hartford.
 
FIXED  ACCOUNT  MINIMUM  CREDITED RATE:  The  minimum rate  credited  to amounts
allocated to the Fixed Account.
 
FUNDS: The registered open-end management  investment companies in which  assets
of the Separate Account may be invested.
 
GENERAL  ACCOUNT: All assets of  ITT Hartford other than  those allocated to its
separate accounts.
 
GRACE PERIOD: The 61 day  period between the day  Your policy goes into  default
and the day on which Your policy terminates.
 
IN WRITING: In a written form satisfactory to Us.
 
INDEBTEDNESS:  All loans taken on  the Policy, plus any  interest due or accrued
minus any loan repayments.
 
INSURED: The person on whose life the Policy is issued.
 
ISSUE AGE: As  of the  Policy Date,  the age of  the Insured's  on his/her  last
birthday.
 
ITT HARTFORD: ITT Hartford Life and Annuity Insurance Company.
 
LOAN  ACCOUNT: An account established for any amounts transferred from the Fixed
Account and Sub-Accounts as  a result of loans.  Amounts are held as  collateral
and  are  credited with  interest at  the Fixed  Account Minimum  Credited Rate.
Amounts are not subject to the investment experience of the Separate Account.
 
MONTHLY ACTIVITY DATE:  The Policy  Date and the  same date  in each  succeeding
month  as the Policy Date except that,  whenever the Monthly Activity Date falls
on a date other than a Valuation  Day, the Monthly Activity Date will be  deemed
the next Valuation Day.
 
MONTHLY  DEDUCTION AMOUNT:  The charges deducted  from the Account  Value on the
Monthly Activity Date.
 
NATIONAL SERVICE CENTER: Located in Minneapolis, Minnesota.
 
                                       4
<PAGE>
NET PREMIUM: The  amount of premium  credited to  the Account Value.  It is  the
premium paid minus any deductions from premium.
 
OPTION C LIMIT: The maximum amount that will be returned in addition to the Face
Amount  under the Option C  (Return of Premium) Death  Benefit. See the Policy's
specifications page.
 
PLANNED PREMIUM: The amount of  premium that You intend  to pay as indicated  on
the application and shown on the Policy's specifications page.
 
POLICY:  A  flexible  premium  variable  life  insurance  policy  issued  by ITT
Hartford, as described in this Prospectus.
 
POLICY ANNIVERSARY: An anniversary of the Policy Date.
 
POLICY DATE:  The date  from which  Policy Anniversaries  and Policy  Years  are
determined.
 
POLICY  OWNER: The person having rights to  benefits under the Policy during the
lifetime of the Insured; the Policy Owner may or may not be the Insured.
 
POLICY YEARS: Annual periods computed from the Policy Date.
 
PREFERRED LOAN: A portion of the Indebtedness on which a lower interest rate  is
charged.
 
PRO  RATA BASIS:  An allocation  method based on  the proportion  of the Account
Value in the Fixed Account and each Sub-Account.
 
SCHEDULED MATURITY  DATE: The  date  on which  the  Policy will  mature,  unless
extended by rider.
 
SEPARATE  ACCOUNT: An account established by ITT Hartford to separate the assets
funding the Policy from  other assets of ITT  Hartford; in this case,  "Separate
Account VL I."
 
SUB-ACCOUNT: The subdivisions of the Separate Account.
 
SURRENDER  CHARGE: A charge that may be assessed if the Face Amount is decreased
or You surrender the Policy.
 
VALUATION DAY: Every day the  New York Stock Exchange  is open for trading.  The
value  of the Separate Account is determined at  the close of the New York Stock
Exchange (currently 4:00 p.m. Eastern Time) on such days.
 
VALUATION PERIOD:  The  period  between  the close  of  business  on  successive
Valuation Days.
 
YOU, YOUR: The Owner of the Policy.
 
WE, US, OUR: ITT Hartford Life and Annuity Insurance Company.
 
                                       5
<PAGE>
                                    SUMMARY
 
THE POLICY
 
    The  flexible  premium  variable  life  insurance  Policy  offered  by  this
Prospectus are funded by a Fixed Account  and Separate Account VL I, a  separate
account  established by ITT  Hartford pursuant to  Connecticut insurance law and
organized as a unit investment trust registered under the Investment Company Act
of 1940. Separate Account VL I is presently comprised of twenty-two sub-accounts
(the "Sub-Accounts"  and  each  individually a  "Sub-Account"),  each  of  which
invests  exclusively in one  of the underlying  Funds. If an  initial premium is
submitted with an application for a Policy, it will be allocated to the Hartford
Money Market Sub-Account.  At a  later date, the  values in  the Hartford  Money
Market  Sub-Account will be allocated to one  or more of the Sub-Accounts or the
Fixed Account as specified in the Policy Owner's application. This later date is
the latest of: (1) 45 days after the application is signed; (2) 10 days after We
mail or personally deliver a  Notice of Withdrawal Right;  (3) 10 days after  We
receive  the premium; and (4)  the date We receive  the final requirement to put
the Policy in force. The Policy is credited with units ("Accumulation Units") in
each selected Sub-Account, the  assets of which are  invested in the  applicable
Fund. A Policy Owner may transfer the funds among the Sub-Accounts and the Fixed
Account  subject  to a  transfer  charge. See  "Transfers  of Account  Value" of
Detailed Description of Policy Benefits and Provisions, page 11.
 
    The Policy  is  first  and  foremost a  life  insurance  policy  with  death
benefits,  cash values,  and other  features traditionally  associated with life
insurance. The Policy  is called  "flexible premium" because,  once the  desired
level  and pattern of death benefits have been determined, you have considerable
flexibility in choosing the timing and amount of premium to be paid. The  Policy
is  called "variable"  because, unlike the  fixed benefits of  an ordinary whole
life insurance  policy, the  Account  Value will,  and  the Death  Benefit  may,
increase  or decrease  depending on  the investment  experience of  the Funds to
which the premium payment(s) has been allocated.
 
POLICY DESIGN OPTIONS
 
    The Policy is  designed to be  flexible to  give You the  ability to  select
options that are tailor-made for Your specific life insurance needs.
 
    The Policy design options fall into three major categories:
 
    1.   Death Benefit Options  -- These allow You  to select various levels and
       patterns of Death Benefits.
 
    2.  Investment Options -- Currently, the Policy offers twenty-two investment
       options from which to choose. You  can allocate Your Account Value  among
       up to nine of these options. (ITT Hartford reserves the right to increase
       the  number of  allocable investment  options to  more than  nine.) These
       include the twenty-two variable Sub-Accounts and the Fixed Account.
 
    3.  Premium Options  -- You have the  flexibility to choose, within  limits,
       the amount of and frequency of premium payments.
 
DEATH BENEFIT
 
    The  Policy features three  Death Benefit Options. The  Death Benefit can be
level and equal to the  Face Amount ("Option A"),  fluctuate and equal the  Face
Amount  plus Return of Account Value ("Option B") or increase and equal the Face
Amount plus the sum of premium paid, subject to the Option C Limit ("Option C").
At the death of the Insured, We will pay the Death Proceeds to the  Beneficiary.
The  Death  Proceeds equal  the Death  Benefit less  any Indebtedness  under the
Policy and less any due and  unpaid Monthly Deduction Amount occurring during  a
Grace  Period. See  "Detailed Description  of Policy  Benefits and  Provision --
Death Benefit," page 13.
 
PREMIUM
 
    You have considerable  flexibility as to  when and in  what amounts You  pay
premium. Prior to issue, You choose a Planned Premium, within a range determined
by  ITT Hartford based on  the Face Amount and sex  of the Insured (except where
unisex rates apply), Issue Age and risk classification.
 
    The Policy will not lapse as long as the Cash Surrender Value is  sufficient
to  cover  the  Monthly Deduction  Amounts  or  the Death  Benefit  guarantee is
available. See "Lapse and Reinstatement", page 15.
 
                                       6
<PAGE>
    The minimum  premium is  $50. We  reserve  the right  to refund  the  excess
premium  that would  cause the  Policy to  fail to  meet the  definition of life
insurance under the Internal  Revenue Code of 1986,  as amended. We reserve  the
right  to require evidence  of insurability for  any premium that  results in an
increase in  the Death  Benefit greater  than  the amount  of the  premium.  Any
premium in excess of $1,000,000 is subject to ITT Hartford's approval.
 
    There  are circumstances, usually if a  Policy Owner wants to prefund future
benefits in seven years or less, when the Policy may become a Modified Endowment
Contract  under  federal  tax  law.  If  it  does,  loans  and  other  pre-death
distributions  are includable  in gross income  on an income-first  basis. A 10%
penalty tax may be imposed on income distributed before the Policy Owner attains
age 59 1/2. You  are advised to  consult a qualified  tax adviser before  taking
steps  that may affect whether the Policy becomes a Modified Endowment Contract.
See "Federal Tax Considerations, Modified Endowment Contracts" for a  discussion
of the "seven pay test", page 34.
 
SEPARATE ACCOUNT VL I
 
    Separate  Account VL  I is  a separate  account established  by ITT Hartford
pursuant to the insurance laws  of the State of  Connecticut and organized as  a
registered  unit  investment trust  under the  Investment  Company Act  of 1940.
Separate Account VL I meets the  definition of "separate account" under  federal
securities  law. Separate  Account VL  I is  comprised of  Sub-Accounts, each of
which invests exclusively in one of  the Funds. Each Hartford Fund is  organized
as  a corporation under the  laws of the State of  Maryland and is a diversified
open-end management investment company  registered under the Investment  Company
Act  of 1940. The Putnam Funds are  organized as Putnam Capital Manager Trust, a
Massachusetts business  trust  organized  on  September  24,  1987,  and  is  an
open-end, series investment company with multiple portfolios or funds registered
under  the  Investment  Company Act  of  1940.  The Fidelity  Funds  involve two
diversified  open-end  management  investment  companies,  each  with   multiple
portfolios  and organized as  a Massachusetts business  trust. The Equity-Income
Portfolio and  Overseas  Portfolio  are portfolios  of  the  Variable  Insurance
Products  Fund, organized on November 13, 1981. The Asset Manager Portfolio is a
portfolio of the  Variable Insurance Products  Fund II, organized  on March  21,
1988.  Registration under  the Investment Company  Act of 1940  does not involve
supervision of  the  management  or  investment practices  or  policies  by  the
Commission.  The shares of  the Funds are sold  to Separate Account  VL I and to
other separate accounts  of ITT Hartford  or its affiliates  which fund  similar
annuity or life insurance products.
 
    Currently,  the Funds are Hartford Advisers  Fund, Inc., Hartford Bond Fund,
Inc., Hartford Capital  Appreciation Fund,  Inc., Hartford  Dividend and  Growth
Fund,  Inc.,  Hartford Index  Fund,  Inc., Hartford  International Opportunities
Fund, Inc., Hartford Mortgage Securities Fund, Inc., Hartford Stock Fund,  Inc.,
and  HVA Money Market Fund, Inc.; PCM Diversified Income Fund, PCM Global Growth
Fund, PCM Growth and Income  Fund, PCM High Yield  Fund, PCM Money Market  Fund,
PCM  New  Opportunities  Fund,  PCM  Global  Asset  Allocation  Fund,  PCM  U.S.
Government and High Quality Bond Fund, PCM Utilities Growth and Income Fund, and
PCM Voyager Fund; and the Equity-Income Portfolio, Overseas Portfolio and  Asset
Manager Portfolio. Applicants should read the prospectuses for each of the Funds
accompanying  this Prospectus in  connection with the purchase  of a Policy. The
investment objectives of each of the Funds are as set forth in "Separate Account
VL I," page 23.
 
    The investment adviser  for the  Hartford Funds is  The Hartford  Investment
Management  Company,  a  wholly-owned  subsidiary  of  Hartford  Life  Insurance
Company. The  Hartford Investment  Management Company  retains a  sub-investment
adviser  with respect  to some  of the  Funds. The  Putnam Funds  are advised by
Putnam Investment Management, Inc., a subsidiary of The Putnam Investments, Inc.
The Fidelity Funds are  managed by Fidelity Management  & Research Company.  See
"Separate Account VL I," page 23.
 
FIXED ACCOUNT
 
    Premium  payments and Account  Values allocated to  the Fixed Account become
part of the general assets of ITT  Hartford. ITT Hartford invests the assets  of
the  General Account in accordance with applicable law governing the investments
of insurance company general accounts.
 
DEDUCTIONS FROM THE PREMIUM
 
    Before allocating  the  premium to  the  Account  Value, a  deduction  as  a
percentage  of premium is  made for the  premium tax and  federal tax charge and
front-end sales load. The amount of each premium allocated to the Account  Value
is Your Net Premium.
 
                                       7
<PAGE>
PREMIUM TAX CHARGE AND FEDERAL TAX CHARGE
 
    We  deduct, as a premium  tax charge, a percentage  of each premium to cover
premium-based  taxes  assessed  against  ITT  Hartford  by  a  state  or   other
governmental  entity. This  percentage will vary  depending on the  tax rates in
effect there and  is based on  the actual  tax imposed. The  range is  generally
between 0% and 3.5%.
 
    We  also deduct a current charge of  1.25% of each premium for federal taxes
imposed under Section 848 of the Code.
 
FRONT-END SALES LOAD
 
    The front-end sales load is a charge deducted from each premium payment. The
current and maximum front-end sales load for premium is 5.0% in the first Policy
Year and 2.0% in Policy Years 2 through 10. After Policy Year 10, the  front-end
sales load is currently 0%. We reserve the right to charge a maximum of 2.0%.
 
DEDUCTIONS AND CHARGES FROM THE ACCOUNT VALUE
 
    On each Monthly Activity Date, We will subtract the Monthly Deduction Amount
from  Your Account Value. This will be taken  on a Pro Rata Basis from the Fixed
Account and Sub-Accounts. The Monthly Deduction Amount equals:
 
    1.  the Cost of Insurance; plus
 
    2.  the Monthly Administrative Charge; plus
 
    3.  the Mortality and Expense Risk Charge; plus
 
    4.  the charges for additional benefits provided by rider, if any.
 
    ITT Hartford may also set up a provision for income taxes against the assets
of Separate Account VL I. See  "Deductions and Charges from the Account  Value,"
page 20 and "Federal Tax Considerations," page 33.
 
    Applicants should review the prospectuses for the Funds which accompany this
Prospectus  for a description of the charges assessed against the assets of each
of the Funds.
 
ACCOUNT VALUE
 
    As with many  other types of  insurance policies, each  Policy will have  an
Account  Value. The Account Value of a  Policy will increase to reflect interest
credited to the Fixed Account and Loan Account (when applicable) and any premium
payments. The Account Value of a Policy will decrease to reflect deductions  for
the  Monthly Deduction Amount and any withdrawals. The Account Value of a Policy
will vary to reflect the investment experience of the underlying Funds. There is
no minimum guaranteed Account Value and the  Policy Owner bears the risk of  the
investment  in the Funds. However, if  the Death Benefit guarantee is available,
the Policy will  not lapse  due to  poor investment  performance. See  "Detailed
Description of the Policy Benefits and Provisions -- Account Values," page 10.
 
POLICY LOAN
 
    A Policy Owner may obtain a cash loan from ITT Hartford. The loan is secured
by  the Policy. At the time a loan is requested, the Indebtedness (including the
currently applied  for  loan) may  not  exceed  the Cash  Surrender  Value.  See
"Detailed  Description of Policy Benefits and  Provisions -- Policy Loans," page
12.
 
CHARGES AGAINST THE FUNDS
 
    Separate Account VL I purchases shares of the Funds at net asset value.  The
net  asset  value  of the  Fund  shares  reflects investment  advisory  fees and
administrative and other expenses already deducted from the assets of the Funds.
These charges are described herein. See Charges Against the Funds, page 21.
 
THE RIGHT TO EXAMINE OR EXCHANGE THE POLICY
 
    An  applicant  has  a  limited  right  to  return  his  or  her  Policy  for
cancellation.  If the  applicant returns the  Policy within: (1)  ten days after
delivery of the  Policy; (2)  ten days  after We  mail or  personally deliver  a
Notice  of Withdrawal Right; or (3) 45 days after completion of the application,
whichever is latest (subject to applicable state regulation), ITT Hartford  will
return  to  the applicant,  within  seven days  thereafter,  the greater  of the
 
                                       8
<PAGE>
premium paid, less any Indebtedness, or the  sum of (1) the Account Value,  less
any Indebtedness, on the date the returned Policy is received by ITT Hartford or
its agent and (2) any deductions under Policy or by the Funds for taxes, charges
or fees.
 
    In  addition, once the  Policy is in  effect it may  be exchanged during the
first 24 months after its Date of Issue for a non-variable life insurance policy
offered  by  Us  on  the  life  of  the  Insured  without  submitting  proof  of
insurability.
 
SURRENDER
 
    At  any time prior to the Scheduled Maturity Date, provided the Policy has a
Cash Surrender Value,  you may surrender  the Policy. During  the first  fifteen
(15)  Policy Years, a Surrender Charge will apply. The Surrender Charge consists
of two component charges: administrative  expenses surrender charge and a  sales
surrender  charge. See "Detailed Description of Policy Benefits and Provisions,"
and "Withdrawal", pages 9 and 16.
 
TAX CONSEQUENCES
 
    The current federal tax  law generally excludes  all death benefit  payments
from   the  gross   income  of   the  Policy   Beneficiary.  See   "Federal  Tax
Considerations," page 33.
 
                            DETAILED DESCRIPTION OF
                         POLICY BENEFITS AND PROVISIONS
 
GENERAL
 
    This Prospectus describes a flexible premium variable life insurance  policy
that  has considerable flexibility in selecting the timing and amount of premium
payments.
 
PREMIUM
PREMIUM PAYMENT FLEXIBILITY
 
    You have considerable  flexibility as to  when and in  what amounts You  pay
premium.
 
    Prior  to issue, You can choose a Planned Premium, within a range determined
by ITT Hartford based  on the Face  Amount and the  Insured's sex (except  where
unisex rates apply), Issue Age and risk classification. We will send You premium
notices  for Planned Premium. The notices may  be sent on an annual, semi-annual
or quarterly basis. You may also  have premium automatically deducted from  Your
checking  account on a monthly  basis. The Planned Premium  and payment mode You
selected are  shown on  the Policy's  specifications page.  You may  change  the
Planned Premium at any time, subject to Our minimum amount rules then in effect.
 
    The  Policy will not lapse as long as the Cash Surrender Value is sufficient
to cover  the  Monthly Deduction  Amounts  or  the Death  Benefit  guarantee  is
available. See also "Lapse and Reinstatement" on page 15 for more details.
 
ALLOCATION OF PREMIUM PAYMENTS
 
    The  initial  Net Premium  will be  allocated to  the Hartford  Money Market
Sub-Account on the later of the Policy Date or the date We receive the premium.
 
    The value in this Hartford Money  Market Sub-Account will then be  allocated
to  the  Fixed  Account and  Sub-Accounts  according to  the  premium allocation
specified in the application on the latest of: (1) 45 days after the application
is signed; (2) ten days after We receive the premium; (3) ten days after We mail
or personally deliver a Notice of Withdrawal Right; and (4) the date We  receive
the  final  requirement  to  put  the Policy  in  force  ("free-look  end date")
             .
 
    Any additional Net Premium received prior to the free-look end date will  be
allocated to the Hartford Money Market Sub-Account.
 
                                       9
<PAGE>
    You may change Your premium allocation In Writing. Portions allocated to the
Fixed Account and Sub-Accounts must be whole percentages. Subsequent Net Premium
will  be allocated to the Fixed Account  and Sub-Accounts according to Your most
recent instructions, subject to the following. Currently, the Account Value  may
be  allocated to no more than nine Sub-Accounts. ITT Hartford reserves the right
to increase  the number  of  allocable investment  options  beyond nine.  If  We
receive  a premium  and Your most  recent allocation  instructions would violate
this requirement, We will allocate the Net Premium to the Fixed Account and Sub-
Accounts on a Pro-Rata basis.
 
    You will receive  several different types  of notification as  to what  Your
current premium allocation is. The initial allocation chosen by the Policy Owner
is shown in the Policy. Each transactional confirmation received after a premium
payment  will  show  how that  premium  has  been allocated.  In  addition, each
quarterly statement summarizes the current premium allocation in effect for that
Policy.
 
ACCUMULATION UNITS
 
    Net Premium allocated to  the Sub-Accounts are  used to credit  Accumulation
Units to those Sub-Accounts.
 
    The  number of Accumulation  Units in each  Sub-Account to be  credited to a
Policy, including the  initial allocation to  Hartford Money Market  Sub-Account
and  the  amount credited  to the  Fixed  Account, will  be determined  first by
multiplying  the  Net  Premium  by  the  appropriate  allocation  percentage  to
determine  the portion to be invested in  the Fixed Account or Sub-Account. Each
portion to be invested in a Sub-Account is then divided by the Accumulation Unit
Value of  that particular  Sub-Account next  computed following  receipt of  the
payment.
 
ACCUMULATION UNIT VALUES
 
    The  Accumulation Unit Value  for each Sub-Account will  vary to reflect the
investment experience of  the applicable  Fund. It  will be  determined on  each
Valuation  Day  by multiplying  the Accumulation  Unit  Value of  the particular
Sub-Account on the preceding Valuation Day  by a Net Investment Factor for  that
Sub-Account  for the Valuation Period then  ended. The Net Investment Factor for
each of  the Sub-Accounts  is equal  to the  net asset  value per  share of  the
corresponding Fund at the end of the Valuation Period (plus the per share amount
of any dividend or capital gain distributions paid by that Fund in the Valuation
Period then ended) divided by the net asset value per share of the corresponding
Fund at the beginning of the Valuation Period.
 
    All   valuations  in  connection  with  a  Policy,  e.g.,  with  respect  to
determining Account Value, in connection with Policy loans, or in calculation of
Death Benefits, or with respect to determining the number of Accumulation  Units
to  be credited to  a Policy with  each premium payment,  other than the initial
premium payment, will be made on the date the request or payment is received  by
ITT  Hartford at the  National Service Center  if such date  is a Valuation Day;
otherwise such determination will be made on the next succeeding date which is a
Valuation Day.
 
PREMIUM LIMITATION
 
    If a premium is received  which would cause the Policy  to fail to meet  the
definition  of a life insurance contract in accordance with the Internal Revenue
Code, We reserve the  right to refund  the excess premium.  We will refund  such
premium and interest thereon within 60 days after the end of a Policy Year.
 
    We  reserve the  right to require  evidence of insurability  for any premium
that results in an increase in the Death Benefit greater than the amount of  the
premium.
 
    The  minimum  subsequent  premium  is  $50.00.  Any  premium  in  excess  of
$1,000,000 is subject to ITT Hartford's approval.
 
ACCOUNT VALUES
 
    The Policy  will have  an  Account Value.  There  is no  minimum  guaranteed
Account  Value. The Account Value of a Policy  changes on a daily basis and will
be computed on each Valuation Day. The  Account Value of a Policy will  increase
to  reflect  interest  credited to  the  Fixed  Account and  Loan  Account (when
applicable) and any premium payments. The Account Value will decrease to reflect
deductions for the  Monthly Deduction  Amount and any  withdrawals. The  Account
Value will vary to reflect the investment experience of the underlying Funds.
 
                                       10
<PAGE>
    The  Account Value of a particular Policy  is related to the net asset value
of the Funds associated with the Sub-Accounts, if any, to which premium payments
on the Policy have been allocated. The Account Value in the Sub-Accounts on  any
Valuation  Day is calculated by multiplying  the number of Accumulation Units in
each Sub-Account as of the Valuation Day by the current Accumulation Unit  Value
of  that Sub-Account and then  summing the result for  all the Sub-Accounts. The
Account Value equals the Account Value in the Sub-Accounts plus the value of the
Fixed and  Loan Accounts.  The Cash  Value  equals the  Account Value  less  any
applicable  Surrender Charges. The Cash Surrender Value, which is the net amount
available upon surrender of the Policy, is the Cash Value less any Indebtedness.
See "Accumulation Unit Values," page 10.
 
AMOUNT PAYABLE ON SURRENDER OF THE POLICY
 
    As long as the Policy  is in effect, a Policy  Owner may elect, without  the
consent  of  the Beneficiary  (provided the  designation  of Beneficiary  is not
irrevocable), to fully surrender  the Policy. Upon  surrender, the Policy  Owner
will  receive the  Cash Surrender  Value determined as  of the  day ITT Hartford
receives the Policy Owner's written request or the date requested by the  Policy
Owner,  whichever is later. The Cash Surrender  Value equals the Cash Value less
any Indebtedness.  The Policy  will terminate  on  the date  of receipt  of  the
written  request, or  the date  the Policy  Owner requests  the surrender  to be
effective, whichever is later.
 
SALES LOAD REFUND
 
    If a  Policy is  surrendered during  the first  two Policy  Years, the  Cash
Surrender  Value may be  adjusted upward to reflect  a reduced Surrender Charge.
For purposes of this Policy, the reduction in Surrender Charge will be equal  to
the  excess, if  any, of the  sum of the  actual front-end sales  load and Sales
Surrender Charge to date  over the sum  of 30% of  payments in aggregate  amount
less  than or  equal to  one Guideline  Annual Premium  plus 10%  of payments in
aggregate amount greater than one Guideline Annual Premium but not more than two
Guideline Annual Premiums.
 
    For purposes  of this  Policy, "Guideline  Annual Premium"  means the  level
annual premium payment necessary to provide the future benefits under the Policy
through  maturity,  based on  certain  assumptions specified  under  the Federal
Securities laws. These assumptions include  mortality charges based on the  1980
CSO Table, an assumed annual net rate of return of 5% per year, and deduction of
the  fees and charges specified  in the Policy. The  Guideline Annual Premium is
only used in limiting front-end sales loads and Sales Surrender Charges.
 
WITHDRAWALS
 
    One withdrawal  is  allowed  each calendar  month.  The  minimum  withdrawal
allowed  is  $500. The  maximum  withdrawal is  the  Cash Surrender  Value, less
$1,000. If the Death Benefit Option then in effect is Option A or Option C,  the
Face  Amount is  decreased by an  amount equal  to the reduction  in the Account
Value resulting from the  withdrawal. The minimum Face  Amount required after  a
withdrawal  is subject to Our rules  then in effect. Unless specified otherwise,
the withdrawal will be deducted on a  Pro Rata Basis from the Fixed Account  and
the  Sub-Accounts. Currently, ITT Hartford does  not impose a withdrawal charge.
However, ITT Hartford reserves the right to impose a withdrawal charge of up  to
$10.00.
 
    In  addition, a  Surrender Charge  will be  deducted from  the Account Value
equal to  the proportion  of the  current Surrender  Charge represented  by  the
amount  of  the  withdrawal  to  the  Account  Value  immediately  prior  to the
withdrawal.
 
    Any decrease in the Face Amount resulting from a withdrawal may result in  a
partial Surrender Charge. See "Increases and Decreases in Face Amount", page 15.
 
TRANSFERS OF ACCOUNT VALUE
AMOUNT AND FREQUENCY OF TRANSFERS
 
    Upon  request  and as  long as  the Policy  is in  effect, You  may transfer
amounts among  the Fixed  Account and  Sub-Accounts. Transfers  may be  made  by
written  request or by calling toll  free 1-800-231-5453. Transfers by telephone
may be made  by the agent  of record or  by the attorney-in-fact  pursuant to  a
power  of attorney. Telephone transfers may not be permitted in some states. The
policy of ITT Hartford and  its agents and affiliates is  that they will not  be
responsible  for losses resulting from acting upon telephone requests reasonably
believed to be  genuine. We will  employ reasonable procedures  to confirm  that
instructions  communicated by telephone are genuine; otherwise, We may be liable
for any losses due to unauthorized or fraudulent
 
                                       11
<PAGE>
instructions. The procedures We follow  for transactions initiated by  telephone
include  requirements that  callers provide certain  identifying information for
themselves (if  not  the  Policy  Owner) and  the  Policy  Owner.  All  transfer
instructions by telephone are tape recorded.
 
    The  amounts which may  be transferred and  the number of  transfers will be
limited by Our rules then in effect.
 
    Currently there are no restrictions on transfers other than those  described
below.  There is  no charge  currently for  the first  transfer in  any calendar
month. Each  transfer in  excess  of one  per calendar  month  is subject  to  a
Transfer Charge of up to $25.
 
    We  reserve the right  at a future date  to limit the  size of transfers and
remaining balances, and to limit the number and frequency of transfers.
 
TRANSFERS TO OR FROM SUB-ACCOUNTS
 
    You may request to transfer  some or all of  your Account Value between  the
Sub-Accounts.  When You  request a  transfer, the  number of  Accumulation Units
credited to the Sub-Account from which the transfer was made will be reduced and
the number of Accumulation Units credited to the Sub-Account you requested  will
be increased.
 
    The amount of the increase or decrease will be determined by dividing:
 
    1.  the amount transferred by,
 
    2.  the Accumulation Unit Value for the respective Sub-Account determined as
       of the next Valuation Day after We receive your transfer request.
 
TRANSFERS FROM THE FIXED ACCOUNT
 
    In  addition to the  conditions above, transfers from  the Fixed Account are
subject to the following:
 
    1.  the transfer must occur  during the 30-day period following each  Policy
       Anniversary; and
 
    2.   if  the Accumulated  Value in  Your Fixed  Account exceeds  $1,000, the
       amount transferred in any Policy  Year may be no  larger than 25% of  the
       Accumulated  Value  in the  Fixed  Account on  the  date of  transfer. We
       reserve the right to modify the restrictions on transfers from the  Fixed
       Account.
 
POLICY LOANS
 
    As  long as the Policy is in effect,  a Policy Owner may obtain, without the
consent of  the Beneficiary  (provided  the designation  of Beneficiary  is  not
irrevocable),  a cash loan from ITT Hartford. The total Indebtedness at the time
of the  new  loan  (including the  accrued  interest  on prior  loans  plus  the
currently applied for loan) may not exceed the Cash Surrender Value. The minimum
loan amount is $500.00.
 
    The  amount of each  loan will be transferred  on a Pro  Rata Basis from the
Fixed Account and each  of the Sub-Accounts (unless  the Policy Owner  specifies
otherwise)  to the Loan Account. The Loan  Account is a mechanism used to ensure
that any outstanding Indebtedness remains fully secured by the Account Value.
 
PREFERRED LOAN
 
    If, at  any time  after  the tenth  Policy  Anniversary, the  Account  Value
exceeds  the  total  of  all  premium paid  since  issue,  a  Preferred  Loan is
available. The amount available for a Preferred Loan is the amount by which  the
Account  Value exceeds total premium paid. The  amount of the Loan Account which
equals a Preferred Loan will  be credited with interest at  a rate equal to  the
Fixed  Account Minimum Credited Rate. The  amount of Indebtedness that qualifies
as a  Preferred  Loan is  determined  on each  Monthly  Activity Date.  A  lower
interest is charged to Preferred Loans than to the rest of your Indebtedness, if
any.
 
                                       12
<PAGE>
LOAN INTEREST
 
    Interest will accrue on Indebtedness on a daily basis. The table below shows
the interest rate We will charge on Your Indebtedness.
 
<TABLE>
<CAPTION>
                                     PORTION OF                                 FIXED ACCOUNT
POLICY YEAR                         INDEBTEDNESS                         MINIMUM CREDITED RATE PLUS
- --------------  -----------------------------------------------------  -------------------------------
<S>             <C>                                                    <C>
1-10            All Indebtedness                                                         2%
11 and later    Preferred loans (if any)                                                 0%
                All Indebtedness in excess of Preferred Loans                            1%
</TABLE>
 
CREDITED INTEREST
 
    Any  amounts in the  Loan Account will  be credited with  interest at a rate
equal to the Fixed Account Minimum Credited Rate.
 
LOAN REPAYMENTS
 
    You can repay all or any part  of the entire Indebtedness at any time  while
Your  Policy is in  force. Each loan repayment  must be at  least $50. An amount
equal to the loan repayment will be  deducted from the Loan Account and will  be
allocated  among the  Fixed Account and  Sub-Accounts in the  same percentage as
premium are allocated.
 
TERMINATION DUE TO EXCESSIVE INDEBTEDNESS
 
    If total  Indebtedness equals  or  exceeds the  Cash  Value on  any  Monthly
Activity  Date, the Policy  will terminate. See  "Lapse and Reinstatement," page
15.
 
EFFECT OF LOANS ON ACCOUNT VALUE
 
    A loan, whether or not repaid, will  have a permanent effect on the  Account
Value  because the investment results of each Sub-Account will apply only to the
amount remaining  in  such  Sub-Accounts.  In addition,  the  rate  of  interest
credited  to the  Fixed Account  may be greater  than the  Fixed Account Minimum
Credited Rate. The longer a loan is outstanding, the greater the effect, whether
favorable or  unfavorable,  is  likely to  be.  If  the Fixed  Account  and  the
Sub-Accounts  earn more than the annual interest rate for funds held in the Loan
Account, a Policy Owner's Account Value will not increase as rapidly as it would
have had no loan been made. If the Sub-Accounts earn less than the Loan Account,
the Policy Owner's Account Value will be greater than it would have been had  no
loan  been made. Also,  if not repaid,  the aggregate amount  of the outstanding
loan (i.e., the Indebtedness) will reduce the Death Proceeds and Cash  Surrender
Value otherwise payable.
 
                                 DEATH BENEFIT
 
    The  Policy provides  for the  payment of  the Death  Proceeds to  the named
Beneficiary when the Insured dies. The Death Proceeds payable to the Beneficiary
equal the  Death Benefit  less any  Indebtedness  and less  any due  and  unpaid
Monthly  Deduction Amount  occurring during  a Grace  Period. The  Death Benefit
depends on the Death Benefit Option  selected by You, the minimum Death  Benefit
provision,  and whether or not the Death  Benefit guarantee is available. All or
part of the  Death Proceeds  may be  paid in cash  or applied  under a  "Payment
Option." See "Other Matters -- Payment Options," page 29.
 
DEATH BENEFIT OPTIONS
 
    There  are  three  Death Benefit  Options:  the Level  Death  Benefit Option
("Option A"), the Return of Account Value Death Benefit Option ("Option B")  and
the  Return of Premium Death Benefit Option ("Option C"). Subject to the minimum
Death Benefit described below, the Death Benefits under each option are:
 
    1.  Under Option A, the Death Benefit is equal to the Face Amount.
 
    2.  Under Option B, the Death Benefit  is equal to the Face Amount plus  the
       Account Value.
 
    3.   Under Option C, the Death Benefit  is equal to the Face Amount plus the
       lesser of: (a) the sum of the premium paid; and (b) the Option C Limit.
 
                                       13
<PAGE>
OPTION CHANGE
 
    You may change Your Death Benefit Option  by notifying Us In Writing of  the
change. Such change will become effective on the Monthly Activity Date following
the  date we receive Your request. If a  change to Option A is elected, the Face
Amount will become that amount available as a Death Benefit immediately prior to
the option change.  If a change  to Option B  is elected, the  Face Amount  will
become  that amount available as a Death Benefit immediately prior to the option
change, reduced by the then current  Account Value. Changing your Death  Benefit
Option  may result in a Surrender Charge.  (See "Decreases in Face Amount", page
15.) You should consult a competent  tax adviser regarding the possible  adverse
tax consequences resulting from a change in your Death Benefit Option.
 
DEATH BENEFIT GUARANTEE
 
    The Death Benefit guarantee will keep the Policy in force, regardless of the
Policy's investment performance as long as the following conditions are met:
 
    1.   the Policy is  in the first ten Policy  Years (except in certain states
       where a period less than 10 years may apply); and
 
    2.  on each Monthly Activity Date during that period, the cumulative premium
       paid into this Policy, less Indebtedness, less any withdrawals, equal  or
       exceed the Cumulative Death Benefit Guarantee premium on that date.
 
    If the Face Amount has not been increased or decreased, the Cumulative Death
Benefit Guarantee Premium is:
 
    1.   the Cumulative Death Benefit  Guarantee Premium on the previous Monthly
       Activity Date; plus
 
    2.  the current Monthly Death Benefit Guarantee Premium shown on the  Policy
       specification page.
 
    The  Monthly Death Benefit Guarantee Premium will be adjusted to reflect any
increases or decreases  in the Face  Amount during the  Death Benefit  guarantee
period.  We  will send  You a  schedule  showing the  new Monthly  Death Benefit
Guarantee Premium  required for  this  period and  the Death  Benefit  Guarantee
Premium received to date.
 
    While  the Death Benefit  guarantee is available, the  Death Benefit will be
the Face Amount, regardless of the Death Benefit Option.
 
MINIMUM DEATH BENEFIT
 
    The Policy has a minimum Death Benefit feature which automatically increases
the Death  Benefit  so  that it  will  never  be less  than  the  Account  Value
multiplied by the Minimum Death Benefit Percentage specified in the Policy. This
percentage  varies according  to the Insured's  Issue Age, the  Policy Year, sex
(where unisex rates are not used) and insurance class.
 
EXAMPLES OF THE MINIMUM DEATH BENEFIT:
 
<TABLE>
<CAPTION>
                                                                                        A            B
                                                                                   -----------  -----------
<S>                                                                                <C>          <C>
Face Amount                                                                        $   100,000  $   100,000
Account Value on Date of Death                                                          46,500       34,000
Specified Percentage                                                                      250%         250%
Death Benefit Option                                                                     Level        Level
</TABLE>
 
    In Example A, the minimum Death  Benefit equals $116,250, i.e., the  greater
of  $100,000 (the  Face Amount) or  $116,250 (the  Account Value at  the Date of
Death of $46,500, multiplied by the  specified percentage of 250%). This  amount
less  any outstanding Indebtedness constitutes the Death Proceeds which We would
pay to the Beneficiary.
 
    In Example B, the  minimum Death Benefit is  $100,000, i.e., the greater  of
$100,000  (the Face Amount) or $85,000  (the Account Value of $34,000 multiplied
by the specified percentage of 250%).
 
                                       14
<PAGE>
INCREASES AND DECREASES IN FACE AMOUNT
 
    At any time after the first Policy  Year, You may make a request In  Writing
to  change the Face Amount.  The minimum amount by which  the Face Amount can be
increased or decreased  is based on  Our rules  then in effect.  We reserve  the
right to limit the number of increases or decreases made under the Policy to not
more than one in any 12 month period.
 
    A decrease in the Face Amount will be effective on the Monthly Activity Date
following  the date We receive Your request.  The remaining Face Amount must not
be less than that  allowed by Our minimum  rules then in effect.  If You ask  to
decrease  Your Face Amount below the Initial  Face Amount a Surrender Charge may
be assessed, equal to:
 
    1.  the Surrender Charge applicable  to the current Policy Year;  multiplied
       by
 
    2.  the percentage described below.
 
    The percentage used to determine the Surrender Charge will be calculated by:
 
    1.   subtracting the requested Face Amount from the lowest Face Amount prior
       to the request; and
 
    2.  dividing that difference by the lowest Face Amount prior to the request.
 
    The Surrender Charge assessed  will be deducted from  Your Account Value  on
the Monthly Activity Date effective for the decrease.
 
    All  requests  to increase  the Face  Amount must  be applied  for on  a new
application and  accompanied by  the Policy.  All requests  will be  subject  to
evidence of insurability satisfactory to Us. Any increase approved by Us will be
effective on the date shown on the new policy specifications page, provided that
the  Monthly Deduction Amount  for the first  month after the  effective date of
increase is made.
 
BENEFITS AT MATURITY
 
    If the Insured is living on the Scheduled Maturity Date, on surrender of the
Policy to ITT  Hartford, ITT  Hartford will  pay to  the Policy  Owner the  Cash
Surrender  Value. On the Scheduled Maturity  Date, unless extended by rider, the
Policy will terminate and  ITT Hartford will have  no further obligations  under
the Policy.
 
LAPSE AND REINSTATEMENT
POLICY LAPSE AND GRACE PERIOD
 
    During  the first Policy Year, the Policy  will be in default on any Monthly
Activity Date on which the Account Value less Indebtedness is not sufficient  to
cover the Monthly Deduction Amount.
 
    During  the second Policy Year, the Policy will be in default on any Monthly
Activity Date  on which  the Account  Value less  Indebtedness less  1/2 of  the
Surrender  Charge for  the second  Policy Year  is not  sufficient to  cover the
Monthly Deduction Amount.
 
    During the third Policy Year and  thereafter, the Policy will be in  default
on  any Monthly Activity Date  if the Cash Surrender  Value is not sufficient to
cover the Monthly Deduction Amount.
 
    A 61-day  period called  the "Grace  Period"  will begin  from the  date  of
default. ITT Hartford will mail the Owner and any assignee written notice of the
amount  of premium that  will be required  to continue the  Policy in force. The
premium required will  be no  greater than the  amount required  to pay  Monthly
Deduction  Amounts  during  the  Grace  period  plus  three  additional  Monthly
Deduction Amounts. Unless the Death  Benefit guarantee is available, the  Policy
will  terminate without value if the required premium  is not paid by the end of
the Grace Period.  If the Death  Benefit guarantee is  available and  sufficient
premium has not been paid by the end of the Grace Period, the Death Benefit will
be  reduced to the Face Amount and any riders will no longer be in force. If the
Insured dies during the Grace Period, We will pay the Death Proceeds.
 
DEATH BENEFIT GUARANTEE DEFAULT AND GRACE PERIOD
 
    On every Monthly Activity Date during the Death Benefit guarantee period, We
will  compare  the   cumulative  premium  received,   less  Indebtedness,   less
withdrawals,  to the  Cumulative Death Benefit  Guarantee Premium  for the Death
Benefit guarantee period in effect.
 
                                       15
<PAGE>
    If the cumulative premium received, less Indebtedness, less withdrawals, are
less than  the Cumulative  Death Benefit  Guarantee Premium,  the Death  Benefit
guarantee  will be deemed to  be in default as of  that Monthly Activity Date. A
Grace Period of 61 days  from the date of default  will begin. We will mail  the
Policy  Owner and any assignee written notice  of the amount of premium required
to continue the Death Benefit guarantee.
 
    At the end of the Grace Period, the Death Benefit guarantee will be  removed
from the Policy if We have not received the amount of the required premium.
 
REINSTATEMENT
 
    Unless  the Policy  has been surrendered  for its Cash  Surrender Value, the
Policy may be reinstated prior to the Scheduled Maturity Date, provided:
 
    1.  You make Your request In Writing within five years from the  termination
       date;
 
    2.  satisfactory evidence of insurability is submitted;
 
    3.    any Indebtedness  existing at  the  time of  termination is  repaid or
       carried over to the reinstated Policy; and
 
    4.  You pay a premium sufficient to cover (1) all Monthly Deduction  Amounts
       that  are due  and unpaid  during the  Grace Period;  and (2)  the sum of
       Monthly Deduction Amounts  for the next  three months after  the date  of
       reinstatement.
 
    The Account Value on the reinstatement date will equal:
 
    1.  The Cash Value at the time of termination; plus
 
    2.   Net  Premium derived  from premium paid  at the  time of reinstatement;
       minus
 
    3.  the Monthly Deduction Amounts that were due and unpaid during the Policy
       Grace Period; plus
 
    4.  the Surrender Charge at the time of reinstatement. The Surrender  Charge
       is based on the duration from the original Policy Date.
 
THE RIGHT TO EXAMINE OR EXCHANGE THE POLICY
 
    An applicant has a limited right to return a Policy for cancellation. If the
Policy is returned, by mail or personal delivery to ITT Hartford or to the agent
who sold the Policy, to be canceled within ten days after delivery of the Policy
to  the  Policy Owner,  within 10  days  of ITT  Hartford's mailing  or personal
delivery of a Notice of  Right to Withdraw, or within  45 days of completion  of
the  Policy application  (whichever is  later, and  subject to  applicable state
regulation), ITT  Hartford  will return  to  the applicant,  within  seven  days
thereafter,  the greater of the premium paid,  less any Indebtedness, or the sum
of (1) the Account Value, less any Indebtedness, on the date the returned Policy
is received by ITT Hartford or its agent and (2) any deductions under the Policy
or by the Funds for taxes, charges or fees.
 
    Once the Policy is in effect, it may be exchanged during the first 24 months
after its issuance, for a non-variable life insurance policy offered by Us or an
affiliate. No evidence  of insurability will  be required. The  new policy  will
have an amount at risk which equals or is less than the amount at risk in effect
on  the date of exchange. Premium under the new policy will be based on the same
risk classification  as this  Policy.  An exchange  of  the Policy  under  these
circumstances should be a tax-free transaction under Section 1035 of the Code.
 
WITHDRAWAL
 
    At  any time prior to the Scheduled Maturity Date, provided the Policy has a
Cash Surrender Value, You  may surrender the Policy  or withdraw money from  it.
During  the first fifteen (15) Policy Years,  a Surrender Charge will apply. The
Surrender Charge consists  of two component  charges: an administrative  expense
surrender charge and a sales surrender charge.
 
                                       16
<PAGE>
ADMINISTRATIVE EXPENSE SURRENDER CHARGE
 
    The  Administrative Expense Surrender Charge varies  by the Insured's age on
the Date of  Issue. Your sales  representative can provide  you with the  actual
Administrative  Expense Surrender  Charge that  applies to  your Issue  Age. The
following table represents  the Administrative  Expense Surrender  Charge for  a
person age 45 on the Date of Issue:
 
<TABLE>
<CAPTION>
              AMOUNT PER $1,000 OF                      AMOUNT PER $1,000 OF
POLICY YEAR    INITIAL FACE AMOUNT      POLICY YEAR      INITIAL FACE AMOUNT
- -----------  -----------------------  ---------------  -----------------------
<S>          <C>                      <C>              <C>
     1              $    5.00                    9            $    3.18
     2              $    5.00                   10            $    2.73
     3              $    5.00                   11            $    2.27
     4              $    5.00                   12            $    1.82
     5              $    5.00                   13            $    1.36
     6              $    4.55                   14            $    0.91
     7              $    4.09                   15            $    0.45
     8              $    3.64                   16            $    0.00
</TABLE>
 
    The  amount of  the charge  remains level for  five Policy  Years. After the
fifth Policy Anniversary, the  charge decreases uniformly  each month until  the
end of the fifteenth Policy Year when it is zero.
 
    The  Administrative  Expense  Surrender  Charge  is  designed  to  cover the
administrative expenses  associated  with  underwriting and  issuing  a  Policy,
including the costs of processing applications, conducting medical examinations,
determining  insurability and the Insured's underwriting class, and establishing
policy records.
 
    The sum  of the  Administrative  Expense Surrender  Charge and  the  Monthly
Administrative  Charge will not exceed the cost ITT Hartford incurs in providing
administrative services under the Policy. ITT Hartford does not expect to profit
from the Administrative Expense Surrender Charge.
 
SALES SURRENDER CHARGE
 
    The Sales Surrender Charge varies by the Insured's age on the Date of Issue.
Your sales representative can provide you with the actual Sales Surrender Charge
that applies  to  your Issue  Age.  The  following table  represents  the  Sales
Surrender Charge for a person age 45 on the Date of Issue:
 
<TABLE>
<CAPTION>
              AMOUNT PER $1,000 OF                      AMOUNT PER $1,000 OF
POLICY YEAR    INITIAL FACE AMOUNT      POLICY YEAR      INITIAL FACE AMOUNT
- -----------  -----------------------  ---------------  -----------------------
<S>          <C>                      <C>              <C>
     1              $    7.00                    9            $    4.45
     2              $    7.00                   10            $    3.82
     3              $    7.00                   11            $    3.18
     4              $    7.00                   12            $    2.55
     5              $    7.00                   13            $    1.91
     6              $    6.36                   14            $    1.27
     7              $    5.73                   15            $    0.64
     8              $    5.09                   16            $    0.00
</TABLE>
 
    The  amount of  the charge  remains level for  five Policy  Years. After the
fifth Policy Anniversary, the  charge decreases uniformly  each month until  the
end of the fifteenth Policy Year when it is zero.
 
    The  Sales Surrender Charges  is designed to cover  expenses relating to the
sale and distribution  of the Policy,  including commissions paid  to any  sales
personnel,  the  cost  of  preparing  sales  literature  and  other  promotional
activities.
 
VALUATION OF PAYMENTS AND TRANSFERS
 
    We value the Policy on every Valuation Day.
 
    We will pay  Death Proceeds,  Cash Surrender Values,  Withdrawals, and  loan
amounts allocable to the Sub-Accounts within seven (7) days after We receive all
the information needed to process the payment unless the New York Stock Exchange
is  closed for other than a regular holiday or weekend, trading is restricted by
the Securities and Exchange Commission ("SEC") or that the SEC declares that  an
emergency exists.
 
                                       17
<PAGE>
    ITT  Hartford  may  defer  payment  of  any  amounts  not  allocable  to the
Sub-Accounts for up to six months from the date on which We receive the request.
 
APPLICATION FOR A POLICY
 
    Individuals wishing to purchase a Policy  must submit an application to  ITT
Hartford.  Within limits,  an applicant  may choose  the initial  Face Amount. A
Policy generally will be issued only on  the lives of Insureds between the  ages
of  0 and 80 who  supply evidence of insurability  satisfactory to ITT Hartford.
Acceptance is  subject  to  ITT  Hartford's  underwriting  rules.  ITT  Hartford
reserves the right to reject an application for any reason.
 
    The  Policy will be effective on the Policy Date only after ITT Hartford has
received all outstanding delivery requirements and received the initial premium.
The Policy Date is the date  used to determine all future cyclical  transactions
on the Policy, e.g., Monthly Activity Date, Policy Months and Policy Years.
 
REDUCED CHARGES FOR ELIGIBLE GROUPS
 
    Certain  charges and deductions described below  may be reduced for a Policy
issued in connection with a specific plan in accordance with Our rules in effect
as of the date an  application for a Policy is  approved. To qualify for such  a
reduction,  a plan must satisfy certain criteria as to, for example, size of the
plan, expected number of participants  and anticipated premium payment from  the
plan.  Generally,  the  sales  contacts  and  effort,  administrative  costs and
mortality cost per Policy vary  based on such factors as  the size of the  plan,
the  purposes for which the Policy  is purchased and certain characteristics for
the plan's members. The amount of  reduction and the criteria for  qualification
are  a reflection of the reduced sales effort and administrative costs resulting
from, and the different mortality experience  expected as a result of, sales  to
qualifying  plans. We may modify  from time to time on  a uniform basis both the
amounts of reductions and  the criteria for  qualification. Reductions in  these
charges  will not be  unfairly discriminatory against  any person, including the
affected Policy Owners funded by Separate Account VL I.
 
DEDUCTIONS FROM THE PREMIUM
 
    Before allocating the premium to the Account Value, a deduction is made  for
the  premium tax and federal tax charge  and front-end sales load. The amount of
each premium allocated to the Account Value is Your Net Premium.
 
PREMIUM TAX CHARGE AND FEDERAL TAX CHARGE
 
    We deduct, as a premium  tax charge, a percentage  of each premium to  cover
premium-based   taxes  assessed  against  ITT  Hartford  by  a  state  or  other
governmental entity. This  percentage will vary  depending on the  tax rates  in
effect  there and  is based on  the actual  tax imposed. The  range is generally
between 0% and 3.5%.
 
    We also  deduct  a 1.25%  charge  from each  premium  payment to  cover  the
estimated  costs  to Us  of the  federal  income tax  treatment of  the Policy's
deferred acquisition costs  under Section 848  of the Code.  We have  determined
that  this charge is reasonable in relation  to our increased federal income tax
burden under the Code resulting from the receipt of premium.
 
    The Federal Tax Charge is a factor ITT Hartford must use when computing  the
maximum sales load chargeable under Securities and Exchange Commission rules.
 
FRONT-END SALES LOAD
 
    The front-end sales load is a charge deducted from each premium. The current
and  maximum front-end sales  load for all  premium is 5.0%  in the first Policy
Year and 2.0% for Policy Years 2 through 10. After Policy Year 10, the front-end
sales load is currently 0%. We reserve the right to charge a maximum of 2.0%.
 
                                       18
<PAGE>
EXAMPLES OF FRONT-END SALES LOADS/IMPACT OF REFUND OF SALES LOAD
 
    An example of the actual Front-End Sales Loads and the impact of the  refund
of the load, if any, (see "Sales Load Refund" on page 11), for a Policy is shown
below.  This example uses  the same specific information  (i.e., Issue Age, Face
Amount, premium level, etc.) as the illustration on page 39 of the prospectus.
 
<TABLE>
<S>                                                <C>
Death Benefit Option:                              Level
Face Amount:                                       $250,000
Charges Assumed:                                   Current
Issue Age/Sex/Class:                               45/Male/Preferred
Guideline Annual Premium:                          $4,483.41
Annual Planned Premium:                            $3,250.00
Assumed Gross Annual Investment Return             0%
</TABLE>
 
    The Total Cumulative Sales Load column on  the far right of the table  below
represents  the sum of all loads which  would have been assessed since the issue
of the policy assuming a surrender of the Policy at the end of the corresponding
policy year.
 
    This is:
 
    (1) The sum of the Cumulative Front-End Sales Load, plus
 
    (2) The actual Surrender Charge for that Policy Year, minus
 
    (3) The Sales Load Refund, if any, applicable to that Policy year.
 
ADDITIONAL CHARGES/CREDITS IF SURRENDERED
 
<TABLE>
<CAPTION>
              CUMULATIVE                                                                          TOTAL
               FRONT-END      MAXIMUM     YEAR END      ACTUAL        SALES        SALES       CUMULATIVE
  POLICY         SALES       SURRENDER     ACCOUNT     SURRENDER    SURRENDER      LOAD       SALES LOAD IF
   YEAR          LOAD         CHARGE        VALUE       CHARGE       CHARGES      REFUND      SURRENDERED**
- -----------  -------------  -----------  -----------  -----------  -----------  -----------  ---------------
<S>          <C>            <C>          <C>          <C>          <C>          <C>          <C>
         1            65         3,000        1,880        1,880          630            0            695
         2           130         3,000        3,849        3,000        1,750          333          1,547
         3           195         3,000        5,724        3,000        1,750            0          1,945
         4           260         3,000        7,498        3,000        1,750            0          2,010
         5           325         3,000        9,247        3,000        1,750            0          2,075
         6           390         2,727       10,887        2,727        1,590            0          1,980
         7           455         2,455       12,433        2,455        1,433            0          1,888
         8           520         2,183       13,878        2,183        1,273            0          1,793
         9           585         1,910       15,212        1,910        1,113            0          1,698
        10           650         1,638       16,429        1,638          955            0          1,605
        11           715         1,363       17,807        1,363          795            0          1,510
        12           780         1,090       19,172        1,090          638            0          1,418
        13           845           818       20,385          818          478            0          1,323
        14           910           545       21,431          545          318            0          1,228
        15           975           273       22,292          273          160            0          1,135
        16          1040             0       22,949            0            0            0          1,040
</TABLE>
 
- ------------------------
 *  The Actual Surrender Charge assessed is the smaller of:
 
    (a)  The contractual maximum surrender charge, or
 
    (b)  Year-End Account Value
 
**  The Total Cumulative Sales  Load If Surrendered assumes  a surrender of  the
    Policy at the end of that Policy Year and is:
 
    (a)  The Cumulative Front-End Sales Load, plus
 
    (b)  Sales Surrender Charge, minus
 
    (c)  Sales Load Refund.
 
                                       19
<PAGE>
DEDUCTIONS AND CHARGES FROM THE ACCOUNT VALUE
MONTHLY DEDUCTION AMOUNTS
 
    On  the  Policy  Date and  on  each  subsequent Monthly  Activity  Date, ITT
Hartford will deduct an amount (the "Monthly Deduction Amount") from the Account
Value to  cover certain  charges  and expenses  incurred  in connection  with  a
Policy.  Each Monthly Deduction Amount will be deducted on a Pro Rata Basis from
the Fixed Account  and each of  the Sub-Accounts. The  Monthly Deduction  Amount
will vary from month to month.
 
    The Monthly Deduction Amount equals:
 
    1.  the charge for the Cost of Insurance; plus
 
    2.  the Monthly Administrative charge; plus
 
    3.  the Mortality and Expense Risk Charge; plus
 
    4.  the charges for additional benefits provided by rider.
 
1.  COST OF INSURANCE CHARGE
 
    The charge for the Cost of Insurance is equal to:
 
    (a) the Cost of Insurance rate per $1,000; multiplied by
 
    (b) the amount at risk; divided by
 
    (c) $1,000
 
    The  amount at risk equals the Death  Benefit less the Account Value on that
date, prior to assessing the Monthly Deduction Amount.
 
    A charge for  a special insurance  class rating  of an Insured  may be  made
against  the  Account Value,  if applicable.  This charge  is to  compensate ITT
Hartford for the additional mortality risk associated with individuals in  these
classes.
 
    The  Cost  of  Insurance  charge  is  to  cover  ITT  Hartford's anticipated
mortality costs and other  expenses. For standard risks,  the Cost of  Insurance
rates  will not exceed those based  on the 1980 Commissioners' Standard Ordinary
Mortality Smoker or Nonsmoker  Table, age last birthday.  A table of  guaranteed
Cost of Insurance rates per $1,000 will be included in each Policy; however, ITT
Hartford  reserves the right  to use rates  less than those  shown in the table.
Substandard risks will be charged a higher Cost of Insurance rate that will  not
exceed  rates based on  a multiple of the  1980 Commissioners' Standard Ordinary
Mortality Smoker or  Nonsmoker Table, age  last birthday. The  multiple will  be
based  on the  Insured's risk  class. ITT  Hartford will  determine the  Cost of
Insurance rate at  the start of  each Policy Year.  Any changes in  the Cost  of
Insurance  rate will be made  uniformly for all Insureds  of the same issue age,
sex and risk class and  whose coverage has been inforce  for the same length  of
time.   No  change  in  insurance  class  or  cost  will  occur  on  account  of
deterioration of the Insured's health.
 
    Because the Account Value and the Death Benefit under a Policy may vary from
month to month,  the Cost  of Insurance  charge may  also vary  on each  Monthly
Activity Date.
 
2.  MONTHLY ADMINISTRATIVE CHARGE
 
    ITT  Hartford will assess  a Monthly Administrative  Charge to reimburse ITT
Hartford for administrative  costs in  connection with the  Policy. The  current
Monthly Administrative Fee is $25.00 per month for the first Policy Year, $10.00
per  month in Policy Year 2-10 and $5.00 per month in Policy Years 11 and later,
not to exceed $7.50 per month in Policy Years 11 and later.
 
    The sum of the Monthly Administrative Charge and the Administrative Services
Sales Charge  will  not  exceed  the  cost  ITT  Hartford  incurs  in  providing
administrative services under the Policy.
 
3.  MORTALITY AND EXPENSE RISK CHARGE
 
    A  charge is made for  mortality and expense risks  assumed by ITT Hartford.
ITT Hartford may profit from this charge. See also, "Policy Benefits and  Rights
- -- Account Values," page 10.
 
                                       20
<PAGE>
    The  current Mortality and Expense Risk Charge for any Monthly Activity Date
is equal to:
 
    (a) the current Mortality and Expense Risk Rate; multiplied by
 
    (b) the portion of  the Account Value allocated  to the Sub-Accounts on  the
       Monthly Activity Date prior to assessing the Monthly Deduction Amount.
 
    The current and guaranteed Mortality and Expense Risk Rate for the first ten
Policy  Years  is 0.80%  (.067% per  month).  After the  tenth Policy  Year, the
current rate is 0.25% (.021% per month), with a maximum Rate of 0.50% (.042% per
month).
 
    The mortality risk assumed is that  the Cost of Insurance charges  specified
in  the Policy  will be  insufficient to  meet actual  claims. The  expense risk
assumed is that expenses incurred in  issuing and administering the Policy  will
exceed  the administrative  charges set in  the Policy. ITT  Hartford may profit
from the mortality  and expense  risk charge  and may  use any  profits for  any
proper  purpose,  including  any  difference  between  the  cost  it  incurs  in
distributing the Policy and the proceeds of the front-end sales load.
 
4.  RIDER CHARGE
 
    If the Policy  includes riders, a  charge is made  applicable to the  riders
from  the Account Value on each Monthly  Activity Date. The charge applicable to
these riders is  to compensate ITT  Hartford for anticipated  cost of  providing
these  benefits and are specified on  the applicable rider. The riders available
are described on page 30 under "Supplemental Benefits" section.
 
CHARGES AGAINST THE FUNDS
 
    The investment advisers charge the Funds  an investment management fee on  a
daily  basis as  compensation for  services. The  following Table  shows the fee
charged for each Fund available for investment by Policy Owners.
 
<TABLE>
<CAPTION>
                                                                     ANNUAL INVESTMENT MANAGEMENT FEE AS A
HARTFORD FUNDS                                                      PERCENTAGE OF AVERAGE DAILY NET ASSETS
- -----------------------------------------------------  -----------------------------------------------------------------
<S>                                                    <C>
Hartford Capital Appreciation Fund, Inc.,
Hartford Advisers Fund, Inc.,
Hartford International Opportunities Fund, Inc.,
Hartford Dividend and Growth Fund, Inc.                .575% of the first $250 million of average net assets
                                                       .525% of the next $250 million of average net assets
                                                       .475% of the next $250 million of average net assets
                                                       .425% of any amount over $1.0 billion
 
Hartford Bond Fund, Inc.,
Hartford Stock Fund, Inc.                              .325% of the first $250 million of average net assets
                                                       .300% of the next $250 million of average net assets
                                                       .275% of the next $250 million of average net assets
                                                       .250% of any amount over $1.0 billion
 
Hartford Index Fund, Inc.                              .20%
 
Hartford Mortgage Securities Fund, Inc.,
HVA Money Market Fund, Inc.                            .25%
 
PUTNAM FUNDS
 
PCM Diversified Income Fund,
PCM Global Asset Allocation Fund,
PCM High Yield Fund,
PCM New Opportunities Fund,
PCM Voyager Fund                                       .70% of the first $500 million of average net assets
                                                       .60% of the next $500 million of average net assets
                                                       .55% of the next $500 million of average net assets
                                                       .50% of any amount over $1.5 billion
</TABLE>
 
                                       21
<PAGE>
<TABLE>
<CAPTION>
                                                                     ANNUAL INVESTMENT MANAGEMENT FEE AS A
HARTFORD FUNDS                                                      PERCENTAGE OF AVERAGE DAILY NET ASSETS
- -----------------------------------------------------  -----------------------------------------------------------------
PCM Growth and Income Fund                             .65% of the first $500 million of average net assets
                                                       .55% of the next $500 million of average net assets
                                                       .50% of the next $500 million of average net assets
                                                       .45% of any amount over $1.5 billion
<S>                                                    <C>
 
PCM Money Market Fund                                  .45% of the first $500 million of average net assets
                                                       .35% of the next $500 million of average net assets
                                                       .30% of the next $500 million of average net assets
                                                       .25% of any amount over $1.5 billion
 
PCM U.S. Government and High Quality Bond Fund         .65% of the first $500 million of average net assets
                                                       .55% of the next $500 million of average net assets
                                                       .50% of the next $500 million of average net assets
                                                       .45% of the next $5 billion of average net assets
                                                       .425% of the next $5 billion of average net assets
                                                       .405% of the next $5 billion of average net assets
                                                       .39% of the next $5 billion of average net assets
                                                       .38% of any excess thereafter
 
PCM Global Growth Fund, PCM Utilities
Growth and Income Fund                                 .60%
 
FIDELITY FUNDS
 
Equity-Income Portfolio                                .52%
 
Overseas Portfolio                                     .77%
 
Asset Manager Portfolio                                .72%
</TABLE>
 
TAXES
 
    Currently, no charge is  made to Separate Account  VL I for federal,  state,
and  local taxes that may be allocable to Separate Account VL I. A change in the
applicable federal, state  or local tax  laws which impose  tax on ITT  Hartford
and/or  Separate Account VL I  may result in a charge  against the Policy in the
future. Charges for other taxes, if any, allocable to Separate Account VL I  may
also be made.
 
                                  THE COMPANY
 
    ITT  Hartford Life and Annuity  Insurance Company ("ITT Hartford"), formerly
ITT Life Insurance Corporation,  was originally incorporated  under the laws  of
Wisconsin on January 9, 1956. ITT Hartford was redomiciled to Connecticut on May
1, 1996. It is a stock life Insurance Company engaged in the business of writing
both  individual and group life insurance  and annuities in all states including
the District  of Columbia,  except New  York. The  offices of  ITT Hartford  are
located  in Minneapolis,  Minnesota; however,  its mailing  address is  P.O. Box
2999, Hartford, Connecticut 06104-2999.
 
    ITT Hartford  is  a  wholly  owned subsidiary  of  Hartford  Life  Insurance
Company.  ITT  Hartford  is ultimately  100%  owned by  Hartford  Fire Insurance
Company, one of  the largest  multiple lines  insurance carriers  in the  United
States.  On  December  20,  1995,  Hartford  Fire  Insurance  Company  became an
independent, publicly traded corporation.
 
    ITT Hartford is rated A+  (superior) by A.M. Best  and Company, Inc. on  the
basis  of its  financial soundness  and operating  performance. ITT  Hartford is
rated AA+ by  both Standard &  Poor's and Duff  and Phelps on  the basis of  its
claims paying ability.
 
    These  ratings  do not  apply to  the performance  of the  Separate Account.
However, the contractual obligations under  this variable life insurance  policy
are the general corporate obligations of ITT Hartford. These ratings do apply to
ITT Hartford's ability to meet its insurance obligations under the Policy.
 
                                       22
<PAGE>
    ITT Hartford is subject to Connecticut law governing insurance companies and
is  regulated and  supervised by the  Connecticut Commissioner  of Insurance. An
annual statement in a prescribed form must be filed with that Commissioner on or
before March 1  in each year  covering the  operations of ITT  Hartford for  the
preceding year and its financial condition on December 31 of such year.
 
    Its   books  and  assets  are  subject  to  review  or  examination  by  the
Commissioner or his agents at all times. A full examination of its operations is
conducted by the National Association  of Insurance Commissioners at least  once
every four years. In addition, ITT Hartford is subject to the insurance laws and
regulations  of any jurisdiction  in which it sells  its insurance policies. ITT
Hartford is  also subject  to  various federal  and  state securities  laws  and
regulations.
 
                             SEPARATE ACCOUNT VL I
 
GENERAL
 
    Separate  Account VL I is a separate  account of ITT Hartford established on
June 8, 1995  pursuant to the  insurance laws  of the State  of Connecticut  and
organized as a unit investment trust registered with the Securities and Exchange
Commission under the Investment Company Act of 1940. Separate Account VL I meets
the  definition  of  "separate  account"  under  federal  securities  law. Under
Connecticut law, the assets  of Separate Account VL  I are held exclusively  for
the  benefit of Policy Owners and persons entitled to payments under the Policy.
The assets for Separate Account VL I are not chargeable with liabilities arising
out of any other business which ITT Hartford may conduct.
 
FUNDS
 
    The assets  of  each Sub-Account  of  Separate  Account VL  I  are  invested
exclusively  in one of the  Funds. A Policy Owner  may allocate premium payments
among  the  Sub-Accounts.  Policy  Owners  should  review  the  following  brief
descriptions  of the  investment objectives of  each of the  Funds in connection
with that allocation. There is no guarantee  that any of the Funds will  achieve
its  stated objectives. Policy Owners are  also advised to read the prospectuses
for  each  of  the  Funds   accompanying  this  prospectus  for  more   detailed
information.
 
HARTFORD FUNDS
HARTFORD ADVISERS FUND, INC.
 
    To  achieve maximum long  term total rate of  return consistent with prudent
investment risk by investing in common stock and other equity securities,  bonds
and  other debt securities, and money market instruments. The investment adviser
will vary the investments of the Fund among equity and debt securities and money
market instruments depending upon its analysis  of market trends. Total rate  of
return  consists of current  income, including dividends,  interest and discount
accruals and capital appreciation.
 
HARTFORD BOND FUND, INC.
 
    To achieve maximum current income consistent with preservation of capital by
investing primarily in bonds.
 
HARTFORD CAPITAL APPRECIATION FUND, INC.
 
    To  achieve  growth  of  capital  by  investing  in  equity  securities  and
securities  convertible into equity  securities selected solely  on the basis of
potential  for  capital   appreciation;  income,  if   any,  is  an   incidental
consideration.
 
HARTFORD DIVIDEND AND GROWTH FUND, INC.
 
    To  achieve a high level of current income consistent with growth of capital
and reasonable investment risk by  investing primarily in equity securities  and
securities convertible into equity securities.
 
                                       23
<PAGE>
HARTFORD INDEX FUND, INC.
 
    To  provide  investment  results  which  approximate  the  price  and  yield
performance of publicly-traded common stocks in the aggregate, as represented by
the Standard & Poor's 500 Composite Stock Price Index.*
 
HARTFORD INTERNATIONAL OPPORTUNITIES FUND, INC.
 
    To achieve long-term  total return consistent  with prudent investment  risk
through investment primarily in equity securities issued by foreign companies.
 
HARTFORD MORTGAGE SECURITIES FUND, INC.
 
    To  achieve maximum current  income consistent with  safety of principal and
maintenance of liquidity by investing primarily in mortgage-related  securities,
including  securities  issued by  the  Government National  Mortgage Association
("GNMA").
 
HARTFORD STOCK FUND, INC.
 
    To achieve long-term capital growth primarily through capital  appreciation,
with income a secondary consideration, by investing in equity-type securities.
 
HVA MONEY MARKET FUND, INC.
 
    To achieve maximum current income consistent with liquidity and preservation
of capital by investing in money market securities.
 
*      "Standard  & Poor's-Registered  Trademark-", "S&P-Registered Trademark-",
    "S&P 500-Registered  Trademark-", "Standard  & Poor's  500", and  "500"  are
     trademarks  of The McGraw-Hill  Companies, Inc. and  have been licensed for
     use by Hartford Life Insurance  Company and affiliates. The Hartford  Index
     Fund,  Inc. ("Index Fund") is not  sponsored, endorsed, sold or promoted by
     Standard & Poor's  ("S&P") and  S&P makes no  representation regarding  the
     advisability of investing in the Index Fund.
 
PUTNAM FUNDS
PCM DIVERSIFIED INCOME FUND
 
    Seeks  high current income consistent with capital preservation by investing
in the following  three sectors  of the  fixed income  securities markets:  U.S.
Government  Sector,  High  Yield Sector  (which  invests primarily  in  what are
commonly referred to as "junk bonds"), and International Sector. See the special
considerations for investments in high yield securities described in the  Putnam
Fund prospectus.
 
PCM GLOBAL ASSET ALLOCATION FUND
 
    Seeks a high level of long-term total return consistent with preservation of
capital by investing in U.S. equities, international equities, U.S. fixed income
securities, and international fixed income securities.
 
PCM GLOBAL GROWTH FUND
 
    Seeks  capital  appreciation  through a  globally  diversified  common stock
portfolio.
 
PCM GROWTH AND INCOME FUND
 
    Seeks capital growth  and current  income by investing  primarily in  common
stocks that offer potential for capital growth, current income, or both.
 
PCM HIGH YIELD FUND
 
    Seeks   high  current  income  by   investing  primarily  in  high-yielding,
lower-rated fixed  income securities  (commonly referred  to as  "junk  bonds"),
constituting  a diversified  portfolio which Putnam  Investment Management, Inc.
("Putnam Management")  believes  does  not  involve  undue  risk  to  income  or
principal.  Capital growth is a secondary objective when consistent with seeking
high current income.  See the  special considerations for  investments for  high
yield securities described in the Putnam Fund prospectus.
 
                                       24
<PAGE>
PCM MONEY MARKET FUND
 
    Seeks  to achieve  as high  a level of  current income  as Putnam Management
believes is consistent with preservation of capital and maintenance of liquidity
by investing in high-quality money market instruments.
 
PCM NEW OPPORTUNITIES FUND
 
    Seeks long-term  capital appreciation  by  investing principally  in  common
stocks  of companies in sectors of  the economy which Putnam Management believes
possess above average long-term growth potential.
 
PCM U.S. GOVERNMENT AND HIGH QUALITY BOND FUND
 
    Seeks current income  consistent with preservation  of capital by  investing
primarily  in  through  investment  in securities  issued  or  guaranteed  as to
principal  and  interest  by  the  U.S.   Government  or  by  its  agencies   or
instrumentalities  and in other debt obligations rated  at least A by Standard &
Poor's or Moody's or,  if not rated,  determined by Putnam  Management to be  of
comparable quality.
 
PCM UTILITIES GROWTH AND INCOME FUND
 
    Seeks  capital growth and current income by concentrating its investments in
securities issued by companies in the public utilities industries.
 
PCM VOYAGER FUND
 
    Aggressively seeks capital appreciation primarily from a portfolio of common
stocks of companies that Putnam  Management believes have potential for  capital
appreciation which is significantly greater than that of market averages.
 
FIDELITY FUNDS
EQUITY-INCOME PORTFOLIO
 
    To  seek reasonable income by investing primarily in income-producing equity
securities. In choosing these securities,  the Portfolio will also consider  the
potential  for capital appreciation. The Portfolio's  goal is to achieve a yield
which exceeds the composite  yield on the securities  comprising the Standard  &
Poor's Daily Stock Price Index of 500 Common Stocks. The Portfolio may invest in
high  yielding, lower-rated  securities (commonly  referred to  as "junk bonds")
which are subject to greater  risk than investments in higher-rated  securities.
For  a  further  discussion  of lower-rated  securities,  please  see  "Risks of
Lower-Rated Debt Securities" in the Fidelity prospectus for this Portfolio.
 
OVERSEAS PORTFOLIO
 
    To seek long-term growth of capital primarily through investments in foreign
securities and provide a means for  aggressive investors to diversify their  own
portfolios  by participating  in companies and  economies outside  of the United
States.
 
ASSET MANAGER PORTFOLIO
 
    To seek high total return with reduced risk over the long-term by allocating
its assets among stocks, bonds and short-term fixed-income instruments.
 
    The Hartford Funds are organized as corporations under the laws of the State
of Maryland  and are  registered as  diversified open-end  management  companies
under the Investment Company Act of 1940. The Putnam Funds are portfolios of the
Putnam  Capital Manager Trust, which is organized  as a business trust under the
laws of  Massachusetts  as  an  open-end series  investment  company  under  the
Investment  Company  Act of  1940. The  Fidelity  Funds involve  two diversified
open-end management  investment companies,  each  with multiple  portfolios  and
organized  as a  Massachusetts business  trust. The  Equity-Income Portfolio and
Overseas Portfolio are portfolios of  the Variable Insurance Products Fund.  The
Asset  Manager Portfolio is a portfolio  of the Variable Insurance Products Fund
II.
 
                                       25
<PAGE>
    Each Fund  continually issues  an unlimited  number of  full and  fractional
shares  of beneficial interest in the Fund.  Such shares are offered to separate
accounts, including Separate Account VL I, established by ITT Hartford or one of
its affiliated  companies specifically  to fund  the Policy  and other  policies
issued  by ITT Hartford or its affiliates as permitted by the Investment Company
Act of 1940.
 
    It is conceivable that in the future it may be disadvantageous for  variable
life  insurance  separate accounts  and  variable annuity  separate  accounts to
invest in the Funds simultaneously. Although neither ITT Hartford nor the  Funds
currently  foresee  any such  disadvantages  either to  variable  life insurance
Policy Owners  or to  variable annuity  Policy Owners,  the Board  of  Directors
intend for the Hartford Funds and the Board of Trustees for the Putnam Funds and
the  Fidelity Funds  (collectively the  "Board") to  monitor events  in order to
identify any material conflicts between such Policy Owners and to determine what
action, if any,  should be  taken in  response thereto.  If the  Boards were  to
conclude  that  separate  funds  should be  established  for  variable  life and
variable life insurance separate accounts, ITT Hartford will bear the  attendant
expenses.
 
    All  investment income  of and  other distributions  to each  Sub-Account of
Separate Account VL I arising from the applicable Fund are reinvested in  shares
of that Fund at net asset value. The income and both realized gains or losses on
the  assets of each Sub-Account of Separate  Account VL I are therefore separate
and are credited to or charged against the Sub-Account without regard to income,
gains or losses from  any other Sub-Account  or from any  other business of  ITT
Hartford.  ITT Hartford  will purchase  shares in  the Funds  in connection with
premium payments  allocated to  the applicable  Sub-Account in  accordance  with
Policy  Owners' directions and  will redeem shares  in the Funds  to meet Policy
obligations or make adjustments in reserves,  if any. The Funds are required  to
redeem Fund shares at net asset value and generally to make payment within seven
days.
 
    ITT  Hartford reserves the right, subject to compliance with the law as then
in effect, to make additions to,  deletions from, or substitutions for  Separate
Account VL I and its Sub-Accounts which fund the Policy. If shares of any of the
Funds  should no longer be  available for investment, or  if, in the judgment of
ITT Hartford's  management, further  investment  in shares  of any  Fund  should
become  inappropriate in view  of the purposes  of the Policy,  ITT Hartford may
substitute shares  of  another Fund  for  shares  already purchased,  or  to  be
purchased  in the future,  under the Policy. No  substitution of securities will
take place without  notice to  and consent of  Policy Owners  and without  prior
approval of the Securities and Exchange Commission to the extent required by the
Investment  Company Act of 1940. Subject  to Policy Owner approval, if required,
ITT Hartford  also  reserves  the  right  to  end  the  registration  under  the
Investment  Company Act of 1940  of Separate Account VL  I or any other separate
accounts of which it is the depositor which may fund the Policy.
 
    Each Fund is  subject to certain  investment restrictions which  may not  be
changed  without the approval of a majority of the shareholders of the Fund. See
the accompanying prospectuses for each of the Funds.
 
INVESTMENT ADVISER
HARTFORD FUNDS
 
    The investment  adviser for  each  of the  Hartford  Funds is  The  Hartford
Investment  Management Company ("HIMCO"), a  wholly-owned subsidiary of Hartford
Life Insurance  Company. HIMCO  was organized  under the  laws of  the State  of
Connecticut in October of 1981.
 
    HIMCO  also  serves  as investment  adviser  to several  other  ITT Hartford
sponsored funds  which are  also  registered with  the Securities  and  Exchange
Commission.  HIMCO is registered  as an investment  adviser under the Investment
Advisers Act  of  1940.  HIMCO  provides  investment  advice  and,  in  general,
supervises  the management and  investment program of  Hartford Bond Fund, Inc.,
Hartford Index  Fund, Inc.,  Hartford Mortgage  Securities Fund,  Inc., and  HVA
Money  Market Fund, Inc.,  pursuant to an  Investment Advisory Agreement entered
into with  each of  these  Funds for  which HIMCO  receives  a fee.  HIMCO  also
supervises  the investment  programs of  Hartford Advisers  Fund, Inc., Hartford
Capital Appreciation  Fund,  Inc.,  Hartford Dividend  and  Growth  Fund,  Inc.,
Hartford  International Opportunities Fund, Inc.,  and Hartford Stock Fund, Inc.
pursuant to an Investment Management Agreement  for which HIMCO receives a  fee.
In  addition,  with respect  to  these five  Funds,  HIMCO has  a Sub-Investment
Advisory Agreement with Wellington Management Company ("Wellington  Management")
to  provide an investment program to HIMCO for utilization by HIMCO in rendering
services to  these funds.  Wellington Management  is a  professional  investment
counseling  firm  which provides  investment  services to  investment companies,
other institutions  and individuals.  Wellington Management  is organized  as  a
private   Massachusetts  partnership  and  its  predecessor  organizations  have
provided
 
                                       26
<PAGE>
investment  advisory  services  to  investment  companies  since  1933  and   to
investment  counseling clients since 1960. See the accompanying prospectuses for
each of  the Funds  for a  more  complete description  of HIMCO  and  Wellington
Management and their respective fees.
 
PUTNAM FUNDS
 
    Putnam  Management, One  Post Office  Square, Boston,  Massachusetts, 02109,
serves as the investment manager for the Putnam Funds. An affiliate, the  Putnam
Advisory  Company, Inc. manages domestic  and foreign institutional accounts and
mutual funds.  Another  affiliate,  Putnam  Fiduciary  Trust  Company,  provides
investment  advice  to institutional  clients  under its  banking  and fiduciary
policies. Putnam Management and its affiliates are wholly-owned subsidiaries  of
Marsh  &  McLennan  Companies,  Inc., a  publicly  owned  holding  company whose
principal businesses are international insurance brokerage and employee  benefit
consulting.
 
FIDELITY FUNDS
 
    The  Fidelity Funds  are managed by  Fidelity Management  & Research Company
("Fidelity Management"),  whose  principal  business address  is  82  Devonshire
Street,  Boston, Massachusetts. Fidelity Management  is one of America's largest
investment management organizations.  It is  composed of a  number of  different
companies,  which provide a variety of financial services and products. Fidelity
Management is the  original Fidelity  company, founded  in 1946.  It provides  a
number  of mutual funds and other clients with investment research and portfolio
management services.  Various  Fidelity  companies  perform  certain  activities
required  to  operate Variable  Insurance Products  Fund and  Variable Insurance
Products Fund II.
 
                               THE FIXED ACCOUNT
 
    THAT PORTION OF THE POLICY RELATING  TO THE FIXED ACCOUNT IS NOT  REGISTERED
UNDER  THE SECURITIES  ACT OF  1933 ("1933  ACT") AND  THE FIXED  ACCOUNT IS NOT
REGISTERED AS AN  INVESTMENT COMPANY UNDER  THE INVESTMENT COMPANY  ACT OF  1940
("1940  ACT"). ACCORDINGLY, NEITHER THE FIXED  ACCOUNT NOR ANY INTERESTS THEREIN
ARE SUBJECT TO THE PROVISIONS OR RESTRICTIONS  OF THE 1933 ACT OR THE 1940  ACT,
AND  THE DISCLOSURE  REGARDING THE  FIXED ACCOUNT HAS  NOT BEEN  REVIEWED BY THE
STAFF OF THE SECURITIES AND EXCHANGE COMMISSION. THE FOLLOWING DISCLOSURE  ABOUT
THE  FIXED ACCOUNT MAY BE SUBJECT  TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF
THE  FEDERAL  SECURITIES  LAWS  REGARDING  THE  ACCURACY  AND  COMPLETENESS   OF
DISCLOSURE.
 
    Premium  Payments and Account Values allocated to the Fixed Account become a
part of the general assets of ITT  Hartford. ITT Hartford invests the assets  of
the  General Account in accordance with applicable law governing the investments
of insurance company general accounts.
 
    The Fixed Account Minimum Credited Rate is shown in the Contract. Currently,
ITT Hartford guarantees that it will credit interest at a rate of not less  than
4%  per year,  compounded annually,  to amounts  allocated to  the Fixed Account
under the Policy. ITT Hartford  may credit interest at a  rate in excess of  the
Fixed  Account Minimum Credited Rate, however,  ITT Hartford is not obligated to
credit any interest in excess of the Fixed Account Minimum Credited Rate.  There
is no specific formula for the determination of excess interest credits. Some of
the  factors that  ITT Hartford  may consider  in determining  whether to credit
excess interest  to  amounts allocated  to  the  Fixed Account  and  the  amount
thereof,  are general economic  trends, rates of  return currently available and
anticipated on ITT Hartford's investments,  regulatory and tax requirements  and
competitive  factors. ANY  INTEREST CREDITED TO  AMOUNTS ALLOCATED  TO THE FIXED
ACCOUNT IN EXCESS OF THE FIXED ACCOUNT MINIMUM CREDITED RATE WILL BE  DETERMINED
IN  THE SOLE DISCRETION OF ITT HARTFORD.  THE POLICY OWNER ASSUMES THE RISK THAT
INTEREST CREDITED TO FIXED ACCOUNT ALLOCATIONS MAY NOT EXCEED THE FIXED  ACCOUNT
MINIMUM CREDITED RATE.
 
                                       27
<PAGE>
                                 OTHER MATTERS
 
VOTING RIGHTS
 
    In  accordance with its view of  presently applicable law, ITT Hartford will
vote the shares of the Funds at regular and special meetings of the shareholders
of the Funds in accordance with instructions from Policy Owners (or the assignee
of the Policy, as the case may be) having a voting interest in Separate  Account
VL  I. The number of shares held in  the Separate Account which are allocable to
each Policy Owner is determined by dividing the Policy Owner's interest in  each
Sub-Account  by the net asset  value of the applicable  shares of the Funds. ITT
Hartford will vote shares for which  no instructions have been given and  shares
which are not allocable to Policy Owners (i.e., shares owned by ITT Hartford) in
the  same proportion as it votes shares  for which it has received instructions.
If the Investment Company Act of 1940 or any rule promulgated thereunder  should
be  amended, however, or if ITT  Hartford's present interpretation should change
and, as a result, ITT Hartford determines it is permitted to vote the shares  of
the Funds in its own right, it may elect to do so.
 
    The voting interests of the Policy Owner (or the assignee) in the Funds will
be  determined as  follows: Policy  Owners may  cast one  vote for  each full or
fractional  Accumulation  Unit  owned  under  the  Policy  and  allocated  to  a
Sub-Account  the assets  of which  are invested  in the  particular Fund  on the
record date for  the shareholder meeting  for that Fund.  If, however, a  Policy
Owner  has taken  a loan  secured by  the Policy,  amounts transferred  from the
Sub-Account(s) to the Loan Account(s) in  connection with the loan (see  "Policy
Benefits  and  Rights --  Policy  Loans," page  12)  will not  be  considered in
determining the  voting interests  of  the Policy  Owner. Policy  Owners  should
review  the  prospectuses  for  the Funds  which  accompany  this  Prospectus to
determine matters on which shareholders may vote.
 
    ITT Hartford may, when required  by state insurance regulatory  authorities,
disregard  voting instructions  if the instructions  require that  the shares be
voted so as to cause a change in the sub-classification or investment  objective
of  one or more of the Funds or  to approve or disapprove an investment advisory
policy for the  Funds. In  addition, ITT  Hartford itself  may disregard  voting
instructions  in favor of changes initiated by  a Policy Owner in the investment
policy or  the  investment adviser  of  the  Funds if  ITT  Hartford  reasonably
disapproves  of such changes. A change would be disapproved only if the proposed
change is contrary to state law  or prohibited by state regulatory  authorities.
In  the event ITT Hartford does disregard voting instructions, a summary of that
action and the reasons  for such action  will be included  in the next  periodic
report to Policy Owners.
 
STATEMENTS TO POLICY OWNERS
 
    We will send You a statement at least once each Policy Year, showing:
 
    1.  the current Account Value, Cash Surrender Value and Face Amount;
 
    2.   the premium  paid, Monthly Deduction  Amounts and loans  since the last
       report;
 
    3.  the amount of any Indebtedness;
 
    4.  notifications required by the provisions of the Policy; and
 
    5.  any other information required by the Insurance Department of the  State
       where the Policy was delivered.
 
LIMIT ON RIGHT TO CONTEST
 
    ITT Hartford may not contest the validity of the Policy after it has been in
effect  during the lifetime of the Insured for two years from the Issue Date. If
the Policy  is reinstated,  the two-year  period is  measured from  the date  of
reinstatement.  In  addition, if  the Insured  commits  suicide in  the two-year
period, or such period as  specified in state law,  the benefit payable will  be
limited to the premium paid less any Indebtedness and withdrawals.
 
MISSTATEMENT AS TO AGE
 
    If  the age of an Insured is incorrectly stated, the amount of Death Benefit
will be appropriately adjusted as specified in the Policy.
 
                                       28
<PAGE>
PAYMENT OPTIONS
 
    Proceeds under the Policy may be paid in a lump sum or may be applied to one
of ITT Hartford's payment options. The minimum amount that may be placed under a
payment option  is subject  to the  then  current rules  of ITT  Hartford.  Once
payments  under Options 2,  3 or 4 commence,  no surrender of  the Policy may be
made for the  purpose of receiving  a lump sum  settlement in lieu  of the  life
insurance payments. The following options are available under the Policy.
 
FIRST OPTION: Interest Income
 
    Payments  of interest at the  rate We declare, but not  less than 3 1/2% per
year, on the amount applied under this option.
 
SECOND OPTION: Income of Fixed Amount
 
    Equal payments of  the amount  chosen until  the amount  applied under  this
option,  with interest of not less than 3 1/2% per year, is exhausted. The final
payment will be for the balance remaining.
 
THIRD OPTION: Payments for a Fixed Period
 
    An amount payable monthly for the number of years selected which may be from
1 to 30 years.
 
FOURTH OPTION: Life Income
 
    - LIFE ANNUITY --  an annuity  payable monthly  during the  lifetime of  the
      annuitant  and terminating with the last monthly payment due preceding the
      death of the annuitant.
 
    - LIFE ANNUITY WITH  120 MONTHLY  PAYMENTS CERTAIN --  an annuity  providing
      monthly  income to the annuitant for a  fixed period of 120 months and for
      as long thereafter as the annuitant shall live.
 
    The Tables in the  Policy provide for guaranteed  dollar amounts of  monthly
payments  for  each $1,000  applied under  the four  Payment Options.  Under the
Fourth Option,  the amount  of each  payment will  depend upon  the age  of  the
Annuitant  at the time the first payment is due. If any periodic payment due any
payee is less than $200, ITT Hartford may make payments less often.
 
    The Table for  the Fourth Option  is based on  the 1983a Individual  Annuity
Mortality  Table set back one year and a  net investment rate of 3.5% per annum.
The Tables for the First, Second and Third Options are based on a net investment
rate of 3.5% per  annum. ITT Hartford  may, however, from time  to time, at  Our
discretion if mortality appears more favorable and interest rates justify, apply
other  tables  which will  result  in higher  monthly  payments for  each $1,000
applied under one or more of the four Payment Options.
 
    ITT Hartford will make any other arrangements for income payments as may  be
agreed on.
 
BENEFICIARY
 
    The  applicant names the Beneficiary in  the application for the Policy. The
Policy Owner may change  the Beneficiary (unless  irrevocably named) during  the
lifetime of the Insured by written request to ITT Hartford. If no Beneficiary is
living  when the  Insured dies, the  Death Proceeds  will be paid  to the Policy
Owner if living; otherwise to the Policy Owner's estate.
 
ASSIGNMENT
 
    The Policy may be assigned as collateral for a loan or other obligation. ITT
Hartford is not responsible for any payment made or action taken before  receipt
of  written notice of such assignment. Proof  of interest must be filed with any
claim under a collateral assignment.
 
DIVIDENDS
 
    No dividends will be paid under the Policy.
 
                                       29
<PAGE>
                             SUPPLEMENTAL BENEFITS
 
    The following supplemental benefits, which  are subject to the  restrictions
and limitations set forth therein, are among the options that may be included in
a Policy by rider. The Monthly Deduction Amount will be increased to include the
charges for any rider.
 
MATURITY DATE EXTENSION RIDER
 
    We  will extend the  Scheduled Maturity Date  (the date on  which the Policy
will mature) to the date  of the death of the  Insured regardless of the age  of
the  Insured. Certain Death Benefit and  premium restrictions apply. See "Income
Taxation of Policy Benefits."
 
TERM INSURANCE RIDER
 
    We will pay an amount  upon the death of  a designated insured person  other
than the Insured Person while this Policy remains in force.
 
DEDUCTION AMOUNT WAIVER RIDER
 
    [To Be Provided By Amendment]
 
WAIVER OF SPECIFIED AMOUNT DISABILITY BENEFIT RIDER
 
    If  the Insured becomes totally  disabled, We will credit  the Policy with a
premium equal to  the Specified  Amount Disability Benefit  for as  long as  the
Insured   remains  totally  disabled,  subject  to  certain  qualifications  and
restrictions.
 
ACCIDENTAL DEATH BENEFIT RIDER
 
    Subject to certain age and underwriting requirements, the Policy may include
an Accidental Death Benefit  Rider. This rider provides  for an increase in  the
amount paid upon the death of the Insured if the death results from an accident.
 
                                       30
<PAGE>
                        EXECUTIVE OFFICERS AND DIRECTORS
 
<TABLE>
<CAPTION>
                                                                                     OTHER BUSINESS
                                                                                  PROFESSION, VOCATION
                                           POSITION WITH ITT                       OR EMPLOYMENT FOR
                                            HARTFORD, YEAR                        PAST 5 YEARS; OTHER
           NAME, AGE                          OF ELECTION                            DIRECTORSHIPS
- --------------------------------  -----------------------------------  ------------------------------------------
<S>                               <C>                                  <C>
Andrew, Joan M., 38               Vice President, 1992                 Vice President and Director, National
                                                                         Service Center Operations
                                                                         (1992-Present), ITT Hartford.
Bossen, Wendell J., 62            Vice President, 1995**               Vice President (1992), Hartford Life
                                                                         Insurance Company; Executive Vice
                                                                         President (1984), Mutual Benefit.
Gregory A. Boyko, 44              Vice President, 1995                 Vice President and Controller
                                                                         (1995-Present), Hartford Life Insurance
                                                                         Company; Chief Financial Officer
                                                                         (1994-1995), IMG American Life; Senior
                                                                         Vice President (1992-1994), Connecticut
                                                                         Mutual.
Cummins, Peter W., 59             Vice President, 1993                 Vice President, Individual Annuity
                                                                         Operations (1989-Present), Hartford Life
                                                                         Insurance Company.
deRaismes, Ann M., 45             Vice President, 1994                 Vice President (1994-Present), Assistant
                                                                         Vice President (1992), Director of Human
                                                                         Resources (1991-Present), Hartford Life
                                                                         Insurance Company.
Dooley, James R., 59              Vice President, 1977                 Vice President, Director Information
                                                                         Services (1973-Present), ITT Hartford.
Fitch, Timothy M., 43             Vice President, 1995                 Vice President (1995-Present); Assistant
                                                                         Vice President (1993); Director (1991),
                                                                         Hartford Life.
Frahm, Donald R., 64              Director, 1995*                      Chairman and Chief Executive Officer
                                                                         (1988-Present), ITT Hartford Insurance
                                                                         Group, Inc.
Gardner, Bruce D., 45             Director, 1991*                      Vice President (1996-Present) General
                                                                         Counsel and Corporate Secretary (1991),
                                                                         Hartford Life Insurance Company
Gareau, Joseph H., 49             Executive Vice President, 1993       Executive Vice President and Chief
                                    Chief Investment Officer, 1993       Investment Officer (1993-Present),
                                    Director, 1993*                      Hartford Life Insurance Company
Gillette, Donald J., 50           Vice President, 1993                 Vice President, Director of Marketing
                                                                         (1991-Present), ITT Hartford; MSI
                                                                         Insurance (1986)
Godkin, Lynda, 42                 General Counsel, 1996                Associate General Counsel and Corporate
                                    Corporate Secretary, 1995            Secretary (1995-Present), Assistant
                                                                         General Counsel and Secretary (1994),
                                                                         Counsel (1990), Hartford Life Insurance
                                                                         Company
</TABLE>
 
                                       31
<PAGE>
<TABLE>
<CAPTION>
                                                                                     OTHER BUSINESS
                                                                                  PROFESSION, VOCATION
                                           POSITION WITH ITT                       OR EMPLOYMENT FOR
                                            HARTFORD, YEAR                        PAST 5 YEARS; OTHER
           NAME, AGE                          OF ELECTION                            DIRECTORSHIPS
- --------------------------------  -----------------------------------  ------------------------------------------
<S>                               <C>                                  <C>
Grady, Lois W., 51                Vice President, 1993                 Vice President (1993-Present), Assistant
                                                                         Vice President (1988), Hartford Life
                                                                         Insurance Company
Hall, David A., 42                Senior Vice President, 1993          Senior Vice President and Actuary
                                    Actuary, 1993                        (1993-Present), Hartford Life Insurance
                                                                         Company
Kanarek, Joseph, 48               Vice President, 1994                 Vice President (1991-Present), Director
                                    Director, 1994*                      (1992-Present), Hartford Life Insurance
                                                                         Company
Robert A. Kerzner, 44             Vice President, 1994                 Vice President (1994-Present), Regional
                                                                         Vice President (1991), Life Sales
                                                                         Manager (1990), Hartford Life Insurance
                                                                         Company.
Kohlhof, LaVern L., 66            Vice President, 1980                 Vice President and Secretary
                                    Secretary, 1980                      (1980-Present), ITT Hartford
Malchodi, Jr., William B., 45     Vice President, 1994                 Vice President (1994-Present), Director of
                                    Director of Taxes, 1992              Taxes (1992-Present), Assistant General
                                                                         Counsel and Assistant Director of Taxes
                                                                         (1986), Hartford Insurance Group
Marra, Thomas M., 37              Executive Vice President, 1995       Senior Vice President (1994), Director of
                                    Director, 1994*                      Individual Annuities (1991), Vice
                                                                         President (1989), Hartford Life
                                                                         Insurance Company
Matthiesen, Steven L., 51         Vice President, 1984                 Vice President, Director of New Business
                                                                         (1984-Present), ITT Hartford
Joseph J. Noto, 44                Vice President, 1989                 Vice President (1989-Present), Hartford
                                                                         Life Insurance Company.
Raymond, Craig D., 32             Vice President, 1993                 Vice President and Chief Actuary
                                    Chief Actuary, 1994                  (1994-Present), Vice President (1993),
                                                                         Assistant Vice President (1992), Actuary
                                                                         (1989-1994), Hartford Life Insurance
                                                                         Company
Schrandt, David T., 48            Vice President, 1987 Treasurer,      Vice President, Treasurer and Controller
                                    1987                                 (1987-Present), ITT Hartford
Smith, Lowndes A., 55             President, 1993 Chief Executive      President and Chief Executive Officer
                                    Officer, 1993 Director, 1985*        (1993-Present), ITT Hartford; President
                                                                         and Chief Operating Officer
                                                                         (1989-Present), Hartford Life Insurance
                                                                         Company
Zlatkus, Lizabeth H., 36          Vice President, 1994                 Vice President, Director Business
                                    Director, 1994*                      Operations (1994), Assistant Vice
                                                                         President, Director Executive Operations
                                                                         (1992), Executive Staff Assistant to
                                                                         President (1990), Hartford Life
                                                                         Insurance Company
</TABLE>
 
- ------------------------
 * Denotes year of election to Board of Directors
** ITT Hartford Affiliated Company
 
                                       32
<PAGE>
                           DISTRIBUTION OF THE POLICY
 
    ITT  Hartford intends to  sell the Policy  in all jurisdictions  where it is
licensed to  do  business. The  Policy  will be  sold  by life  insurance  sales
representatives   who   represent   ITT   Hartford   and   who   are  registered
representatives of Hartford  Equity Sales  Company, Inc.  ("HESCO"), or  certain
other   independent  registered  Broker-Dealers.  Any  sales  representative  or
employee will  be  qualified to  sell  variable life  insurance  policies  under
applicable  federal and  state laws. Each  Broker-Dealer is  registered with the
Securities and Exchange Commission under the Securities Exchange Act of 1934 and
all are members of the National Association of Securities Dealers, Inc. HESCO is
the principal underwriter  for the  Policy. During  the first  Policy Year,  the
maximum  sales commission payable to ITT Hartford agents, independent registered
insurance brokers, and other  registered Broker-Dealers, is  45% of the  premium
paid up to a Target Premium, 1.5% of premium paid between the Target Premium and
a  2nd Tier  Target Premium and  1% of  premium paid in  excess of  the 2nd Tier
Target Premium. For Policy Years 2  and later, either of two commission  options
may  be chosen.  After the first  Policy Year,  sales representative commissions
will not  exceed either:  (1) 2.0%  of the  premiums paid,  or (2)  1.5% of  the
premium  paid in  Policy Year  2 and later  plus 0.15%  of the  Account Value in
Policy Years 11  and later.  In addition, expense  allowances may  be paid.  The
sales  representative  may  be  required  to return  all  or  a  portion  of the
commissions  paid  if  the  Policy   terminates  prior  to  the  second   Policy
Anniversary.
 
                            SAFEKEEPING OF SEPARATE
                             ACCOUNT VL I'S ASSETS
 
    The  assets of the Separate Account are  held by ITT Hartford. The assets of
the Separate Account are kept physically segregated and held separate and  apart
from  the General Account of ITT Hartford. ITT Hartford maintains records of all
purchases and redemptions of shares of  the Fund. Additional protection for  the
assets  of the Separate  Account is afforded by  ITT Hartford's blanket fidelity
bond issued by Aetna Casualty and Surety Company, in the aggregate amount of $50
million, covering all of the officers and employees of ITT Hartford.
 
                           FEDERAL TAX CONSIDERATIONS
 
GENERAL
 
    SINCE THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY  ACCORDING
TO THE ACTUAL STATUS OF THE CONTRACT OWNER INVOLVED, LEGAL AND TAX ADVICE MAY BE
NEEDED  BY A PERSON,  EMPLOYER OR OTHER  ENTITY CONTEMPLATING THE  PURCHASE OF A
CONTRACT DESCRIBED HEREIN.
 
    It should be understood that any detailed description of the Federal  income
tax  consequences regarding  the purchase of  these Contracts cannot  be made in
this Prospectus and  that special tax  rules may be  applicable with respect  to
certain  purchase situations  not discussed herein.  In addition,  no attempt is
made here  to consider  any applicable  state or  other tax  laws. For  detailed
information, a qualified tax adviser should always be consulted. This discussion
of  Federal tax  considerations is  based upon  ITT Hartford's  understanding of
current Federal income tax laws as they are currently interpreted.
 
TAXATION OF ITT HARTFORD AND THE SEPARATE ACCOUNT
 
    The Separate Account is taxed as a part of ITT Hartford which is taxed as  a
life insurance company under Subchapter L of the Internal Revenue Code ("Code").
Accordingly,  the Separate Account will not  be taxed as a "regulated investment
company" under Subchapter M of the Code. Investment income and realized  capital
gains  on  the  assets  of  the  Separate  Account  (the  underlying  Funds) are
reinvested  and  are  taken  into  account  in  determining  the  value  of  the
Accumulation Units (see "Contract Benefits and Right -- Account Values," on page
10).  As  a  result,  such  investment income  and  realized  capital  gains are
automatically applied to increase reserves under the Contract.
 
    ITT Hartford does not expect to incur any Federal income tax on the earnings
or realized capital gains attributable to the Separate Account. Based upon  this
expectation, no charge is currently being made to the
 
                                       33
<PAGE>
Separate  Account for Federal income taxes.  If ITT Hartford incurs income taxes
attributable to  the Separate  Account or  determines that  such taxes  will  be
incurred, it may assess a charge for such taxes against the Separate Account.
 
INCOME TAXATION OF CONTRACT BENEFITS
 
    For  Federal income  tax purposes, the  Contracts should be  treated as life
insurance contracts under Section  7702 of the Code.  The death benefit under  a
life  insurance  contract is  generally excluded  from the  gross income  of the
beneficiary. Also, a  life insurance Contract  Owner is generally  not taxed  on
increments  in the contract value until  the Contract is partially or completely
surrendered. Section 7702 limits the amount of premium that may be invested in a
Contract that is  treated as  life insurance.  ITT Hartford  intends to  monitor
premium levels to assure compliance with the Section 7702 requirements.
 
    During  the first fifteen  Contract Years, an  "income first" rule generally
applies to distributions  of cash required  to be made  under Code Section  7702
because of a reduction in benefits under the Contract.
 
    The  Maturity Date  Extension Rider  allows a  Contract Owner  to extend the
Maturity Date to the date  of the Insured's death. If  the Maturity Date of  the
Contract  is extended  by rider,  ITT Hartford  believes that  the Contract will
continue to  be treated  as a  life insurance  contract for  federal income  tax
purposes after the scheduled Maturity Date. However, due to the lack of specific
guidance  on  this issue,  the result  is not  certain. If  the Contract  is not
treated as a life insurance contract  for federal income tax purposes after  the
scheduled  Maturity Date, among other things,  the Death Proceeds may be taxable
to the recipient.  The Contract  Owner should  consult a  qualified tax  adviser
regarding  the possible adverse tax consequences  resulting from an extension of
the scheduled Maturity Date.
 
MODIFIED ENDOWMENT CONTRACTS
 
    A life  insurance contract  is treated  as a  "modified endowment  contract"
under  Section 7702A of the Code if it meets the definition of life insurance in
Section 7702 but fails the "seven-pay" test of Section 7702A. The seven-pay test
provides that premium cannot be paid at a rate more rapidly than that allowed by
the payment  of  seven  annual  premiums  using  specified  computational  rules
provided  in  Section 7702A(c).  The large  single  premium permitted  under the
Contract does  not meet  the specified  computational rules  for the  "seven-pay
test"  under Section 7702A(c). Therefore, the Contract will generally be treated
as a modified endowment  contract for federal income  tax purposes. However,  an
exchange  under Section  1035 of  the Code of  a life  insurance contract issued
before June 21, 1988 will not cause the new Contract to be treated as a modified
endowment contract if no additional premiums are paid and there is no change  in
the death benefit as the result of the exchange.
 
    A  contract that is  classified as modified  endowment contract is generally
eligible for the beneficial tax treatment  accorded to life insurance. That  is,
the  death  benefit is  excluded from  income  and increments  in value  are not
subject to current  taxation. However,  a loan, distributions  or other  amounts
received  from a modified endowment contract during the life of the Insured will
be taxed to the extent of any accumulated income in the contract (generally, the
excess  of  account  value  over  premiums  paid).  Amounts  that  are   taxable
withdrawals will be subject to a 10% additional tax, with certain exceptions.
 
    All modified endowment contracts that are issued within any calendar year to
the same Contract Owner by one company or its affiliates shall be treated as one
modified  endowment contract in  determining the taxable portion  of any loan or
distributions.
 
ESTATE AND GENERATION SKIPPING TAXES
 
    When the Insured dies,  the Death Proceeds will  generally be includible  in
the  Contract Owner's  estate for  purposes of  federal estate  tax if  the last
surviving Insured owned  the Contract. If  the Contract Owner  was not the  last
surviving  Insured, the fair market  value of the Contract  would be included in
the Contract Owner's estate  upon the Contract Owner's  death. Nothing would  be
includible  in the last surviving Insured's estate if he or she neither retained
incidents of ownership at  death nor had given  up ownership within three  years
before death.
 
    Federal  estate tax is integrated with federal gift tax under a unified rate
schedule. In general, estates less than $600,000 will not incur a federal estate
tax  liability.   In   addition,  an   unlimited   marital  deduction   may   be
 
                                       34
<PAGE>
available  for  federal  estate and  gift  tax purposes.  The  unlimited marital
deduction permits the deferral of taxes until the death of the surviving  spouse
(when  the Death Proceeds would be available to pay taxes due and other expenses
incurred).
 
    If the Contract Owner  (whether or not  he or she  is an Insured)  transfers
ownership  of  the Contract  to  someone two  or  more generations  younger, the
transfer may be  subject to  the generation-skipping transfer  tax, the  taxable
amount  being the  value of the  Contract. The  generation-skipping transfer tax
provisions generally apply to transfers which  would be subject to the gift  and
estate  tax  rules. Individuals  are generally  allowed an  aggregate generation
skipping transfer exemption of $1 million. Because these rules are complex,  the
Contract  Owner  should  consult  with  a  qualified  tax  adviser  for specific
information if ownership is passing to younger generations.
 
DIVERSIFICATION REQUIREMENTS
 
    Section 817 of  the Code provides  that a variable  life insurance  contract
(other  than a  pension plan  policy) will  not be  treated as  a life insurance
contract for  any period  during  which the  investments  made by  the  separate
account  or underlying  fund are not  adequately diversified  in accordance with
regulations prescribed by the Treasury Department. If a Contract is not  treated
as  a life insurance contract, the Contract  Owner will be subject to income tax
on the annual increases in cash value.
 
    The  Treasury  Department  has  issued  diversification  regulations   which
generally require, among other things, that no more than 55% of the value of the
total  assets of the segregated asset  account underlying a variable contract is
represented by any one investment,  no more than 70%  is represented by any  two
investments,  no more than 80%  is represented by any  three investments, and no
more than 90% is represented by any four investments. In determining whether the
diversification standards  are  met, all  securities  of the  same  issuer,  all
interests  in the  same real  property project,  and all  interests in  the same
commodity are each treated as a single  investment. In addition, in the case  of
government  securities,  each  government  agency  or  instrumentality  shall be
treated as a separate issuer.
 
    A separate account must be in compliance with the diversification  standards
on  the last day  of each calendar quarter  or within 30  days after the quarter
ends. If an insurance  company inadvertently fails  to meet the  diversification
requirements,  the company may  comply within a reasonable  period and avoid the
taxation of policy income  on an ongoing basis.  However, either the company  or
the Contract Owner must agree to pay the tax due for the period during which the
diversification requirements were not met.
 
    ITT  Hartford monitors  the diversification  of investments  in the separate
accounts and tests  for diversification as  required by the  Code. ITT  Hartford
intends  to administer all contracts subject to the diversification requirements
in a manner that will maintain adequate diversification.
 
OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT
 
    In order for a variable life insurance contract to qualify for tax deferral,
assets in the segregated asset accounts supporting the variable contract must be
considered to be owned by the insurance company and not by the variable contract
owner. The Internal  Revenue Service  ("IRS") has issued  several rulings  which
discuss  investor control. The IRS has ruled  that incidents of ownership by the
contract owner,  such as  the ability  to select  and control  investments in  a
separate  account, will cause the  contract owner to be  treated as the owner of
the assets for tax purposes.
 
    Further, in the  explanation to  the temporary  Section 817  diversification
regulations,  the Treasury Department  noted that the  temporary regulations "do
not provide guidance concerning the  circumstances in which investor control  of
the  investments of  a segregated asset  account may cause  the investor, rather
than the insurance  company, to be  treated as the  owner of the  assets in  the
account."  The  explanation further  indicates  that "the  temporary regulations
provide that  in  appropriate  cases  a segregated  asset  account  may  include
multiple  sub-accounts, but do not specify the extent to which policyholders may
direct their investments to particular sub-accounts without being treated as the
owners of  the underlying  assets. Guidance  on this  and other  issues will  be
provided in regulations or revenue rulings under section 817(d), relating to the
definition of variable contract." The final regulations issued under Section 817
did  not provide guidance regarding investor control, and as of the date of this
Prospectus, no other such guidance has  been issued. Further, ITT Hartford  does
not  know if or in what form such guidance will be issued. In addition, although
regulations are generally issued  with prospective effect,  it is possible  that
regulations  may be issued with retroactive effect.  Due to the lack of specific
guidance regarding  the issue  of investor  control, there  is necessarily  some
uncertainty
 
                                       35
<PAGE>
regarding  whether a Contract Owner could be  considered the owner of the assets
for tax purposes. ITT  Hartford reserves the right  to modify the contracts,  as
necessary,  to prevent Contract  Owners from being considered  the owners of the
assets in the separate accounts.
 
LIFE INSURANCE PURCHASED FOR USE IN SPLIT DOLLAR ARRANGEMENTS
 
    On January 26, 1996, the IRS released a technical advice memorandum  ("TAM")
on  the  taxability of  life  insurance policies  used  in certain  split dollar
arrangements. A TAM, issued by the  National Office of the IRS, provides  advice
as  to the internal revenue laws, regulations, and related statutes with respect
to a specific  set of facts  and a specific  taxpayer. In the  TAM, among  other
things,  the IRS concluded that  an employee was subject  to current taxation on
the excess of the  cash surrender value  of the policy over  the premiums to  be
returned  to the employer. Purchasers  of life insurance policies  to be used in
split dollar arrangements are strongly advised  to consult with a qualified  tax
adviser to determine the tax treatment resulting from such an arrangement.
 
FEDERAL INCOME TAX WITHHOLDING
 
    If  any amounts  are deemed  to be  current taxable  income to  the Contract
Owner, such  amounts will  be  subject to  federal  income tax  withholding  and
reporting, pursuant to the Code.
 
NON-INDIVIDUAL OWNERSHIP OF CONTRACTS
 
    Legislation  has recently been proposed which would limit certain of the tax
advantages now  afforded  non-individual  owners of  life  insurance  contracts.
Prospective  Contract  Owners which  are not  individuals  should consult  a tax
adviser to determine the status of  this proposed legislation and its  potential
impact on the purchaser.
 
OTHER
 
    Federal  estate  tax,  state and  local  estate, inheritance  and  other tax
consequences of  ownership,  or  receipt  of Contract  proceeds  depend  on  the
circumstances  of each  Contract Owner or  beneficiary. A tax  adviser should be
consulted to determine the impact of these taxes.
 
LIFE INSURANCE PURCHASES BY NONRESIDENT ALIENS AND FOREIGN CORPORATIONS
 
    The discussion  above provides  general information  regarding U.S.  federal
income  tax consequences to life insurance  purchasers that are U.S. citizens or
residents. Purchasers that are not U.S. citizens or residents will generally  be
subject to U.S. federal income tax and withholding on taxable distributions from
life  insurance policies at a  30% rate, unless a  lower treaty rate applies. In
addition, purchasers may be  subject to state and/or  municipal taxes and  taxes
that  may be  imposed by  the purchaser's  country of  citizenship or residence.
Prospective purchasers  are advised  to  consult with  a qualified  tax  advisor
regarding  U.S. state,  and foreign  taxation with  respect to  a life insurance
policy purchase.
 
                               LEGAL PROCEEDINGS
 
    There are  no  pending  material legal  proceedings  affecting  the  Policy,
Separate Account VL I or any of the Funds.
 
                                 LEGAL MATTERS
 
    Legal  matters in connection with the issue and sale of the flexible premium
variable  life  insurance  policies  described   in  this  Prospectus  and   the
organization   of  ITT  Hartford,  its  authority  to  issue  the  Policy  under
Connecticut law and the  validity of the forms  of the Policy under  Connecticut
law  and legal matters  relating to the  Federal securities and  income tax laws
have been  passed on  by Lynda  Godkin,  General Counsel  and Secretary  of  ITT
Hartford.
 
                                       36
<PAGE>
                                    EXPERTS
 
    The financial statements for ITT Hartford Life and Annuity Insurance Company
included  in this  Prospectus and  Registration Statement  have been  audited by
Arthur Andersen  LLP,  independent public  accountants,  as indicated  in  their
report  herein, and are included  herein in reliance upon  the authority of said
firm as experts in accounting and  auditing in giving said report. Reference  is
made  to said  report of  ITT Hartford Life  and Annuity  Insurance Company (the
depositor), which includes an explanatory paragraph with respect to changing the
valuation method  in determining  aggregate reserves  for future  benefits.  The
principal  business  address  of Arthur  Andersen  LLP is  One  Financial Plaza,
Hartford, CT 06103.
 
    The hypothetical  Policy  illustrations  included  in  this  Prospectus  and
Registration  Statement have  been approved by  Ken A. McCullum,  FSA, and MAAA,
Director of Individual Life  Product Development, and  are included in  reliance
upon his opinion as to their reasonableness.
 
                             REGISTRATION STATEMENT
 
    A  registration statement  has been filed  with the  Securities and Exchange
Commission under the Securities Act of 1933 as amended. This Prospectus does not
contain all information set forth in the registration statement, its  amendments
and  exhibits,  to  all  of  which reference  is  made  for  further information
concerning Separate Account VL I, ITT Hartford, and the Policy.
 
                                       37
<PAGE>
                                   APPENDIX A
                        ILLUSTRATION OF DEATH BENEFITS,
                    ACCOUNT VALUES AND CASH SURRENDER VALUES
 
    The tables in Appendix A illustrate the way in which a Policy operates. They
show  how the  death benefit  and surrender  value could  vary over  an extended
period of time  assuming hypothetical gross  rates of return  equal to  constant
after  tax  annual  rates  of  0%, 6%  and  12%.  The  illustrations  assume the
following: a male,  preferred, age  55, and a  female, preferred,  age 50,  with
$1,000,000 of Face Amount and a premium of $15,500.00 paid in all years; a male,
preferred, age 55, and a female, preferred, age 50, with $750,000 of Face Amount
and  $250,000 of  Face Amount and  a premium of  $7,500.00 paid in  all years; a
male, preferred, age  65, and a  female, preferred, age  65, with $1,000,000  of
Face  Amount and  a premium  of $27,000.00 paid  for in  all years;  and a male,
preferred, age 65, and a female, preferred, age 65 with $750,000 of Face  Amount
and $250,000 of Supplemental Face Amount and a premium of $21,500.00 paid in all
years.
 
    The  death benefit and surrender value for  a Policy would be different from
those shown if  the rates of  return averaged 0%,  6% and 12%  over a period  of
years,  but also fluctuated above or  below those averages for individual Policy
Years. They would also differ if any  contract loan were made during the  period
of time illustrated.
 
    The  tables reflect the deductions of  current Policy charges and guaranteed
Policy charges  for  a  single  gross interest  rate.  The  death  benefits  and
surrender values would change if the current Cost of Insurance charges change.
 
    The amounts shown for the death benefit and surrender value as of the end of
each  Policy Year take into  account an average daily  charge equal to an annual
charge of 0.70%  of the average  daily net  assets of the  Funds for  investment
advisory  and administrative services  fees. The gross  annual investment return
rates of 0%, 6% and 12% on the Fund's assets are equal to net annual  investment
return rates (net of the 0.70% average daily charge) of -.70%, 5.30% and 11.30%,
respectively.
 
    In  addition, the death  benefit and surrender  value as of  the end of each
Policy Year take  into account  the front-end  sales load,  federal tax  charge,
premium  tax charge, Cost of Insurance Charge, Monthly Administrative Fee, Issue
Charge, and Mortality and Expense Risk Charge. For purpose of the  illustrations
in  this Prospectus, the premium tax charge and federal tax charge is assumed to
be an average of 3.5%.
 
    The hypothetical returns  shown in the  tables are without  any tax  charges
that may be allocable to the Separate Account in the future. In order to produce
after  tax returns of 0%, 6%, and 12%, the Separate Account would have to earn a
sufficient amount in excess  of 0% or 6%  or 12% to cover  any tax charges  (see
"Deductions  and Charges -- Charges Against the Separate Account -- Taxes," page
22).
 
    The "Premium Paid Plus Interest" column of each table shows the amount which
would accumulate if  the initial premium  was invested to  earn interest,  after
taxes of 5% per year, compounded annually.
 
    ITT Hartford will furnish upon request, a comparable illustration reflecting
the  proposed insureds age, risk classification,  Face Amount or initial premium
requested, and reflecting guaranteed Cost of Insurance rates. ITT Hartford  will
also  furnish  an additional  similar  illustration reflecting  current  Cost of
Insurance rates which may be less  than, but never greater than, the  guaranteed
Cost of Insurance rates.
 
                                       38
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                    GUARANTEED CHARGES**
                 PREMIUMS       -----------------------------------   -----------------------------------
   END OF       ACCUMULATED                    CASH                                  CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH       ACCOUNT     SURRENDER     DEATH
    YEAR         PER YEAR         VALUE        VALUE      BENEFIT       VALUE        VALUE      BENEFIT
  ---------   ---------------   ----------   ---------   ----------   ----------   ---------   ----------
  <S>         <C>               <C>          <C>         <C>          <C>          <C>         <C>
       1             3,413          1,880           0***    250,000       1,880           0***    250,000
       2             6,996          3,849         849***    250,000       3,849         849***    250,000
       3            10,758          5,724       2,724       250,000       5,724       2,724       250,000
       4            14,708          7,498       4,498       250,000       7,498       4,498       250,000
       5            18,856          9,247       6,247       250,000       9,168       6,168       250,000
 
       6            23,212         10,887       8,159       250,000      10,724       7,996       250,000
       7            27,785         12,433       9,978       250,000      12,153       9,698       250,000
       8            32,586         13,878      11,695       250,000      13,442      11,259       250,000
       9            37,628         15,212      13,302       250,000      14,575      12,665       250,000
      10            42,922         16,429      14,792       250,000      15,539      13,901       250,000
 
      11            48,481         17,807      16,445       250,000      16,399      15,037       250,000
      12            54,317         19,172      18,082       250,000      17,062      15,972       250,000
      13            60,446         20,385      19,568       250,000      17,518      16,701       250,000
      14            66,880         21,431      20,886       250,000      17,745      17,200       250,000
      15            73,637         22,292      22,020       250,000      17,716      17,443       250,000
 
      16            80,731         22,949      22,949       250,000      17,401      17,401       250,000
      17            88,180         23,379      23,379       250,000      16,766      16,766       250,000
      18            96,002         23,548      23,548       250,000      15,761      15,761       250,000
      19           104,214         23,422      23,422       250,000      14,331      14,331       250,000
      20           112,838         22,967      22,967       250,000      12,421      12,421       250,000
 
      25           162,869         15,832      15,832       250,000      --           --
      35           308,218         --           --          250,000      --           --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,182 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       39
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                        CURRENT CHARGES*                 GUARANTEED CHARGES**
                 PREMIUMS       --------------------------------   --------------------------------
   END OF       ACCUMULATED                   CASH                               CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT    SURRENDER    DEATH      ACCOUNT    SURRENDER    DEATH
    YEAR         PER YEAR         VALUE      VALUE      BENEFIT      VALUE      VALUE      BENEFIT
  ---------   ---------------   ---------   --------   ---------   ---------   --------   ---------
  <S>         <C>               <C>         <C>        <C>         <C>         <C>        <C>
       1             3,413         2,026          0***   250,000      2,026          0***   250,000
       2             6,996         4,264      1,264***   250,000      4,264      1,264***   250,000
       3            10,758         6,536      3,536      250,000      6,536      3,536      250,000
       4            14,708         8,838      5,838      250,000      8,838      5,838      250,000
       5            18,856        11,245      8,245      250,000     11,164      8,164      250,000
 
       6            23,212        13,678     10,951      250,000     13,506     10,779      250,000
       7            27,785        16,154     13,699      250,000     15,853     13,398      250,000
       8            32,586        18,666     16,484      250,000     18,189     16,006      250,000
       9            37,628        21,207     19,297      250,000     20,499     18,589      250,000
      10            42,922        23,772     22,134      250,000     22,767     21,130      250,000
 
      11            48,481        26,694     25,331      250,000     25,086     23,724      250,000
      12            54,317        29,775     28,685      250,000     27,344     26,254      250,000
      13            60,446        32,887     32,070      250,000     29,529     28,711      250,000
      14            66,880        36,021     35,476      250,000     31,619     31,074      250,000
      15            73,637        39,162     38,890      250,000     33,585     33,313      250,000
 
      16            80,731        42,297     42,297      250,000     35,397     35,397      250,000
      17            88,180        45,410     45,410      250,000     37,019     37,019      250,000
      18            96,002        48,472     48,472      250,000     38,397     38,397      250,000
      19           104,214        51,459     51,459      250,000     39,475     39,475      250,000
      20           112,838        54,342     54,342      250,000     40,193     40,193      250,000
 
      25           162,869        67,602     67,602      250,000     35,923     35,923      250,000
      35           308,218        56,159     56,159      250,000      --         --          --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,597 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       40
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                       CURRENT CHARGES*               GUARANTEED CHARGES**
                 PREMIUMS       ------------------------------   ------------------------------
   END OF       ACCUMULATED                 CASH                             CASH
  CONTRACT    AT 5% INTEREST    ACCOUNT    SURRENDER   DEATH     ACCOUNT    SURRENDER   DEATH
    YEAR         PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
  ---------   ---------------   --------   -------   ---------   --------   -------   ---------
  <S>         <C>               <C>        <C>       <C>         <C>        <C>       <C>
       1             3,413        2,173         0***   250,000     2,173         0***   250,000
       2             6,996        4,698     1,698***   250,000     4,698     1,698***   250,000
       3            10,758        7,420     4,420      250,000     7,420     4,420      250,000
       4            14,708       10,354     7,354      250,000    10,354     7,354      250,000
       5            18,856       13,600    10,600      250,000    13,517    10,517      250,000
 
       6            23,212       17,105    14,377      250,000    16,925    14,197      250,000
       7            27,785       20,915    18,460      250,000    20,952    18,137      250,000
       8            32,586       25,055    22,873      250,000    24,535    22,353      250,000
       9            37,628       29,554    27,644      250,000    28,770    26,860      250,000
      10            42,922       34,447    32,809      250,000    33,319    31,681      250,000
 
      11            48,481       40,191    38,828      250,000    38,355    36,992      250,000
      12            54,317       46,601    45,511      250,000    43,793    42,703      250,000
      13            60,446       53,629    52,811      250,000    49,680    48,862      250,000
      14            66,880       61,341    60,796      250,000    56,058    55,513      250,000
      15            73,637       69,814    69,541      250,000    62,976    62,704      250,000
 
      16            80,731       79,136    79,136      250,000    70,490    70,490      250,000
      17            88,180       89,410    89,410      250,000    78,668    78,668      250,000
      18            96,002      100,750    100,750     250,000    87,577    87,577      250,000
      19           104,214      113,291    113,291     250,000    97,304    97,304      250,000
      20           112,838      127,198    127,198     250,000   107,961    107,961     250,000
 
      25           162,869      226,444    226,444     250,000   181,353    181,353     250,000
      35           308,218      681,239    681,239     250,000   531,802    531,802     250,000
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $2,031 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       41
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                    GUARANTEED CHARGES**
                 PREMIUMS       -----------------------------------   -----------------------------------
   END OF       ACCUMULATED                    CASH                                  CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH       ACCOUNT     SURRENDER     DEATH
    YEAR         PER YEAR         VALUE        VALUE      BENEFIT       VALUE        VALUE      BENEFIT
  ---------   ---------------   ----------   ---------   ----------   ----------   ---------   ----------
  <S>         <C>               <C>          <C>         <C>          <C>          <C>         <C>
       1             3,413          1,872           0***    251,872       1,872           0***    251,872
       2             6,996          3,824         824***    253,824       3,824         824***    253,824
       3            10,758          5,674       2,674       255,674       5,674       2,674       255,674
       4            14,708          7,414       4,414       257,414       7,414       4,414       257,414
       5            18,856          9,120       6,120       259,120       9,038       6,038       259,038
 
       6            23,212         10,707       7,979       260,707      10,537       7,809       260,537
       7            27,785         12,189       9,734       262,189      11,896       9,441       261,896
       8            32,586         13,557      11,375       263,557      13,101      10,919       263,101
       9            37,628         14,802      12,892       264,802      14,135      12,225       264,135
      10            42,922         15,916      14,278       265,916      14,982      13,344       264,982
 
      11            48,481         17,176      15,813       267,176      15,705      14,343       265,705
      12            54,317         18,414      17,324       268,414      16,211      15,121       266,211
      13            60,446         19,480      18,662       269,480      16,490      15,673       266,490
      14            66,880         20,355      19,810       270,355      16,520      15,975       266,520
      15            73,637         21,020      20,748       271,020      16,273      16,000       266,273
 
      16            80,731         21,454      21,454       271,454      15,721      15,721       265,721
      17            88,180         21,634      21,634       271,634      14,833      14,833       264,833
      18            96,002         21,523      21,523       271,523      13,561      13,561       263,561
      19           104,214         21,085      21,085       271,085      11,856      11,856       261,856
      20           112,838         20,290      20,290       270,290       9,675       9,675       259,675
 
      25           162,869         11,274      11,274       261,274      --           --           --
      35           308,218         --           --           --          --           --           --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,157 IN YEAR TWO.
</TABLE>
 
THESE VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH  10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE  SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER  IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       42
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                    GUARANTEED CHARGES**
                 PREMIUMS       -----------------------------------   -----------------------------------
   END OF       ACCUMULATED                    CASH                                  CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH       ACCOUNT     SURRENDER     DEATH
    YEAR         PER YEAR         VALUE        VALUE      BENEFIT       VALUE        VALUE      BENEFIT
  ---------   ---------------   ----------   ---------   ----------   ----------   ---------   ----------
  <S>         <C>               <C>          <C>         <C>          <C>          <C>         <C>
       1             3,413          2,017           0***    252,017       2,017           0***    252,017
       2             6,996          4,237       1,237***    254,237       4,237       1,237***    254,237
       3            10,758          6,479       3,479       256,479       6,479       3,479       256,479
       4            14,708          8,736       5,736       258,736       8,736       5,736       258,736
       5            18,856         11,087       8,087       261,087      11,002       8,002       261,002
 
       6            23,212         13,444      10,717       263,444      13,264      10,537       263,264
       7            27,785         15,824      13,369       265,824      15,506      13,051       265,506
       8            32,586         18,215      16,032       268,215      17,710      15,528       267,710
       9            37,628         20,606      18,696       270,606      19,854      17,944       269,854
      10            42,922         22,988      21,351       272,988      21,916      20,279       271,916
 
      11            48,481         25,690      24,327       275,690      23,980      22,617       273,980
      12            54,317         28,518      27,428       278,518      25,926      24,836       275,926
      13            60,446         31,321      30,504       281,321      27,737      26,919       277,737
      14            66,880         34,080      33,535       284,080      29,380      28,835       279,380
      15            73,637         36,770      36,498       286,770      30,817      30,545       280,817
 
      16            80,731         39,363      39,363       289,363      32,005      32,005       282,005
      17            88,180         41,828      41,828       291,828      32,895      32,895       282,895
      18            96,002         44,119      44,119       294,119      33,420      33,420       283,420
      19           104,214         46,188      46,188       296,188      33,509      33,509       283,509
      20           112,838         47,986      47,986       297,986      33,088      33,088       283,088
 
      25           162,869         52,781      52,781       302,781      20,679      20,679       270,679
      35           308,218         --           --           --          --           --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,570 IN YEAR TWO.
</TABLE>
 
THESE VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH  10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE  SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER  IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       43
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                        CURRENT CHARGES*                 GUARANTEED CHARGES**
                 PREMIUMS       --------------------------------   --------------------------------
   END OF       ACCUMULATED                   CASH                               CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT    SURRENDER    DEATH      ACCOUNT    SURRENDER    DEATH
    YEAR         PER YEAR         VALUE      VALUE      BENEFIT      VALUE      VALUE      BENEFIT
  ---------   ---------------   ---------   --------   ---------   ---------   --------   ---------
  <S>         <C>               <C>         <C>        <C>         <C>         <C>        <C>
       1             3,413         2,163          0***   252,163      2,163          0***   252,163
       2             6,996         4,668      1,668***   254,668      4,668      1,668***   254,668
       3            10,758         7,354      4,354      257,354      7,354      4,354      257,354
       4            14,708        10,233      7,233      260,233     10,233      7,233      260,233
       5            18,856        13,404     10,404      263,404     13,316     10,316      263,316
 
       6            23,212        16,804     14,076      266,804     16,613     13,885      266,613
       7            27,785        20,472     18,017      270,472     20,128     17,673      270,128
       8            32,586        24,425     22,242      274,425     23,866     21,684      273,866
       9            37,628        28,679     26,769      278,679     27,831     25,921      277,831
      10            42,922        33,258     31,620      283,258     32,026     30,389      282,026
 
      11            48,481        38,601     37,238      288,601     36,600     35,237      286,600
      12            54,317        44,523     43,433      294,523     41,442     40,352      291,442
      13            60,446        50,925     50,108      300,925     46,570     45,753      296,570
      14            66,880        57,842     57,297      307,842     51,987     51,442      301,987
      15            73,637        65,307     65,035      315,307     57,692     57,420      307,692
 
      16            80,731        73,355     73,355      323,355     63,683     63,683      313,683
      17            88,180        82,024     82,024      332,024     69,952     69,952      319,952
      18            96,002        91,340     91,340      341,340     76,475     76,475      326,475
      19           104,214       101,336    101,336      351,336     83,222     83,222      333,222
      20           112,838       112,046    112,046      362,046     90,166     90,166      340,166
 
      25           162,869       179,944    179,944      429,944    126,697    126,697      376,697
      35           308,218       396,129    396,129      646,129    163,485    163,485      413,485
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $2,001 IN YEAR TWO.
</TABLE>
 
THESE VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH  10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE  SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER  IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       44
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                    GUARANTEED CHARGES**
                 PREMIUMS       -----------------------------------   -----------------------------------
   END OF       ACCUMULATED                    CASH                                  CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH       ACCOUNT     SURRENDER     DEATH
    YEAR         PER YEAR         VALUE        VALUE      BENEFIT       VALUE        VALUE      BENEFIT
  ---------   ---------------   ----------   ---------   ----------   ----------   ---------   ----------
  <S>         <C>               <C>          <C>         <C>          <C>          <C>         <C>
       1             3,413          1,869           0***    253,250       1,869           0***    253,250
       2             6,996          3,814         814***    256,500       3,814         814***    256,500
       3            10,758          5,650       2,650       259,750       5,650       2,650       259,750
       4            14,708          7,369       4,369       263,000       7,369       4,369       263,000
       5            18,856          9,048       6,048       266,250       8,964       5,964       266,250
 
       6            23,212         10,597       7,870       269,500      10,422       7,694       269,500
       7            27,785         12,031       9,576       272,750      11,727       9,272       272,750
       8            32,586         13,338      11,156       276,000      12,861      10,678       276,000
       9            37,628         14,506      12,596       279,250      13,802      11,892       279,250
      10            42,922         15,525      13,887       282,500      14,530      12,893       282,500
 
      11            48,481         16,671      15,308       285,750      15,102      13,739       285,750
      12            54,317         17,781      16,691       289,000      15,416      14,326       289,000
      13            60,446         18,691      17,874       292,250      15,455      14,638       292,250
      14            66,880         19,377      18,832       295,500      15,187      14,642       295,500
      15            73,637         19,811      19,539       298,750      14,571      14,298       298,750
 
      16            80,731         19,963      19,963       302,000      13,561      13,561       302,000
      17            88,180         19,798      19,798       305,250      12,105      12,105       305,250
      18            96,002         19,264      19,264       308,500      10,127      10,127       308,500
      19           104,214         18,308      18,307       311,750       7,546       7,546       311,750
      20           112,838         16,872      16,872       315,000       4,274       4,274       315,000
 
      25           162,869          2,177       2,177       331,250      --           --           --
      35           308,218         --           --           --          --           --           --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,147 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       45
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                        CURRENT CHARGES*                 GUARANTEED CHARGES**
                 PREMIUMS       --------------------------------   --------------------------------
   END OF       ACCUMULATED                   CASH                               CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT    SURRENDER    DEATH      ACCOUNT    SURRENDER    DEATH
    YEAR         PER YEAR         VALUE      VALUE      BENEFIT      VALUE      VALUE      BENEFIT
  ---------   ---------------   ---------   --------   ---------   ---------   --------   ---------
  <S>         <C>               <C>         <C>        <C>         <C>         <C>        <C>
       1             3,413         2,015          0***   253,250      2,015          0***   253,250
       2             6,996         4,227      1,227***   256,500      4,227      1,227***   256,500
       3            10,758         6,457      3,457      259,750      6,457      3,457      259,750
       4            14,708         8,697      5,697      263,000      8,697      5,697      263,000
       5            18,856        11,024      8,024      266,250     10,937      7,937      266,250
 
       6            23,212        13,350     10,623      269,500     13,165     10,438      269,500
       7            27,785        15,691     13,236      272,750     15,363     12,908      272,750
       8            32,586        18,033     15,851      276,000     17,511     15,328      276,000
       9            37,628        20,365     18,455      279,250     19,582     17,672      279,250
      10            42,922        22,676     21,038      282,500     21,554     19,916      282,500
 
      11            48,481        25,293     23,930      285,750     23,502     22,139      285,750
      12            54,317        28,027     26,937      289,000     25,304     24,214      289,000
      13            60,446        30,722     29,905      292,250     26,937     26,120      292,250
      14            66,880        33,354     32,809      295,500     28,360     27,815      295,500
      15            73,637        35,894     35,621      298,750     29,524     29,251      298,750
 
      16            80,731        38,310     38,310      302,000     30,371     30,371      302,000
      17            88,180        40,566     40,566      305,250     30,838     30,838      305,250
      18            96,002        42,607     42,607      308,500     30,831     30,831      308,500
      19           104,214        44,374     44,374      311,750     30,249     30,249      311,750
      20           112,838        45,806     45,806      315,000     28,981     28,981      315,000
 
      25           162,869        47,282     47,282      331,250      7,376      7,376      331,250
      35           308,218         --         --          --          --         --          --
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,560 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       46
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $3,250 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                    GUARANTEED CHARGES**
                 PREMIUMS       -----------------------------------   -----------------------------------
   END OF       ACCUMULATED                    CASH                                  CASH
  CONTRACT    AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH       ACCOUNT     SURRENDER     DEATH
    YEAR         PER YEAR         VALUE        VALUE      BENEFIT       VALUE        VALUE      BENEFIT
  ---------   ---------------   ----------   ---------   ----------   ----------   ---------   ----------
  <S>         <C>               <C>          <C>         <C>          <C>          <C>         <C>
       1             3,413          2,161           0***    253,250       2,161           0***    253,250
       2             6,996          4,659       1,659***    256,500       4,659       1,659***    256,500
       3            10,758          7,335       4,335       259,750       7,335       4,335       259,750
       4            14,708         10,200       7,200       263,000      10,200       7,200       263,000
       5            18,856         13,353      10,353       266,250      13,265      10,265       266,250
 
       6            23,212         16,733      14,006       269,500      16,539      13,812       269,500
       7            27,785         20,380      17,925       272,750      20,029      17,574       272,750
       8            32,586         24,311      22,128       276,000      23,741      21,558       276,000
       9            37,628         28,545      26,635       279,250      27,678      25,768       279,250
      10            42,922         33,108      31,470       282,500      31,847      30,209       282,500
 
      11            48,481         38,444      37,082       285,750      36,399      35,037       285,750
      12            54,317         44,376      43,286       289,000      41,233      40,143       289,000
      13            60,446         50,814      49,996       292,250      46,369      45,551       292,250
      14            66,880         57,804      57,259       295,500      51,822      51,277       295,500
      15            73,637         65,397      65,124       298,750      57,603      57,331       298,750
 
      16            80,731         73,647      73,647       302,000      63,725      63,725       302,000
      17            88,180         82,622      82,622       305,250      70,201      70,201       305,250
      18            96,002         92,383      92,383       308,500      77,033      77,033       308,500
      19           104,214        103,011     103,011       311,750      84,226      84,226       311,750
      20           112,838        114,602     114,602       315,000      91,792      91,792       315,000
 
      25           162,869        193,630     193,630       331,250     136,348     136,348       331,250
      35           308,218        570,647     570,647       573,656     290,653     290,653       363,750
</TABLE>
 
<TABLE>
 <C>  <S>
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH VALUE WOULD BE $0 IN YEAR ONE AND $1,992 IN YEAR TWO.
</TABLE>
 
THESE  VALUES REFLECT CURRENT FRONT-END SALES LOADS  OF 2% IN YEARS 1 THROUGH 10
AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL YEARS.
 
THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING  THE
CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
THE  DEATH BENEFIT MAY,  AND THE ACCOUNT  VALUES AND CASH  VALUES WILL DIFFER IF
PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       47
<PAGE>
                              FINANCIAL STATEMENTS
                          TO BE PROVIDED BY AMENDMENT
 
                                       48
<PAGE>

                         CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

     The facing sheet.

     The prospectus consisting of ______ pages.

     The undertaking to file reports.

     The Rule 484 undertaking.

     The signatures.

(1)  The following exhibits included herewith correspond to those required 
     by paragraph A of the instructions for exhibits to Form N-8B-2.

     (A1) Resolution of Board of Directors of the Company authorizing the 
          Separate Account is incorporated by reference to Pre-Effective 
          Amendment No. 1, to the Registration Statement File No. 33-61267, 
          dated January 23, 1996.

     (A2) Not applicable.

     (A3a)Principal Underwriting Agreement is incorporate herein.

     (A3b)Form of Selling Agreements is incorporate herein.

     (A3c)Not applicable.

     (A4) Not applicable.

     (A5) Form of Flexible Premium Variable Life Insurance Policy is 
          incorporated herein.

     (A6a)Charter of ITT Hartford Life and Annuity Insurance Company is 
          incorporated herein.

     (A6b)Bylaws of ITT Hartford Life and Annuity Insurance Company is 
          incorporated herein.

     (A7) Not applicable.

     (A8) Not applicable.

     (A9) Not applicable.


<PAGE>


     (A10)Form of Application for Flexible Premium Variable Life Insurance 
          Policies is incorporated by reference as stated above.

     (A11)Memorandum describing transfer and redemption procedures will 
          be filed by amendment.

(2)  Opinion and counsel of Lynda Godkin, General Counsel is incorporated 
     herein.

(3)  No financial statement will be omitted from the Prospectus pursuant to
     Instruction 1(b) or (c) of Part I.

(4)  Not applicable.

(5)  Opinion and consent of Ken A. McCullum, FSA, MAAA is incorporated herein.

(6)  Consent of Arthur Andersen LLP, Independent Public Accountants will be 
     filed by amendment.

(7)  Opinion and consent of Counsel is incorporated by reference as Exhibit 2.

(8)  Opinion and consent of Actuary is incorporated by reference as Exhibit 5.

(9)  Power of Attorney is incorporate herein.



<PAGE>


                             UNDERTAKING TO FILE REPORTS

Subject to the terms and conditions of Section 15(d) of the Securities 
Exchange Act of 1934, the undersigned Registrant hereby undertakes to file 
with the Securities and Exchange Commission such supplementary and periodic 
information, documents, and reports as may be prescribed by any rule or 
regulation of the Commission heretofore or hereafter duly adopted pursuant to 
authority conferred in that section.

UNDERTAKINGS AND REPRESENTATIONS AS REQUIRED BY RULE 6e-3(T)

1. Separate Account VL I meets the definition of "Separate Account" under 
   Rule 6e-3(T).

2. The Registrant represents that:
   (a) it relies on Rule 6e-3(T)(b)(13)(ii)(F) to offer the Policies;
   (b) the level of mortality and expense risk charge is within the range 
       of industry practice for comparable flexible contracts.
   (c) the Company has conducted a survey of similar policies and insurers 
       and determined that the charge is within the range of industry practice;
   (d) the Company undertakes to keep and make available to the Commission 
       upon request the documents we used to support the representation in (b); 
       and
   (e) the Company further represents that the account will invest only in 
       management investment companies which have undertaken to have a 
       Board of Directors, a majority of whom are not interested persons of 
       the Company, formulate and approve a plan under Rule 12b-1 to
       finance distribution expenses.
   (f) The life insurer has concluded that there is a reasonable likelihood 
       that the distribution financing arrangement of the separate 
       account benefits the separate account and contractholders and 
       will keep and make available to the Commission on request a 
       memorandum setting for the basis for this representation.


                         UNDERTAKING ON INDEMNIFICATION

Article VIII of the Bylaws of ITT Hartford Life and Annuity Insurance Company, 
a Connecticut corporation, provides for indemnification of its officers, 
directors and employees as follows:

SECTION 1.  No person shall be liable to the Company for any loss or damage 
suffered by it on account of any action taken or omitted to be taken by him 
as director or officer of the Company, or of any other company, partnership, 
joint venture, trust or other enterprise for which he serves as a director, 
officer or employee at the request of the Company, in good faith, if such 
person (a) exercised and used the same degree of care and skill as a prudent 
man would have exercised or used under the circumstances in the conduct of 
his own affairs, or (b) took or omitted to take such action in reliance upon 
advice of counsel for the Company or upon statements made or information 
furnished by officers or employees of the Company which he had reasonable 
grounds to believe to be true.  The foregoing shall not be exclusive of other 
rights and defenses to which he may be entitled as a matter of law.


<PAGE>


SECTION 2.  The Company shall indemnify any person who was or is a party or 
threatened to be made a party to any threatened, pending or completed action, 
suit or proceeding, (other than one by or in the right of the Company) by 
reason of the fact that he is or was a director, officer or employee of the 
company , or is or was serving at the request of the Company as a director, 
officer or employee of another company,  partnership, joint venture, trust or 
other enterprise, against expenses, including attorneys' fees, judgments, 
fines and amounts paid in settlement actually and reasonable y incurred by 
him in connection with such action, suit or proceeding if he acted in good 
faith and in a manner he reasonable believed to be in or not opposed to the 
best interests of the Company, and, with respect to any criminal action or 
proceeding, had no reasonable cause to believe his conduct was unlawful.  The 
termination of any action, suit or proceeding by judgment, order, settlement, 
conviction, or upon a plea of nolo contendere or its equivalent, shall no, of 
itself, create a presumption that the person did not act in good faith and in 
a manner which he reasonably believed to be in or not opposed to the best 
interests of the Company, and with respect to any criminal action or 
proceeding had reasonable cause to believe that his conduct was unlawful.

SECTION 3.  The Company shall indemnify any person who was or is a party or 
is threatened to be made a party to any threatened, pending or completed 
action, suit or proceeding, by or in the right of the Company to procure a 
judgment in its favor by reason of the fact that he is or was a director, 
officer or employee of the Company, or is or was serving at the request of 
the Company as a director, officer or employee of another company, 
partnership, joint venture, trust or other enterprise against expenses, 
including attorneys' fees, actually and reasonably incurred by him in 
connection with the defense or settlement of such action or suit, if he acted 
in good faith and in a manner he reasonably believed to be in or not opposed 
to the best interests of the Company, except that no indemnification shall be 
made in respect of  any claim, issue or matter as to which such person shall 
have been adjudged to be liable for negligence or misconduct in the 
performance of his duty to the Company unless and only to the extent that the 
court in which such action or suit was brought shall determine upon 
application that, despite the adjudication of liability and in view of all 
circumstances of the case, such person is fairly and reasonably entitled to 
indemnity for such expenses as such court shall deem proper.

SECTION 4.  Expenses, including attorneys' fees, incurred in defending a 
civil or criminal action, suit or proceeding may be paid by the Company in 
advance of the final disposition of such action, suit or proceeding, upon 
receipt of any undertaking by or on behalf of the director or employee to 
repay such amount unless it shall ultimately be determined that he is 
entitled to be indemnified by the Company as authorized hereby.

SECTION 5.  The indemnification provided by this Article shall not be deemed 
exclusive of any other rights to which those indemnified may be entitled 
under any statute, bylaw, agreement, vote of shareholders or of disinterested 
directors or otherwise, both as to action in an official capacity and as to 
action in another capacity while holding such office, and shall continue as 
to a person who has ceased to be a director, officer or employee and shall 
inure to the benefit of the heirs, executors and administrators of such a 
person.

The registrant hereby undertakes that insofar as indemnification for 
liability arising under the 


<PAGE>


Securities Act of 1933 (the "Act") may be permitted to directors, officers 
and controlling persons of the registrant,  pursuant to the foregoing 
provisions, or otherwise, the registrant has been advised that in the opinion 
of the Securities and Exchange Commission such indemnification is against 
public policy as expressed in the Act and is, therefore, unenforceable.  In 
the event that a claim for indemnification against such liabilities (other 
than the payment by the registrant of expenses incurred or paid by a 
director, officer or controlling person of the registrant in the successful 
defense of any action, suit or proceeding) is asserted by such director, 
officer or controlling person in connection with the securities being 
registered, the registrant will, unless in the opinion of its counsel the 
matter has been settled by controlling precedent, submit to a court of 
appropriate jurisdiction the question whether such indemnification by it is 
against public policy as expressed in the Act and will be governed by the 
final adjudication of such issue.

<PAGE>


                                      SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment 
Company Act of 1940, the Registrant has duly caused this Registration 
Statement to be signed on its behalf by the undersigned thereunto duly 
authorized, and its seal to be herewith affixed and attested, all in the city 
of Simsbury, and the State of Connecticut on the  1   day of   July  , 1996.

                            ITT HARTFORD LIFE AND ANNUITY INSURANCE 
                              COMPANY
                            SEPARATE ACCOUNT VL I
                            (Registrant)

                            By:  /s/ Gregory A. Boyko
                                 ---------------------------------------------
                                 Gregory A. Boyko, Vice President & Controller

                            ITT HARTFORD LIFE AND ANNUITY INSURANCE 
                              COMPANY
                            (Depositor)

                            By:  /s/ Gregory A. Boyko
                                 ---------------------------------------------
                                 Gregory A. Boyko, Vice President & Controller

Pursuant to the requirements of the Securities Act of 1933, this Registration 
Statement has been signed by the following persons and in the capacities and 
on the dates indicated.

Donald R. Frahm, Director *
Bruce D. Gardner, Director *
Joseph H. Gareau, Executive Vice
   President, Chief Investment
   Officer, Director *
Joseph Kanarek, Vice President,
   Director
Thomas M. Marra, Executive Vice              *By:   /s/ Lynda Godkin
  President, Director *                             -------------------
Lowndes A. Smith, President,                        Lynda Godkin
  Chief Executive Officer,                          Attorney-In-Fact
  Director * 
Lizabeth H. Zlatkus, Vice President          Dated:   July 1, 1996
  Director *


<PAGE>


                                                                [Exhibit 1A3a]

                         PRINCIPAL UNDERWRITER AGREEMENT

THIS AGREEMENT, dated as of the June 26, 1995, made by and between HARTFORD 
LIFE INSURANCE COMPANY ("HLIC" or the "Sponsor"), a corporation organized and 
existing under the laws of the State of Connecticut, and HARTFORD EQUITY 
SALES COMPANY, INC. ("HESCO"), a corporation organized and existing under the 
laws of the State of Connecticut,

                                  WITNESSETH:

WHEREAS, the Board of Directors of HLIC has made provision for the 
establishment of a separate account within HLIC in accordance with the laws 
of the State of Connecticut, which separate account was organized and is 
established and registered as a unit investment trust type investment company 
with the Securities and Exchange Commission under the Investment Company Act 
of 1940 ("1940 Act"), as amended, and which is designated Hartford Life 
Insurance Company Separate Account VL I (referred to as the "UIT"); and

WHEREAS, HESCO offers to the public a certain Flexible Premium Variable Life 
Insurance Policy (the "Policy") issued by HLIC with respect to the UIT units 
of interest thereunder which are registered under the Securities Act of 1933 
("1933 Act"), as amended; and

WHEREAS, HESCO has previously agreed to act as distributor in connection 
with offers and sales of the Policy under the terms and conditions set forth 
in this Principal Underwriter Agreement.

NOW THEREFORE, in consideration of the mutual agreements made herein, HLIC 
and HESCO agree as follows:

                                      I.

                                HESCO'S DUTIES

1. HESCO, as principal underwriter for the Policy, will use its best efforts 
   to effect offers and sales of the Policy through broker-dealers that are 
   members of the National Association of Securities Dealers, Inc. and whose 
   registered representatives are duly licensed as insurance agents of HLIC.  
   HESCO is responsible for compliance with all applicable requirements of the 
   1933 Act, as amended, the Securities Exchange Act of 1934 ("1934 Act"), as 
   amended, and the 1940 Act, as amended, and the rules and regulations 
   relating to the sales and distribution of the Policy, the need for which 
   arises out of its duties as principal underwriter of said Policy and 
   relating to the creation of the UIT.


<PAGE>


2. HESCO agrees that it will not use any prospectus, sales literature, 
   or any other printed matter or material or offer for sale or sell the 
   Policy if any of the foregoing in any way represent the duties, 
   obligations, or liabilities of HLIC as being greater than, or different 
   from, such duties, obligations and liabilities as are set forth in this 
   Agreement, as it may be amended from time to time.conclusion provided 
   for in subsection (b) of this section may be reached by any one of the 
   following:  (1)  The Board of Directors of the corporation by a consent 
   in writing signed by a majority of those directors who were not parties 
   to such proceeding; (2) independent legal counsel selected by a consent 
   in writing signed by a majority of those directors who were not parties 
   to such proceeding; (3) in the case of any employee or agent who is not 
   an officer or director of the corporation, the corporation's general 
   counsel; or (4) the shareholders of the corporation by the affirmative 
   vote of at least a majority of the voting power of shares not owned by 
   parties to such proceeding, represented at an annual or special meeting 
   of shareholders, duly called with notice of such purpose stated.  Such 
   person shall also be entitled to apply to a court for such conclusion, 
   upon application as provided in subsection (e), even though the 
   conclusion reached by any of the foregoing shall have been adverse to 
   him or to the person whose legal representative he is.

(e) Where an application for indemnification or for a conclusion as provided 
in this section is made to a court, it shall be made to the court in which 
the proceeding is pending or to the superior court for the judicial district 
where the principal office of the corporation is located.  The application 
shall be made in such manner and form as may be required by the applicable 
rules of the court or, in the absence thereof, by direction of the court.  
The court may also direct the notice be given in such manner as it may 
require at the expense of the corporation to the shareholders of the 
corporation and to such other persons as the court may designate.  In the 
case of an application to a court in which a proceeding is pending in which 
the person seeking indemnification is a party by reason of the fact that he, 
or the person whose legal representative he is, is or was serving at the 
request of the corporation as a director, partner, trustee, officer, employee 
or agent of another enterprise, or as a fiduciary of an employee benefit plan 
or trust maintained for the benefit of employees of any other enterprise, 
timely notice of such application shall be given by such person to the 
corporation.

3. HESCO agrees that it will utilize the then currently effective prospectus 
   relating to the UIT's Policies in connection with its selling efforts.

   As to the other types of sales materials, HESCO agrees that it will use 
   only sales materials which conform to the requirements of federal and state 
   insurance laws and regulations and which have been filed, where necessary, 
   with the appropriate regulatory authorities.

4. HESCO agrees that it or its duly designated agent shall maintain records 
   of the name and address of, and the securities issued by the UIT and held 
   by, every holder of any security issued pursuant to this Agreement, as 
   required by the Section 26(a)(4) of the 1940 Act, as amended.


<PAGE>


5. HESCO's services pursuant to this Agreement shall not be deemed to be 
   exclusive, and it may render similar services and act as an underwriter, 
   distributor, or dealer for other investment companies in the offering of 
   their shares.

6. In the absence of willful misfeasance, bad faith, gross negligence, or 
   reckless disregard of its obligations and duties hereunder on the part of 
   HESCO, HESCO shall not be subject to liability under a Policy for any act 
   or omission in the course, or connected with, rendering services hereunder.

                                       II.

1. The UIT reserves the right at any time to suspend or limit the public 
   offering of the Policies upon 30 days' written notice to HESCO, except 
   where the notice period may be shortened because of legal action taken 
   by any regulatory agency.

2. The UIT agrees to advice HESCO immediately:

   (a)  Of any request by the Securities and Exchange Commission for 
        amendment of its 1933 Act registration statement or for additional 
        information;

   (b)  Of the issuance by the Securities and Exchange Commission of any stop 
        order suspending the effectiveness of the 1933 Act registration 
        statement relating to units of interest issued with respect to the 
        UIT or of the initiation of any proceedings for that purpose;

   (c)  Of the happening of any material event, if known, which makes untrue 
        any statement in said 1933 Act registration statement or which requires 
        a change therein in order to make any statement therein not misleading.

   HLIC will furnish to HESCO such information with respect to the UIT and 
   the Policies in such form and signed by such of its officers and directors 
   and HESCO may reasonably request and will warrant that the statements 
   therein contained when so signed will be true and correct.  HLIC will also 
   furnish, from time to time, such additional information regarding the UIT's 
   financial condition as HESCO may reasonably request.

                                      III.

                                  COMPENSATION

In accordance with an Expense Reimbursement Agreement between HLIC and HESCO, 
HESCO is entitled to receive:  (1) compensation equal to a pro rata portion 
of $10,000 per year for all services provided on behalf of HLIC and the UIT; 
plus (2) reimbursement for the actual expenses incurred by HESCO in excess of 
$10,000 for all operating costs associated with the services provided on 
behalf of HLIC and the UIT under this Principal Underwriter Agreement.  No 
additional compensation is payable in excess of that required under the 
Expense Reimbursement Agreement.


<PAGE>


The Expense Reimbursement Agreement provides for an aggregate payment of 
$10,000 for all services performed by HESCO on behalf of HLIC and its 
affiliated companies and any unit investment trusts sponsored by HLIC and its 
affiliated companies.

                                      IV.

                RESIGNATION AND REMOVAL OF PRINCIPAL UNDERWRITER

HESCO may resign as a Principal Underwriter hereunder, upon 120 days' prior 
written notice to HLIC.  However, such resignation shall not become effective 
until either the UIT has been completely liquidated and the proceeds of the 
liquidation distributed through HLIC to the Policy owners or a successor 
Principal Underwriter has been designated and has accepted its duties.

                                       V.

                                  MISCELLANEOUS

1. This Agreement may not be assigned by any of the parties hereto without 
   the written consent of the other party.

2. All notices and other communications provided for hereunder shall be in 
   writing and shall be delivered by hand or mailed first class, postage 
   prepaid, addressed as follows:

   (a)  If to HLIC - Hartford Life Insurance Company, Inc. P.O. Box 2999, 
        Hartford, Connecticut 06104.

   (b)  If to HESCO - Hartford Equity Sales Company, Inc., P.O. Box 2999, 
        Hartford, Connecticut 06104.

   or to such other address as HESCO or HLIC shall designate by written 
   notice to the other.

3. This Agreement may be executed in any number of counterparts, each of 
   which shall be deemed an original and all of which shall be deemed one 
   instrument, and an executed copy of this Agreement and all amendments 
   hereto shall be kept on file by the Sponsor and shall be open to inspection 
   any time during the business hours of the Sponsor.

4. This Agreement shall inure to the benefit of and be binding upon the 
   successor of the parties hereto.

5. This Agreement shall be construed and governed by and according to the 
   laws of the State of Connecticut.

6. This Agreement may be amended from time to time by the mutual agreement 
   and consent of the parties hereto.


<PAGE>


7. (a) This Agreement shall become effective June 26, 1995 and shall continue 
       in effect for a period of two years from that date and, unless sooner 
       terminated in accordance with 7(b) below, shall continue in effect 
       from year to year thereafter provided that its continuance is 
       specifically approved at least annually by a majority of the members 
       of the Board of Directors of HLIC.

   (b) This Agreement (1) may be terminated at any time, without the payment 
       of any penalty, either by a vote of a majority of the members of the 
       Board of Directors of HLIC on 60 days' prior written notice to HESCO; 
       (2) shall immediately terminate in the event of its assignment and 
       (3) may be terminated by HESCO on 60 days' prior written notice to 
       HLIC, but such termination will not be effective until HLIC shall have 
       an agreement with one or more persons to act as successor principal 
       underwriter of the Policies. HESCO hereby agrees that it will continue 
       to act as successor principal underwriter until its successor or 
       successors assume such undertaking.













<PAGE>


IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly 
executed and their respective corporate seals to be hereunto affixed and 
attested, all as of the day and year first above written.


(Seal)                                      HARTFORD LIFE INSURANCE COMPANY


                                            BY:     /s/ Thomas M. Marra
                                                ------------------------------
                                                    Thomas M. Marra
                                                    Senior Vice President



Attest:                                     HARTFORD EQUITY SALES COMPANY, INC.


/s/ Lynda Godkin                            BY:      /s/ George Jay
- --------------------                            ------------------------------
Lynda Godkin                                         George Jay
Secretary                                            Controller




<PAGE>

                             BROKER-DEALER SALES AND
                              SUPERVISION AGREEMENT

This Broker-Dealer Sales and Supervision Agreement ("Agreement")
dated ____________________ is made by and between Hartford Life Insurance
Company and ITT Hartford Life and Annuity Insurance Company (referred to
collectively as "Companies"), Hartford Securities Distribution Company, Inc.
("Distributor"), a broker-dealer registered with the Securities and Exchange
Commission ("SEC") under the Securities and Exchange Act of 1934 ("1934 Act")
and a member of the National Association of Securities Dealers, Inc. ("NASD")
and __________________________________, who is also a broker-dealer registered
with the SEC under the 1934 Act and a member of the NASD ("Broker-Dealer"), and
any and all undersigned insurance agency affiliates ("Affiliates") of Broker-
Dealer.

WHEREAS, Companies offer certain variable life insurance policies and variable
and modified guaranteed annuity contracts which are deemed to be securities
under the Securities Act of 1933 (the "Registered Products"); and

WHEREAS, Companies wish to appoint the Broker-Dealer and Affiliates as agents of
the Companies for the solicitation and procurement of applications for
Registered Products; and

WHEREAS, Distributor is the principal underwriter of the Registered Products;
and

WHEREAS, Distributor anticipates having registered representatives who are
associated with Broker-Dealer ("Registered Representatives"), who are NASD
registered and are duly licensed under applicable state insurance law and
appointed as life insurance agents of Companies solicit and sell the Registered
Products; and

WHEREAS, Distributor acknowledges that the Broker-Dealer will provide certain
supervisory and administrative services to Registered Representatives who are
associated with the Broker-Dealer in connection with the solicitation, service
and sale of the Registered Products; and

WHEREAS, Broker-Dealer agrees to provide the aforementioned supervisory services
to its Registered Representatives who have been appointed by the Companies to
sell the Registered Products.

NOW THEREFORE, in consideration of the mutual covenants contained in this
Agreement, the parties agree to the following:


  I. APPOINTMENT OF THE BROKER-DEALER

     The Companies hereby appoint Broker-Dealer as an agent of the Companies for
     the solicitation and procurement of applications for the Registered
     Products offered by the Companies, as outlined in Exhibit A attached
     herein, in all states in which the Companies are authorized to do business
     and in which Broker-Dealer or any Affiliates are properly licensed.
     Distributor hereby authorizes Broker-Dealer under the securities laws to
     supervise Registered Representatives in connection with the solicitation,
     service and sale of the Registered Products.

 II. AUTHORITY OF THE BROKER-DEALER

<PAGE>

     Broker-Dealer has the authority to represent Distributor and Companies only
     to the extent expressly granted in this Agreement.  Broker-Dealer and any
     Registered Representatives shall not hold themselves out to be employees of
     Companies or Distributor in any dealings with the public.  Broker-Dealer
     and any Registered Representatives shall be independent contractors as to
     Distributor or Companies.  Nothing contained herein is intended to create a
     relationship of employer and employee between Broker-Dealer and Distributor
     or Companies or between Registered Representatives and Distributor or
     Companies.

III. BROKER-DEALER REPRESENTATION

     Broker-Dealer represents that it is a registered broker-dealer under the
     1934 Act, a member in good standing of the NASD, and is registered as a
     broker-dealer under state law to the extent necessary to perform the duties
     described in this Agreement.  Broker-Dealer represents that its Registered
     Representatives, who will be soliciting applications for the Registered
     Products, will be duly registered representatives associated with Broker-
     Dealer and that they will be representatives in good standing with
     accreditation as required by the NASD to sell the Registered Products.
     Broker-Dealer agrees to abide by all rules and regulations of the NASD,
     including its Rules of Fair Practice, and to comply with all applicable
     state and federal laws and the rules and regulations of authorized
     regulatory agencies affecting the sale of the Registered Products.

 IV. BROKER-DEALER OBLIGATIONS

   (a)     TRAINING AND SUPERVISION
           Broker-Dealer has full responsibility for the training and
           supervision of all Registered Representatives associated with
           Broker-Dealer and any other persons who are engaged directly or
           indirectly in the offer or sale of the Registered Products.  Broker-
           Dealer shall, during the term of this Agreement, establish and
           implement reasonable procedures for periodic inspection and
           supervision of sales practices of its Registered Representatives.

           If a Registered Representative ceases to be a Registered
           Representative of Broker-Dealer, is disqualified for continued
           registration or has their registration suspended by the NASD or
           otherwise fails to meet the rules and standards imposed by Broker-
           Dealer, Broker-Dealer shall immediately notify such Registered
           Representative that he or she is no longer authorized to solicit
           applications, on behalf of the Companies, for the sale of Registered
           Products.  Broker-Dealer shall immediately notify Distributor of
           such termination or suspension.

   (b)     SOLICITATION
           Broker-Dealer agrees to supervise its Registered Representatives so
           that they will only solicit applications in states where the
           Registered Products are approved for sale in accordance with
           applicable state and federal laws.  Broker-Dealer shall be notified
           by Companies or Distributor of the availability of the Registered
           Products in each state.

   (c)     NO CHURNING
           Broker-Dealer and any Registered Representatives shall not make any
           misrepresentation or incomplete comparison of products for the
           purpose of inducing a policyholder to lapse, forfeit or surrender
           its insurance in favor of purchasing a Registered Product.

   (d)     PROSPECTUS DELIVERY AND SUITABILITY REQUIREMENTS
           Broker-Dealer shall ensure that its Registered Representatives
           comply with the prospectus delivery requirements under the
           Securities Act of 1933.  In addition, Broker-Dealer shall ensure
           that its Registered Representatives shall not make recommendations
           to an applicant to purchase a Registered Product in the absence of
           reasonable grounds to believe that the


                                        2
<PAGE>


           purchase is suitable for such applicant, as outlined in the
           suitability requirements of the 1934 Act and the NASD Rules of Fair
           Practice.  Broker-Dealer shall  ensure that each application
           obtained by its Registered Representatives shall bear evidence of
           approval by one of its principals indicating that the application
           has been reviewed for suitability.


   (e)     PROMOTIONAL MATERIAL
           Broker-Dealer and its Registered Representatives are not authorized
           to provide any information or make any representation in connection
           with this Agreement or the solicitation of the Registered Products
           other than those contained in the prospectus or other promotional
           material produced or authorized by Companies or Distributor.

           Broker-Dealer agrees that if it develops any promotional material
           for sales, training, explanatory or other purposes in connection
           with the solicitation of applications for Registered Products,
           including generic advertising and/or training materials which may be
           used in connection with the sale of Registered Products, it will
           obtain the prior written consent of Distributor, and where
           appropriate, approval of Companies, such approval not to be
           unreasonably withheld.

   (f)     RECORD KEEPING
           Broker-Dealer is responsible for maintaining the records of its
           Registered Representatives.  Broker-Dealer shall maintain such other
           records as are required of it by applicable laws and regulations.
           The books, accounts and records maintained by Broker-Dealer that
           relate to the sale of the Registered Products, or dealings with the
           Companies, Distributor and/or Broker-Dealer shall be maintained so
           as to clearly and accurately disclose the nature and details of each
           transaction.

           Broker-Dealer acknowledges that all the records maintained by
           Broker-Dealer relating to the solicitation, service or sale of the
           Registered Products subject to this Agreement, including but not
           limited to applications, authorization cards, complaint files and
           suitability reviews, shall be available to Companies and Distributor
           upon request during normal business hours.  Companies and
           Distributor may retain copies of any such records which Companies
           and Distributor, in their discretion, deems necessary or desirable
           to keep.

   (g)     REFUND OF COMPENSATION
           Broker-Dealer agrees to repay Companies the total amount of any
           compensation which may have been paid to it within thirty (30)
           business days of notice of the request for such refund should
           Companies for any reason return any premium on a Registered Product
           which was solicited by a Registered Representative of Broker-Dealer.


   (h)     PREMIUM COLLECTION
           Broker-Dealer only has the authority to collect initial premiums
           unless specifically set forth in the applicable commission schedule.
           Unless previously authorized by Distributor, neither Broker-Dealer
           nor any of its Registered Representatives shall have any right to
           withhold or deduct any part of any premium it shall receive for
           purposes of payment of commission or otherwise.



V. COMPANIES AND/OR DISTRIBUTOR OBLIGATIONS

   (a)     PROSPECTUS/PROMOTIONAL MATERIAL
           Companies and/or Distributor will provide Broker-Dealer with
           reasonable quantities of the currently effective prospectus for the
           Registered Products and appropriate sales promotional


                                        3
<PAGE>


           material which has been filed with the NASD, and applicable state
           insurance departments.

   (b)     COMPENSATION
           Distributor will pay Broker-Dealer as full compensation for all
           services rendered by Broker-Dealer under this Agreement, commissions
           and/or service fees in the amounts, in the manner and for the period
           of time as set forth in the Commission Schedules attached to this
           Agreement or subsequently made a part hereof, and which are in
           effect at the time such Registered Products are sold.  The manner of
           commission payments (I.E. fronted or trail) is not subject to change
           after the effective date of a contract for which the compensation is
           payable.

           Distributor or Companies may change the Commission Schedules
           attached to this Agreement at any time.  Such change shall become
           effective only when Distributor or Companies provide the Broker-
           Dealer with written notice of the change.  No such change shall
           affect any contracts issued upon applications received by Companies
           at Companies' Home Office prior to the effective date of such
           change.

           Distributor agrees to identify to Broker-Dealer for each such
           payment, the name of the Registered Representative of Broker-Dealer
           who solicited each contract covered by the payment.  Distributor
           will not compensate Broker-Dealer for any Registered Product which
           is tendered for redemption after acceptance of the application.  Any
           chargebacks will be assessed against the Broker-Dealer of record at
           the time of the redemption.

           Distributor will only compensate Broker-Dealer or Affiliates, as
           outlined below, for those applications accepted by Companies, and
           only after receipt by Companies at Companies' Home Office or at such
           other location as Companies may designate from time to time for its
           various lines of business, of the required premium and compliance by
           Broker-Dealer with any outstanding contract and prospectus delivery
           requirements.

           In the event that this Agreement terminates for fraudulent
           activities or due to a material breach by the Broker-Dealer,
           Distributor will only pay to Broker-Dealer or Affiliate commissions
           or other compensation earned prior to discovery of events requiring
           termination. No further commissions or other compensation shall
           thereafter be payable.

   (c)     COMPENSATION PAYABLE TO AFFILIATES
           If Broker-Dealer is unable to comply with state licensing
           requirements because of a legal impediment which prohibits a non-
           domiciliary corporation from becoming a licensed insurance agency or
           prohibits non-resident ownership of a licensed insurance agency,
           Distributor agrees to pay compensation to Broker-Dealer's
           contractually affiliated insurance agency, a wholly-owned life
           agency affiliate of Broker-Dealer, or a Registered Representative or
           principal of Broker-Dealer who is properly state licensed.  As
           appropriate, any reference in this Agreement to Broker-Dealer shall
           apply equally to such Affiliate. Distributor agrees to pay
           compensation to an Affiliate subject to Affiliates agreement to
           comply with the requirements of Exhibit B, attached hereto.


 VI.   TERMINATION

   (a)     This Agreement may be terminated by any party by giving thirty (30)
           days' notice in writing to the other party.

   (b)     Such notice of termination shall be mailed to the last known address
           of Broker-Dealer appearing on Companies' records, or in the event of
           termination by Broker-Dealer, to the Home Office of Companies at
           P.O. Box 2999, Hartford, Connecticut 06104-2999.


                                        4
<PAGE>


   (c)     Such notice shall be an effective notice of termination of this
           Agreement as of the time the notice is deposited in the United
           States mail or the time of actual receipt of such notice if
           delivered by means other than mail.

   (d)     This Agreement shall automatically terminate without notice upon the
           occurrence of any of the events set forth below:

       (1) Upon the bankruptcy or dissolution of Broker-Dealer.

       (2) When and if Broker-Dealer commits fraud or gross negligence in the
           performance of any duties imposed upon Broker-Dealer by this
           Agreement or wrongfully withholds or misappropriates, for Broker-
           Dealer's own use, funds of Companies, its policyholders or
           applicants.

       (3) When and if Broker-Dealer materially breaches this Agreement or
           materially violates state insurance or Federal securities laws and
           administrative regulations of a state in which Broker-Dealer
           transacts business.

       (4) When and if Broker-Dealer fails to obtain renewal of a necessary
           license in any jurisdiction, but only as to that jurisdiction.

   (e)     The parties agree that on termination of this Agreement, any
           outstanding indebtedness to Companies shall become immediately due
           and payable.

VII.   GENERAL PROVISIONS

   (a)     COMPLAINTS AND INVESTIGATIONS
           Broker-Dealer shall cooperate with Distributor and Companies in the
           investigation and settlement of all complaints or claims against
           Broker-Dealer and/or Distributor or Companies relating to the
           solicitation or sale of the Registered Products under this
           Agreement.  Broker-Dealer, Distributor and Companies each shall
           promptly forward to the other any complaint, notice of claim or
           other relevant information which may come into either one's
           possession.  Broker-Dealer, Distributor and Companies agree to
           cooperate fully in any investigation or proceeding in order to
           ascertain whether Broker-Dealer's, Distributor's or Companies'
           procedures with respect to solicitation or servicing is consistent
           with any applicable law or regulation.

           In the event any legal process or notice is served on Broker-Dealer
           in a suit or proceeding against Distributor or Companies, Broker-
           Dealer shall forward forthwith such process or notice to Companies
           at its Home Office in Hartford, Connecticut, by certified mail.


   (b)     WAIVER
           The failure of Distributor or Companies to enforce any provisions of
           this Agreement shall not constitute a waiver of any such provision.
           The past waiver of a provision by Distributor or Companies shall not
           constitute a course of conduct or a waiver in the future of that
           same provision.

   (c)     INDEMNIFICATION
           Broker-Dealer shall indemnify and hold Distributor and Companies
           harmless from any liability, loss or expense sustained by Companies
           or the Distributor (including reasonable attorney fees) on account
           of any acts or omissions by Broker-Dealer or persons employed or
           appointed by Broker-Dealer, except to the extent Companies' or
           Distributor's acts or omissions caused such


                                        5
<PAGE>


           liability Indemnification by Broker-Dealer is subject to the
           conditions that Distributor or Companies promptly notify Broker-
           Dealer of any claim or suit made against Distributor or Companies,
           and that Distributor or Companies allow Broker-Dealer to make such
           investigation, settlement, or defense thereof as Broker-Dealer deems
           prudent. Broker-Dealer expressly authorizes Companies to charge
           against all compensation due or to become due to Broker-Dealer under
           this Agreement any monies paid or liabilities incurred by Companies
           under this Indemnification provision.

           Distributor and Companies shall indemnify and hold Broker-Dealer
           harmless from any liability, loss or expense sustained by the
           Broker-Dealer (including reasonable attorney fees) on account of any
           acts or omissions by Distributor or Companies, except to the extent
           Broker-Dealer's acts or omissions caused such liability.

           Indemnification by Distributor or Companies is subject to the
           condition that Broker-Dealer promptly notify Distributor or
           Companies of any claim or suit made against Broker-Dealer, and that
           Broker-Dealer allow Distributor or Companies to make such
           investigation, settlement, or defense thereof as Distributor or
           Companies deems prudent.

   (d)     ASSIGNMENT
           No assignment of this Agreement, or commissions payable hereunder,
           shall be valid unless authorized in writing by Distributor.  Every
           assignment shall be subject to any indebtedness and obligation of
           Broker-Dealer that may be due or become due to Companies and any
           applicable state insurance regulations pertaining to such
           assignments.

   (e)     OFFSET
           Companies may at any time deduct, from any monies due under this
           Agreement, every indebtedness or obligation of Broker-Dealer to
           Companies or to any of its affiliates.

   (f)     CONFIDENTIALITY
           Companies, Distributor and Broker-Dealer agree that all facts or
           information received by any party related to a contract owner shall
           remain confidential, unless such facts or information is required to
           be disclosed by any regulatory authority or court of competent
           jurisdiction.

   (g)     PRIOR AGREEMENTS
           This Agreement terminates all previous agreements, if any, between
           Companies, Distributor and Broker-Dealer.  However, the execution of
           this Agreement shall not affect any obligations which have already
           accrued under any prior agreement.

   (h)     CHOICE OF LAW
           This Agreement shall be governed by and construed in accordance with
           the laws of the State of Connecticut.

By executing this Broker-Dealer Sales and Supervision Agreement Specifications
Page, Broker-Dealer acknowledges that it has read this Agreement in its entirety
and is in agreement with the terms and conditions outlining the rights of
Distributor, Companies and Broker-Dealer and Affiliates under this Agreement.

IN WITNESS WHEREOF, the undersigned parties have executed this Agreement to be
effective as set forth above, upon the later of the execution date below or
approval of Distributor's registration by all appropriate state securities
commissions.


                                        6
<PAGE>


BROKER-DEALER                 HARTFORD SECURITIES DISTRIBUTION
                              COMPANY INC.

By:                           By:


Title:                        Title:


Date:                         Date:


AFFILIATE (IF APPLICABLE)     HARTFORD LIFE INSURANCE COMPANY

By:                           By:


Title:                        Title:


Date:                         Date:


                              ITT HARTFORD LIFE AND ANNUITY
                              INSURANCE COMPANY

                              By:


                              Title:


                              Date:


                                        7
<PAGE>


                                    EXHIBIT B

In accordance with Section V.(c) of the Broker-Dealer-Dealer Sales and
Supervision Agreement, no compensation is payable unless Broker-Dealer and
Registered Representative have first complied with all applicable state
insurance laws, rules and regulations.  Distributor must ensure that any Broker-
Dealer with whom Distributor intends to enter into an Agreement and any
Registered Representatives meet the licensing and registration requirements of
the state(s) Broker-Dealer operates in and the NASD.

Companies are required by the Insurance Department in all 50 states to pay
compensation only to individuals and entities that are properly insurance
licensed and appointed.  For registered products, Distributor must also comply
with NASD regulations that require Distributor to pay compensation to an NASD
registered Broker-Dealer.  Distributor must comply with both state and NASD
requirements.

Distributor requires confirmation that Broker-Dealer holds current state
insurance licenses or markets insurance products through a contractual affiliate
or wholly owned life agency, which is properly insurance licensed.  If Broker-
Dealer is properly state licensed then compensation may be paid to Broker-Dealer
in compliance with both state and NASD requirements.

If Broker-Dealer is not state insurance licensed and relies on the licensing of
a contractual affiliate or wholly owned life agency, the SEC has issued a number
of letters indicating that, under specific limited circumstances, it will take
"no action" against insurers (Distributor) paying compensation on registered
products to Broker-Dealer's contractual affiliate or wholly owned life agency.
At the request of Broker-Dealer, Distributor will provide copies of several of
these letters as well as a summary of their requirements.

If Broker-Dealer intends to rely on one of these "no-action" letters, legal
counsel for Broker-Dealer must confirm to Distributor in writing that all of the
circumstances of any one of the SEC no-action letters are applicable.  Broker-
Dealer's counsel must summarize each point upon which the no-action relief was
granted and represent that Broker-Dealer's method of operation is identical or
meets the same criteria.  Broker-Dealer's counsel must also confirm that, to the
best of counsel's knowledge, the SEC has not rescinded or modified its no-action
position since the letter was released.

The Broker-Dealer Sales and Supervision Agreement will not be finalized and no
new applications for registered products will be accepted or no new compensation
will be payable unless the appropriate proof of state licensing or no-action
relief is confirmed.  In addition to a letter from Broker-Dealer's counsel,
copies of the following documentation is required:

     --   life insurance licenses for all states in which Broker-Dealer holds
          these licenses and intends to operate and/or;

     --   life insurance licenses for any contractual affiliate or wholly owned
          life agency; and

     --   the SEC No-Action Letter that will be relied upon.


If you have any questions regarding these matters, please contact your Life
Licensing and Contracting representative.


                                        8



<PAGE>

                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                      HARTFORD, CONNECTICUT  06104-2999
                         (A STOCK INSURANCE COMPANY)
                                (THE "COMPANY")

                      NATIONAL SERVICE CENTER ADDRESS:
                                P.O. BOX 59179
                       MINNEAPOLIS, MINNESOTA  55459

Will pay the Death Proceeds to the Beneficiary, upon receipt at Our National
Service Center in Minneapolis, Minnesota, of due proof of the Insured's death
while the Policy was in force.

Signed for the Company

   /s/ Lynda Godkin                              /s/ Lowndes A. Smith

   Lynda Godkin, SECRETARY                       Lowndes A. Smith, PRESIDENT


READ YOUR POLICY CAREFULLY
This is a legal contract between You and Us

                           RIGHT TO EXAMINE POLICY

WE WANT YOU TO BE SATISFIED WITH THE POLICY YOU HAVE PURCHASED.  WE URGE YOU TO
EXAMINE IT CLOSELY.  IF, FOR ANY REASON YOU ARE NOT SATISFIED, YOU MAY DELIVER
OR MAIL THE POLICY TO US OR TO THE AGENT FROM WHOM IT WAS PURCHASED ANYTIME
DURING YOUR FREE LOOK PERIOD.  YOUR FREE LOOK PERIOD BEGINS ON THE DAY YOU GET
YOUR POLICY AND ENDS ON THE LATEST OF:  (A) TEN DAYS AFTER YOU GET IT, (B) 45
DAYS AFTER YOU SIGN THE APPLICATION, AND (C) TEN DAYS AFTER WE MAIL YOU THE
NOTICE OF WITHDRAWAL RIGHT.  IN SUCH AN EVENT, THE POLICY WILL BE RESCINDED AND
WE WILL PAY AN AMOUNT EQUAL TO THE GREATER OF THE PREMIUMS PAID FOR THE POLICY
LESS ANY INDEBTEDNESS OR THE SUM OF: I) THE ACCOUNT VALUE LESS ANY INDEBTEDNESS,
ON THE DATE THE RETURNED POLICY IS RECEIVED BY US OR TO THE AGENT FROM WHOM IT
WAS PURCHASED; AND, II) ANY DEDUCTIONS UNDER THE POLICY OR CHARGES ASSOCIATED
WITH THE SEPARATE ACCOUNT.

         CASH SURRENDER VALUE PAYABLE ON THE SCHEDULED MATURITY DATE,
                          UNLESS EXTENDED BY RIDER
                       DEATH PROCEEDS PAYABLE AT DEATH
                          ADJUSTABLE DEATH BENEFIT
                     PREMIUMS PAYABLE AS SHOWN ON PAGE 3
                             NON-PARTICIPATING

THE PORTIONS OF THE ACCOUNT VALUES PROVIDED BY THIS CONTRACT THAT ARE IN THE
SUB-ACCOUNTS ARE BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE ACCOUNT.  THEY
ARE VARIABLE AND NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT.  THE AMOUNT OF THE
DEATH BENEFIT MAY BE FIXED OR VARIABLE DEPENDING ON THE INVESTMENT EXPERIENCE OF
THAT SEPARATE ACCOUNT.  THE FACE AMOUNT IS A GUARANTEED DEATH BENEFIT DURING THE
FIRST TEN POLICY YEARS SUBJECT TO THE CONDITIONS DESCRIBED ON PAGE 13.

                               FLEXIBLE PREMIUM
                        VARIABLE LIFE INSURANCE POLICY
                                                                        [logo]

<PAGE>

                              TABLE OF CONTENTS



                                                         PAGE
           
           Policy Specifications                           3
                                                      
           Definitions                                     5
                                                      
           Death Benefit                                   7
                                                      
           Increases and Decreases in Face Amount          8
                                                      
           Premiums                                        8
                                                      
           Valuation Provisions                           10
                                                      
           Account Value, Cash Value                  
                and Cash Surrender Value                  10
                                                      
           Transfers                                      11
                                                      
           Monthly Deduction Amount                       12
                                                      
           Lapse and Policy Grace Period                  13
                                                      
           Reinstatement                                  14
                                                      
           Policy Loans                                   15
                                                      
           Withdrawals                                    16
                                                      
           Surrenders                                     16
                                                      
           Payments By Us                                 16
                                                      
           Taxation                                       16
                                                      
           The Contract                                   17
                                                      
           Ownership and Beneficiary                      18
                                                      
           Exchange Option                                18
                                                      
           Termination and Maturity Date                  19
                                                      
           Income Settlement Options                      19
                                                      
           Any Riders follow page                         21
                                                      

The Registrant hereby amends this Registration Statement on such date as may 
be necessary to delay its effective date until the Registrant shall file a 
further amendment which specifically states that this Registration Statement 
shall become effective in accordance with Section 8(a) of the Securities Act 
of 1933 or until the Registration Statement shall become effective on such 
date as the Commission, acting pursuant to said Section 8(a), may determine.


                                    Page 2


<PAGE>

                            POLICY SPECIFICATIONS

- ------------------------------------------------------------------------------
                           BASE POLICY INFORMATION
- ------------------------------------------------------------------------------

POLICY:                                   FLEXIBLE PREMIUM VARIABLE LIFE


POLICY NUMBER:                            VL00001
INSURED:                                  JOHN DOE
ISSUE AGE/SEX:                            35, MALE
INSURANCE CLASS:                          PREFERRED
OWNER:                                    JOHN DOE
BENEFICIARY:                              JANE DOE


INITIAL FACE AMOUNT:                      $100,000
DEATH BENEFIT OPTION:                     A (LEVEL OPTION)
DEATH BENEFIT GUARANTEE PERIOD:           JANUARY 1, 1996 - DECEMBER 31, 2005
OPTION C LIMIT:                           NOT APPLICABLE


FIRST PLANNED PREMIUM:                    $700.00
PREMIUM MODE:                             ANNUAL
MONTHLY DEATH BENEFIT GUARANTEE PREMIUM:  $ 84.39


POLICY DATE:                              JANUARY 1, 1996
DATE OF ISSUE:                            JANUARY 1, 1996
SCHEDULED MATURITY DATE:                  JANUARY 1, 2056*


*  IT IS POSSIBLE THAT COVERAGE WILL EXPIRE PRIOR TO THE SCHEDULED MATURITY 
   DATE SHOWN WHERE PREMIUMS AND INVESTMENT EXPERIENCE ARE INSUFFICIENT TO 
   CONTINUE COVERAGE TO SUCH DATE. COVERAGE MAY ALSO BE AFFECTED BY CHANGES 
   IN THE MONTHLY DEDUCTION AMOUNT.



















                                    Page 3


<PAGE>

POLICY NUMBER: VL0000001

                            POLICY SPECIFICATIONS 

- ------------------------------------------------------------------------------
                        ADDITIONAL BENEFITS AND RIDERS
- ------------------------------------------------------------------------------

TERM INSURANCE

                   DESIGNATED INSURED:                          SALLY DOE
                   ISSUE AGE/SEX:                               60/FEMALE
                   INSURANCE CLASS:                             PREFERRED
                   TERM INSURANCE AMOUNT:                       $50,000
                   ISSUE CHARGE:                                $31.00
                   FIRST YEAR MONTHLY TERM INSURANCE CHARGE:    $ 4.09
                   DATE OF ISSUE:                               01/01/1996
                   RIDER EFFECTIVE DATE:                        01/01/1996
                   TERMINATION DATE:                            01/01/2056

- ------------------------------------------------------------------------------

WAIVER OF SPECIFIED AMOUNT DISABILITY BENEFIT

                   INSURED:                                     JOHN DOE
                   INSURANCE CLASS:                             PREFERRED
                   SPECIFIED AMOUNT:                            $58.33
                   FIRST YEAR MONTHLY CHARGE:                   $ 2.33
                   DATE OF ISSUE:                               01/01/1996
                   RIDER EFFECTIVE DATE:                        01/01/1996
                   TERMINATION DATE:                            01/01/2026




























                                 Page 3 (cont'd)


<PAGE>

POLICY NUMBER: VL0000001

                            POLICY SPECIFICATIONS

                                POLICY CHARGES

- ------------------------------------------------------------------------------
                       DEDUCTIONS FROM PREMIUM PAYMENTS
- ------------------------------------------------------------------------------

 TYPE OF                           POLICY          PERCENT OF
 CHARGE                            YEARS           PREMIUMS PAID
 ------                            -----           -------------

 GUARANTEED MAXIMUM                ALL             2%
    SALES CHARGES
 
 DAC TAX CHARGE                    ALL             [1.25%]
 PREMIUM TAX CHARGE                ALL             [2.35%]

- ------------------------------------------------------------------------------
               GUARANTEED MAXIMUM DEDUCTIONS FROM ACCOUNT VALUE
- ------------------------------------------------------------------------------

 TYPE OF                           POLICY          CHARGE OR
 CHARGE                            YEARS           PERCENT OF VALUE
 ------                            -----           ----------------

 MONTHLY ADMINISTRATIVE CHARGE     1               $25.00 PER MONTH
                                   2-10            $10.00 PER MONTH
                                   11+               $7.50 PER MONTH
 
 MORTALITY AND EXPENSE             1-10            .067% PER MONTH (.80%
    RISK CHARGE                                    PER YEAR) OF SEPARATE
                                                   ACCOUNT VALUE
 
                                   11+             .042% PER MONTH (.50%
                                                   PER YEAR) OF SEPARATE
                                                   ACCOUNT VALUE
 
 TRANSFER CHARGE                   ALL             $0.00 FOR THE FIRST
                                                   TRANSFER IN ANY
                                                   CALENDAR MONTH
 
                                   ALL             $25.00 PER TRANSFER IN
                                                   EXCESS OF 1 PER
                                                   CALENDAR MONTH
- ------------------------------------------------------------------------------

MAXIMUM SURRENDER CHARGES *
- ---------------------------

           POLICY      MAXIMUM       POLICY       MAXIMUM
            YEAR        CHARGE        YEAR         CHARGE

             1        $1000.00           9       $636.00
             2         1000.00          10        545.00
             3         1000.00          11        455.00
             4         1000.00          12        364.00
             5         1000.00          13        273.00
             6          909.00          14        182.00
             7          818.00          15         91.00
             8          727.00          16+         0.00

*  SURRENDER CHARGES WILL BE REDUCED AS THE RESULT OF ANY PRIOR SURRENDER 
   CHARGES ASSESSED.

                                    Page 3A

<PAGE>

POLICY NUMBER: VL0000001


                              POLICY SPECIFICATIONS

                            ACCOUNT VALUE INFORMATION

- ------------------------------------------------------------------------------
                                 FIXED ACCOUNT
- ------------------------------------------------------------------------------

 FIXED ACCOUNT MINIMUM CREDITED RATE:   4%

- ------------------------------------------------------------------------------
                             SUB-ACCOUNTS AND FUNDS
- ------------------------------------------------------------------------------



  LISTED BELOW ARE THE SUB-ACCOUNTS OF THE HARTFORD LIFE INSURANCE COMPANY
            SEPARATE [ACCOUNT VL I] AND THE FUNDS THEY INVEST IN.


        SUB-ACCOUNT                          FUND
                                            
 [HARTFORD BOND                     HARTFORD BOND FUND, INC.
 HARTFORD STOCK                     HARTFORD STOCK FUND, INC.
 HARTFORD MONEY MARKET              HVA MONEY MARKET FUND, INC.
 HARTFORD ADVISERS                  HARTFORD ADVISERS FUND, INC.
 HARTFORD CAPITAL APPRECIATION      HARTFORD CAPITAL APPRECIATION FUND, INC.
 HARTFORD MORTGAGE SECURITIES       HARTFORD MORTGAGE SECURITIES FUND, INC.
 HARTFORD INDEX                     HARTFORD INDEX FUND, INC.
 HARTFORD INTERNATIONAL             HARTFORD INTERNATIONAL
    OPPORTUNITIES                      OPPORTUNITIES FUND, INC.
 HARTFORD DIVIDEND & GROWTH         HARTFORD DIVIDENDS & GROWTH FUND, INC.
 
 PUTNAM GLOBAL GROWTH               PCM GLOBAL GROWTH FUND
 PUTNAM GROWTH AND INCOME           PCM GROWTH AND INCOME FUND
 PUTNAM HIGH YIELD                  PCM HIGH YIELD FUND
 PUTNAM MONEY MARKET                PCM MONEY MARKET FUND
 PUTNAM GLOBAL ASSET ALLOCATION     PCM GLOBAL ASSET ALLOCATION FUND
 PUTNAM U.S. GOVERNMENT AND         PCM U.S. GOVERNMENT AND
   HIGH QUALITY BOND                   HIGH QUALITY FUND
 PUTNAM VOYAGER                     PCM VOYAGER FUND
 PUTNAM UTILITIES GROWTH AND INCOME PCM UTILITIES GROWTH AND INCOME FUND
 PUTNAM DIVERSIFIED INCOME          PCM DIVERSIFIED INCOME FUND
 PUTNAM NEW OPPORTUNITIES           PCM NEW OPPORTUNITIES FUND
 
 FIDELITY ASSET MANAGER             ASSET MANAGER PORTFOLIO OF VARIABLE
                                       INSURANCE PRODUCTS FUND II
 FIDELITY OVERSEAS                  OVERSEAS PORTFOLIO OF VARIABLE
                                       INSURANCE PRODUCTS FUND
 FIDELITY EQUITY INCOME             EQUITY-INCOME PORTFOLIO OF VARIABLE
                                       INSURANCE PRODUCTS FUND]
                                            
 AND OTHER SUB-ACCOUNTS AND FUNDS AS MAY BE MADE AVAILABLE FROM TIME TO TIME.
                                            
                                            
INITIAL ALLOCATION 
OF NET PREMIUMS:        HARTFORD MONEY MARKET SUB-ACCOUNT  100%

                                    Page 3B

<PAGE>

POLICY NUMBER: VL0000001


                             POLICY SPECIFICATIONS

- ------------------------------------------------------------------------------
                   TABLE OF MINIMUM DEATH BENEFIT PERCENTAGES
             AND MONTHLY MAXIMUM COST OF INSURANCE RATES PER $1,000
- ------------------------------------------------------------------------------



             MINIMUM     MAXIMUM COST              MINIMUM      MAXIMUM COST
ATTAINED  DEATH BENEFIT  OF INSURANCE  ATTAINED  DEATH BENEFIT  OF INSURANCE
  AGE      PERCENTAGES       RATE        AGE      PERCENTAGES       RATE

 36          250.00         0.1517       66         119.00         2.0517
 37          250.00         0.1617       67         118.00         2.2633
 38          250.00         0.1725       68         117.00         2.4933
 39          250.00         0.1842       69         116.00         2.7483
 40          250.00         0.1983       70         115.00         3.0367
                                                                
 41          243.00         0.2133       71         113.00         3.3658
 42          236.00         0.2292       72         111.00         3.7458
 43          229.00         0.2467       73         109.00         4.1758
 44          222.00         0.2658       74         107.00         4.6483
 45          215.00         0.2875       75         105.00         5.1533
                                                                
 46          209.00         0.3108       76         105.00         5.6867
 47          203.00         0.3358       77         105.00         6.2442
 48          197.00         0.3633       78         105.00         6.8292
 49          191.00         0.3933       79         105.00         7.4600
 50          185.00         0.4275       80         105.00         8.1567
                                                                
 51          178.00         0.4667       81         105.00         8.9375
 52          171.00         0.5117       82         105.00         9.8183
 53          164.00         0.5633       83         105.00        10.7950
 54          157.00         0.6208       84         105.00        11.8483
 55          150.00         0.6850       85         105.00        12.9542
                                                                
 56          146.00         0.7550       86         105.00        14.0983
 57          142.00         0.8292       87         105.00        15.2633
 58          138.00         0.9117       88         105.00        16.4442
 59          134.00         1.0042       89         105.00        17.6575
 60          130.00         1.1075       90         105.00        18.9208
                                                                
 61          128.00         1.2225       91         104.00        20.2633
 62          126.00         1.3550       92         103.00        21.7350
 63          124.00         1.5050       93         102.00        23.4792
 64          122.00         1.6717       94         101.00        25.8192
 65          120.00         1.8542


THE MINIMUM DEATH BENEFIT PERCENTAGES ARE DETERMINED TO COMPLY WITH SECTION 7702
OF THE INTERNAL REVENUE CODE, OR YOUR REQUESTED PERCENTAGES, IF GREATER.  THE
MAXIMUM COST OF INSURANCE RATES DO NOT EXCEED THE COST OF INSURANCE RATES BASED
ON THE 1980 COMMISSIONERS STANDARD ORDINARY SMOKER OR NONSMOKER MORTALITY TABLE,
AGE LAST BIRTHDAY.



                                    Page 3C

<PAGE>

POLICY NUMBER: VL0000001


                            RIDER SPECIFICATIONS

DESIGNATED INSURED:  SALLY DOE


- ------------------------------------------------------------------------------
                                TERM INSURANCE
                        TABLE OF MONTHLY MAXIMUM RATES
                        (PER $1,000 OF RIDER BENEFIT)
- ------------------------------------------------------------------------------





           ATTAINED    MAXIMUM      ATTAINED      MAXIMUM
             AGE        RATE          AGE          RATE

             61        $0.7975          81       $6.4175
             62         0.8742          82        7.2050
             63         0.9683          83        8.0933
             64         1.0742          84        9.0725
             65         1.1883          85       10.1317
             
             66         1.3067          86       11.2633
             67         1.4275          87       12.4658
             68         1.5525          88       13.7400
             69         1.6917          89       15.0958
             70         1.8550          90       16.5442
             
             71         2.0542          91       18.1183
             72         2.2983          92       19.8775
             73         2.5908          93       21.9458
             74         2.9275          94       24.6025
             75         3.3033          
             
             76         3.7100
             77         4.1458
             78         4.6175
             79         5.1400
             80         5.7342



THE MONTHLY MAXIMUM RATES DO NOT EXCEED THE COST OF INSURANCE RATES BASED ON THE
1980 COMMISSIONERS STANDARD ORDINARY SMOKER OR NONSMOKER MORTALITY TABLE, AGE
LAST BIRTHDAY.











                                    Page 4
<PAGE>


POLICY NUMBER: VL0000001


                             RIDER SPECIFICATIONS

- ------------------------------------------------------------------------------
                     WAIVER OF SPECIFIED AMOUNT DISABILITY
                        TABLE OF MONTHLY MAXIMUM RATES
                         (PER $1 OF MONTHLY BENEFIT)
- ------------------------------------------------------------------------------




               ATTAINED    MAXIMUM   ATTAINED    MAXIMUM
                  AGE       RATE        AGE       RATE

                 36          0.040       51       0.070
                 37          0.041       52       0.075
                 38          0.041       53       0.079
                 39          0.042       54       0.084
                 40          0.043       55       0.088
                 
                 41          0.044       56       0.103
                 42          0.044       57       0.120
                 43          0.045       58       0.137
                 44          0.046       59       0.157
                 45          0.046       60       0.069
                 
                 46          0.050       61       0.063     
                 47          0.053       62       0.051
                 48          0.057       63       0.055
                 49          0.061       64       0.058
                 50          0.066
       
       
       
THE MONTHLY MAXIMUM RATES DO NOT EXCEED THE COST OF INSURANCE RATES BASED ON THE
1980 COMMISSIONERS STANDARD ORDINARY SMOKER OR NONSMOKER MORTALITY TABLE, AGE
LAST BIRTHDAY.





















                                    Page 4A


<PAGE>

DEFINITIONS    The definitions in this section apply to the
               following words and phrases whenever and wherever they appear in
               the Policy.
               
               ACCOUNT VALUE:  the total of all amounts in the Fixed Account,
               Loan Account and Sub-Accounts.
               
               ACCUMULATION UNIT:  an accounting unit used to calculate the
               value of a Sub-Account.
               
               ATTAINED AGE:  the Issue Age plus the number of completed Policy
               Years.
               
               CASH SURRENDER VALUE:  the Cash Value less all Indebtedness.
               
               CASH VALUE:  the Account Value less any applicable Surrender
               Charges.
               
               COMPANY, WE, US, OUR:  the Company referred to on the first page
               of the Policy.
               
               CUMULATIVE DEATH BENEFIT GUARANTEE PREMIUM:  the premium
               required to maintain the Death Benefit Guarantee.
               
               DATE OF ISSUE:  the date shown on Page 3 from which Suicide and
               Incontestability provisions are measured.  The date may be
               different from the Policy Date.
               
               DEATH BENEFIT:  on the Policy Date, the Death Benefit equals the
               Face Amount.  Thereafter, it may change in accordance with the
               terms of the Death Benefit Option provision, the Minimum Death
               Benefit provision, the Death Benefit Guarantee provision and the
               Withdrawals provision.
               
               DEATH BENEFIT OPTION:  the Death Benefit Option in effect
               determines how the Death Benefit is calculated.  The three Death
               Benefit Options provided are described in the Death Benefit
               section.
               
               DEATH PROCEEDS:  the amount which We will pay on the death of
               the Insured.
               
               FACE AMOUNT:  an amount We use to determine the Death Benefit. 
               On the Policy Date, the Face Amount equals the Initial Face
               Amount shown on Page 3.  Thereafter, it may change in accordance
               with the terms of the Increases and Decreases in Face Amount
               provision and the Withdrawals provision.
               
               FIXED ACCOUNT:  part of the Company's General Account to which
               all or a portion of the Account Value may be allocated.
               
               FUNDS:  the registered open end management investment companies
               in which the assets of the Separate Account may be invested.
               
               GENERAL ACCOUNT:  all Company assets other than those allocated
               to the separate accounts.
               
               GRACE PERIOD:  The 61 day period between the day Your policy 
               goes into default and the day on which Your policy terminates.

               INDEBTEDNESS:  all loans taken on the Policy, plus any interest
               due or accrued minus any loan repayments.
               
               INSURED:  the person whose life is insured under the Policy as
               shown on Page 3.
               
               IN WRITING:  in a written form satisfactory to Us.
               
               
               
               
               
               
                                    Page 5
<PAGE>
               
               
DEFINITIONS    ISSUE AGE:  as of the Policy Date, the Insured's
(continued)    age on his/her last birthday.
               
               LOAN ACCOUNT:  an account established for any amounts
               transferred from the Fixed Account and Sub-Accounts as a result
               of loans.  The amounts in the Loan Account are credited with
               interest and are not subject to the investment experience of any
               Sub-Accounts.
               
               MONTHLY ACTIVITY DATE:  the Policy Date and the same date in
               each succeeding month as the Policy Date.  However, whenever the
               Monthly Activity Date falls on a date other than a Valuation
               Day, the Monthly Activity Date will be deemed to be the next
               Valuation Day.
               
               NET PREMIUM:  the amount of premium credited to the Account
               Value.  It is the premium paid minus the deductions from premium
               shown on Page 3A.
               
               PLANNED PREMIUM:  the amount that the Owner intends to pay.  The
               First Planned Premium is shown on Page 3.
               
               POLICY ANNIVERSARY:  an anniversary of the Policy Date.
               
               POLICY GRACE PERIOD:  the 61 day period between the day Your
               policy goes into default and the day on which Your policy
               terminates.
               
               POLICY DATE:  the date shown on Page 3 from which Policy
               Anniversaries and Policy Years are determined.
               
               POLICY YEARS:  years as measured from the Policy Date.
               
               PRO RATA BASIS:  an allocation method based on the proportion of
               the Account Value in the Fixed Account and each Sub-Account.
               
               SCHEDULED MATURITY DATE:  the date, shown on Page 3, on which
               the Policy will mature, unless extended by rider.
               
               SEPARATE ACCOUNT:  an account entitled Separate Account VL I
               which has been established by Us to separate the assets funding
               the variable benefits for the class of contracts to which the
               Policy belongs from the other assets of the Company.  Separate
               Account VL I will offer the Funds listed on Page 3B as its
               underlying investments.
               
               SUB-ACCOUNTS:  the subdivisions of the Separate Account.  These
               are shown on Page 3B.
               
               SURRENDER CHARGE:  a charge that may be assessed if You
               surrender the Policy or the Face Amount is decreased.
               
               VALUATION DAY:  the date on which a Sub-Account is valued.  This
               occurs everyday We are open and the New York Stock Exchange is
               open for trading.
               
               VALUATION PERIOD:  the period of time between the close of
               business on successive Valuation Days.
               
               YOU, YOUR:  the Owner of the Policy.
               
               
               
               
               
               
               
                                    Page 6

<PAGE>

DEATH BENEFIT  GENERAL
               Upon receipt of due proof of the Insured's death, We will pay
               the Death Proceeds to the Beneficiary.
               
               DEATH PROCEEDS
               Death Proceeds equal the Death Benefit described below less
               Indebtedness and less any due and unpaid Monthly Deduction
               Amounts occurring during a Policy Grace Period.
               
               However, if the Insured dies after We receive a request In
               Writing from You to surrender the Policy, the Cash Surrender
               Value will be paid in lieu of the Death Proceeds.
               
               The Death Benefit is the greater of:
               (a)  the Death Benefit provided by the Death Benefit Option
                    chosen; and
               (b)  the Minimum Death Benefit described below.
               
               DEATH BENEFIT OPTIONS
               You have three Death Benefit Options.
                   1.  Under Option A (Level Option), the Death Benefit is the
                       Face Amount on the date We receive due proof of the 
                       Insured's death.
                   
                   2.  Under Option B (Return of Account Value Option), the 
                       Death Benefit is the Face Amount, plus the Account Value
                       on the date We receive due proof of the Insured's death.
                   
                   3.  Under Option C (Return of Premium Option), the Death 
                       Benefit is the Face Amount on the date of the Insured's
                       death, plus the lesser of:  (a) the sum of the premiums
                       paid up to the date We receive due proof of the Insured's
                       death; and (b) the Option C Limit shown on Page 3.
               
               DEATH BENEFIT OPTION CHANGES
               You may change Your Death Benefit Option, subject to the
               conditions described here.  You must notify Us In Writing of the
               change.  Such change will be effective on the Monthly Activity
               Date following the date We receive the request.
               
               You may change Option C (Return of Premium Option) or Option B
               (Return of Account Value Option) to Option A (Level Option).  If
               You do, the Face Amount will become that amount available as a
               Death Benefit immediately prior to the option change.  You may
               change Option A (Level Option) or Option C (Return of Premium
               Option) to Option B (Return of Account Value Option).  If You
               do, the Face Amount will become that amount available as a Death
               Benefit immediately prior to the option change, reduced by the
               then current Account Value.  Any resulting decrease in the Face
               Amount may be subject to a partial Surrender Charge as described
               in the Decreases in Face Amount provision.
               
               MINIMUM DEATH BENEFIT
               We will automatically increase the Death Benefit so that it will
               never be less than the Account Value multiplied by the Minimum
               Death Benefit Percentage for the then current Policy Year.  The
               Table of Minimum Death Benefit Percentages is shown on Page 3C. 
               This is to ensure that:
                   (a)  the Policy continues to qualify as life insurance under
                        the Internal Revenue Code; or
                   (b)  the Policy maintains the relationship between the 
                        Account Value and the Death Benefit You selected on Your
                        application, if greater.
               
               
               
               
               
               
                                    Page 7

<PAGE>

INCREASES AND  GENERAL
DECREASES IN   At any time after the first Policy Year, You may make a request
FACE AMOUNT    In Writing to change the Face Amount.
               
               The minimum amount by which the Face Amount can be increased or
               decreased is based on Our rules then in effect.
               
               We reserve the right to limit You to one increase or decrease in
               any 12 month period.
               
               DECREASES IN FACE AMOUNT
               A decrease in the Face Amount will be effective on the Monthly
               Activity Date following the date We receive Your request.  The
               remaining Face Amount must not be less than Our minimum rules
               then in effect.
               
               If You decrease Your Face Amount to an amount lower than it has
               ever been, a partial Surrender Charge may be assessed.
               
               The Surrender Charge assessed will be:
               (a)  the Surrender Charge applicable to the then current Policy
                    Year, if any; multiplied by
               (b)  the percentage described below.
               
               The percentage will be determined by:
               (i)  subtracting the requested Face Amount from the lowest Face
                    Amount prior to the request; and
               (ii) dividing that difference by the lowest Face Amount prior
                    to the request.
               
               The Surrender Charge assessed will be deducted from Your Account
               Value on the Monthly Activity Date on which the decrease becomes
               effective.  We will also reduce the Surrender Charges applicable
               to future Policy Years and provide You a revised schedule of
               Maximum Surrender Charges.
               
               INCREASES IN FACE AMOUNT
               All requests to increase the Face Amount must be applied for on
               a new application and accompanied by the Policy.  All requests
               will be subject to evidence of insurability satisfactory to Us. 
               Any increase approved by Us will be effective on the date shown
               on the new policy specifications page, provided that the Monthly
               Deduction Amount for the first month after the effective date of
               the increase is made.
               
               
PREMIUMS       GENERAL
               No insurance is effective until We receive premiums sufficient
               to cover the Monthly Deduction Amount on the Policy Date.  After
               the first premium has been paid, subsequent premiums can be paid
               at any time.
               
               Checks must be made payable to the Company shown on the first
               page of the Policy.
               
               Checks may be sent to either:
               (a)  Us at the address shown on the premium notice; or
               (b)  Our authorized agent in exchange for a receipt signed by
                    Our President or Secretary and countersigned by such agent.
               
               We will apply any amount received under the Policy as a premium
               unless it is clearly marked otherwise.  The premium will be
               applied on the date We receive it at the address shown on the
               premium notice.
               
               
               
               
               
                                     Page 8
               
<PAGE>
               
               
PREMIUMS       PLANNED PREMIUM PAYMENTS
(continued)    We will send You a premium notice for the Planned Premium 
               payment.  The notices may be sent at 12, 6, or 3 month intervals.
               The First Year Planned Premium payment and premium mode You
               selected are shown on Page 3.  You may change the Planned Premium
               payment shown on the premium notices subject to Our minimum 
               amount rules then in effect.
               
               FLEXIBLE PREMIUMS
               After the first premium has been paid, Your subsequent premium
               payments are flexible.  The actual amount and frequency of
               payment will affect the Account Value and could affect the
               amount and duration of insurance provided by the Policy.
               
               You may pay additional premiums at any time prior to the
               Scheduled Maturity Date subject to the Premium Limitation
               provision.
               
               PREMIUM LIMITATIONS
               You may pay premiums at any time prior to the Scheduled Maturity
               Date subject to the following limitations:
               (a) The minimum premium that We will accept is $50.
               (b) If premiums are received which would cause the Policy 
                   to fail to meet the definition of a life insurance 
                   contract in accordance with the Internal Revenue Code, We 
                   reserve the right to refund the excess premium payments.  
                   Such refunds and interest thereon will be made within 60 
                   days after the end of a Policy Year.
               (c) We reserve the right to require evidence of 
                   insurability for any premium payment that results in an 
                   increase in the Death Benefit greater than the amount of 
                   the premium.
               (d) Any premium received in excess of $1,000,000 is 
                   subject to Our approval.
               
               INITIAL PREMIUM ALLOCATION
               The initial Net Premium will be allocated to the Hartford Money
               Market Sub-Account on the later of:
               (a)  the Policy Date; and
               (b)  the date We receive the premium.
               
               The Accumulated Value in the Hartford Money Market Sub-Account
               will then be allocated to the Fixed Account and Sub-Accounts
               according to the premium allocation You specified in the
               application on the latest of:
               (a)  45 days after the application is signed;
               (b)  10 days after We receive the premium;
               (c)  10 days after We mail You the Notice of Withdrawal Right;
                    and
               (d)  the date We receive the final requirement to put the Policy
                    in force.
               
               Any additional Net Premiums received by Us prior to such date
               will be allocated to the Hartford Money Market Sub-Account.
               
               SUBSEQUENT PREMIUM ALLOCATIONS
               You may change how Your premiums are allocated by notifying Us
               In Writing.  Subsequent Net Premiums will be allocated to the
               Fixed Account and Sub-Accounts according to Your most recent
               instructions, subject to the following.  The number of Sub-
               Accounts that the Account Value may be allocated to will be
               subject to Our rules then in effect.  However, it will be
               guaranteed to be no fewer than 9.  If We receive a premium and
               Your most recent allocation instructions would violate this
               requirement, We will allocate the Net Premium to the Fixed
               Account and Sub-Accounts on a Pro Rata Basis.
               
               
               
               
               
               
                                     Page 9
<PAGE>
               
               
VALUATION      SUB-ACCOUNT ACCUMULATION UNITS
PROVISIONS     Amounts allocated to each Sub-Account increase the number of 
               Accumulation Units in each Sub-Account.  The number of 
               Accumulation Units added to each Sub-Account is determined by 
               dividing the amount allocated to the Sub-Account by the 
               dollar value of one Accumulation Unit for such Sub-Account.
               
               Amounts taken from each Sub-Account decrease the number of
               Accumulation Units in each Sub-Account.  The number of
               Accumulation Units subtracted from each Sub-Account is
               determined by dividing the amount taken from the Sub-Account by
               the dollar value of one Accumulation Unit for such Sub-Account.
               
               The number of Your Accumulation Units will not be affected by
               any subsequent change in the value of the units.  The
               Accumulation Unit Values in each Sub-Account may increase or
               decrease daily as described below.
               
               SUB-ACCOUNT ACCUMULATION UNIT VALUE
               The Accumulation Unit Value for each Sub-Account will vary to
               reflect the investment experience of the applicable Fund and
               will be determined on each Valuation Day by multiplying the
               Accumulation Unit Value of the particular Sub-Account on the
               preceding Valuation Day by a Net Investment Factor for that Sub-
               Account for the Valuation Period then ended.  The Net Investment
               Factor for each of the Sub-Accounts is equal to the net asset
               value per share of the corresponding Fund at the end of the
               Valuation Period (plus the per share amount of any dividend or
               capital gain distributions paid by that Fund in the Valuation
               Period then ended) divided by the net asset value per share of
               the corresponding Fund at the beginning of the Valuation Period.
               
               EMERGENCY PROCEDURE
               If a national stock exchange is closed (except for holidays or
               weekends) or trading is restricted due to an existing emergency
               as defined by the Securities and Exchange Commission so that We
               cannot value the Sub-Accounts, We may postpone all transactions
               which require valuation of the Sub-Accounts until valuation is
               possible.  Any provision of the Policy which specifies a
               Valuation Day will be superseded by the emergency procedure.
               
               FIXED ACCOUNT
               We will credit interest to amounts in the Fixed Account on a
               monthly basis at rates We determine.  The Fixed Account Minimum
               Credited Rate is shown on Page 3B.  The interest credited will
               reflect the timing of amounts added to or withdrawn from the
               Fixed Account. 
               
               
ACCOUNT VALUE, ACCOUNT VALUE
CASH VALUE     Your Account Value on the Policy Date equals the initial Net 
AND CASH       Premium less the Monthly Deduction Amount for the first policy 
SURRENDER      month.
VALUE

               On each subsequent Monthly Activity Date, Your Account Value
               equals:
               (a) the sum of Your Accumulated Values in the Fixed Account and
                   Sub-Accounts; plus
               (b) the value of Your Loan Account, if any; minus,
               (c) the appropriate Monthly Deduction Amount.
               
               On each Valuation Day (other than a Monthly Activity Date), Your
               Account Value equals:
               (a) the sum of Your Accumulated Values in the Fixed Account and
                   Sub-Accounts; plus
               (b) the value of Your Loan Account, if any.
               
               
               
               
               
               
                                    Page 10
               
<PAGE>

ACCOUNT VALUE, ACCUMULATED VALUE - FIXED ACCOUNT 
CASH VALUE     Your Accumulated Value in the Fixed Account equals: 
SURRENDER      (a) the Net Premiums allocated to it; plus
VALUE          (b) amounts transferred to it from the Sub-Accounts or the Loan
(continued)        Account; plus
               (c) interest credited to it; minus
               (d) amounts transferred out of it to the Sub-Accounts or the
                   Loan Account; minus
               (e) any transfer charges or Surrender Charges that have been
                   taken from it; minus
               (f) any Monthly Deduction Amounts taken from it; minus
               (g) any withdrawals taken from it.
               
               ACCUMULATED VALUE - SUB-ACCOUNTS
               Your Accumulated Value in any Sub-Account equals:
               (a) the number of Your Accumulation Units in that 
                   Sub-Account on the Valuation Day; multiplied by 

               (b) that Sub-Account's Accumulation Unit Value on the 
                   Valuation Day.
               
               The number of Accumulation Units in any Sub-Account is increased
               when
               (a) Net Premiums are allocated to it; or

               (b) amounts are transferred to it from other 
                   Sub-Accounts, the Fixed Account or the Loan Account.
               
               The number of Accumulation Units in any Sub-Account is decreased
               when
               (a) amounts are transferred out of it to other 
                   Sub-Accounts, the Fixed Account or the Loan Account; or

               (b) any transfer charges or Surrender Charges have been 
                   taken from it; or

               (c) any Monthly Deduction Amounts are taken from it; or

               (d) any withdrawals are taken from it.
               
               CASH VALUE
               Your Cash Value is equal to the Account Value less any
               applicable Surrender Charges.  The Maximum Surrender Charges and
               the Policy Years during which they will be applied are shown on
               Page 3A.
               
               CASH SURRENDER VALUE
               Your Cash Surrender Value is equal to Your Cash Value minus the
               Indebtedness, if any.
               
               
TRANSFERS      AMOUNT AND FREQUENCY OF TRANSFERS
               Upon request and as long as the Policy is in effect, You may
               transfer amounts among the Fixed Account and Sub-Accounts.
               
               We reserve the right to limit the size of transfers and
               remaining balances, and to limit the number and frequency of
               transfers.
               
               RESTRICTIONS ON TRANSFERS FROM THE FIXED ACCOUNT
               In addition to the conditions above, transfers from the Fixed
               Account are subject to the following:
               (a) the transfer must occur during the 30 day period 
                   following each Policy Anniversary; and

               (b) if the Accumulated Value in Your Fixed Account 
                   exceeds $1,000, the amount transferred in any Policy Year 
                   may be no larger than 25% of the Accumulated Value in the 
                   Fixed Account on the date of transfer.
               
               TRANSFER CHARGE
               After a transfer has occurred, the Transfer Charge, as specified
               on Page 3A, if any, will be deducted on a Pro Rata Basis from
               the Fixed Account and Sub-Accounts.
               
               
               
                                    Page 11

<PAGE>

MONTHLY        GENERAL
DEDUCTION      On each Monthly Activity Date, We will deduct an amount from
AMOUNT         Your Account Value to pay for the benefits provided by the 
               Policy.  This amount is called the Monthly Deduction Amount 
               and equals:
               (a) the Cost of Insurance; plus
               (b) the Monthly Administrative Charge; plus
               (c) the Mortality and Expense Risk Charge; plus
               (d) the charges for additional benefits provided by rider, if
                   any.
               
               The Monthly Deduction Amount will be taken on a Pro Rata Basis
               from the Fixed Account and Sub-Accounts on each Monthly Activity
               Date.

               COST OF INSURANCE
               The Cost of Insurance for any Monthly Activity Date is equal to:
               (a) the Cost of Insurance Rate per $1,000; multiplied by
               (b) the amount at risk; divided by
               (c) $1,000.
               
               On any Monthly Activity Date, the amount at risk equals the
               Death Benefit less the Account Value on that date prior to
               assessing the Monthly Deduction Amount.
               
               COST OF INSURANCE RATE
               The Cost of Insurance Rate is based on the then current Policy
               Year as well as the sex, Issue Age and insurance class of the
               Insured shown on the top of Page 3.
               
               The Cost of Insurance Rates will not exceed those in the Table
               of Monthly Maximum Cost of Insurance Rates shown on Page 4A.
               
               We can use Cost of Insurance Rates that are lower than the
               Monthly Maximum Cost of Insurance Rates shown on Page 4A.  Rates
               will be determined on each Policy Anniversary based on Our
               future expectations of such factors as mortality, expenses,
               interest, persistency and taxes.  Any change We make will be on
               a uniform basis for Insureds of the same Issue Age, sex and
               insurance class and whose coverage has been in force for the
               same length of time.  No change in insurance class or cost will
               occur on account of deterioration of the Insured's health.
               
               MONTHLY ADMINISTRATIVE CHARGE
               The Monthly Administrative Charge will not exceed the amounts
               shown on Page 3A.
               
               MORTALITY AND EXPENSE RISK CHARGE
               The Mortality and Expense Risk Charge for any Monthly Activity
               Date is equal to:
               (a) the Mortality and Expense Risk Rate; multiplied by
               (b) the sum of Your Accumulated Values in the Sub-Accounts
                   on the Monthly Activity Date, prior to assessing the Monthly
                   Deduction Amount.
               
               Each month the Mortality and Expense Risk Rate will not exceed
               that shown on Page 3A.
               
               
               
               
               
               
               
               
               
               
               
               
                                    Page 12


<PAGE>

LAPSE AND      POLICY GRACE PERIOD
POLICY         During the first Policy Year, the Policy will go into default
GRACE PERIOD   on any Monthly Activity Date on which the Account Value less
               Indebtedness is not sufficient to cover the Monthly Deduction
               Amount.
               
               During the second Policy Year, the Policy will go into default
               on any Monthly Activity Date on which the Account Value less
               Indebtedness less 1/2 of the Surrender Charge for the second
               Policy Year is not sufficient to cover the Monthly Deduction
               Amount.  The Maximum Surrender Charges are shown on Page 3A.
               
               During the third Policy Year and thereafter the Policy will go
               into default on any Monthly Activity Date if the Cash Surrender
               Value is not sufficient to cover the Monthly Deduction Amount.
               
               If the Policy goes into default, We will send You a notice
               warning You that the Policy is in danger of terminating.  That
               notice will tell You the premium required to keep the Policy
               from terminating.  The premiums required will be no greater than
               the amount required to pay three Monthly Deduction Amounts as of
               the day the Policy Grace Period began.  That notice will be
               mailed both to You on the first day the Policy goes into
               default, at your last known address, and to any assignee of
               record.
               
               We will keep the Policy inforce for the 61 day period following
               the date Your policy goes into default.  We call that period the
               Policy Grace Period.  However, if We have not received the
               required premiums (specified in Your warning notice) by the end
               of the Policy Grace Period, the Policy will terminate unless the
               Death Benefit Guarantee is in effect (see the Death Benefit
               Guarantee provision which follows).
               
               If the Insured dies during the Policy Grace Period, We will pay
               the Death Proceeds.
               
               DEATH BENEFIT GUARANTEE
               The Policy will remain in force at the end of the Policy Grace
               Period, as long as the Death Benefit Guarantee is in effect as
               described below.
               
               The Death Benefit Guarantee is available as long as:
               (a) the Policy is in the first ten Policy Years; and
               (b) on each Monthly Activity Date during that period, the 
                   cumulative premiums paid into the Policy, less Indebtedness
                   less withdrawals from the Policy, equal or exceed an amount
                   known as the Cumulative Death Benefit Guarantee Premium.  We
                   describe below how to calculate the Cumulative Death Benefit
                   Guarantee Premium.
                   
               If the Death Benefit Guarantee is available and the premium
               required to keep the Policy from terminating has not been paid
               by the end of the Policy Grace Period:
               (a) all riders will terminate; and
               (b) the Death Benefit Guarantee will be in effect.
                   
               While the Death Benefit Guarantee is in effect, the Death
               Benefit will be the current Face Amount, regardless of the Death
               Benefit Option previously selected.
               
               The Death Benefit Guarantee will remain in effect on each
               subsequent Monthly Activity Date provided:
               (a) the Policy remains in default; and
               (b) the Death Benefit Guarantee is available.
                   
               If the Account Value ever should be a negative amount while the
               Death Benefit Guarantee is in effect, We guarantee that Your
               Account Value will never be less than zero.
               
               
                                    Page 13
               
<PAGE>

LAPSE AND
POLICY         CALCULATION OF THE CUMULATIVE DEATH BENEFIT GUARANTEE PREMIUM
GRACE PERIOD   On the Policy Date, the Cumulative Death Benefit Guarantee
(continued)    Premium is the Monthly Death Benefit Guarantee Premium shown
               on Page 3.

               On each Monthly Activity Date, the Cumulative Death Benefit
               Guarantee Premium is:
               (a) the Cumulative Death Benefit Guarantee Premium on the
                   previous Monthly Activity Date; plus
               (b) the current Monthly Death Benefit Guarantee Premium.  (The
                   initial Monthly Death Benefit Guarantee Premium is shown on
                   Page 3.)
                   
               If, during the Death Benefit Guarantee Period, the Face Amount
               is increased or decreased, or if any riders are added, deleted
               or changed, a new Monthly Death Benefit Guarantee Premium will
               be calculated.  We will send You notice of the new Monthly Death
               Benefit Guarantee Premium which will be used in calculating the
               Cumulative Death Benefit Guarantee Premium in subsequent months.
                   
               DEATH BENEFIT GUARANTEE GRACE PERIOD
               If, on each Monthly Activity Date during the Death Benefit
               Guarantee Period, the cumulative premiums paid into the Policy
               less Indebtedness less withdrawals from the Policy, do not equal
               or exceed the Cumulative Death Benefit Guarantee Premium on that
               date, a Death Benefit Guarantee Grace Period of 61 days will
               begin.  We will mail the Owner and any assignee written notice
               of the amount of premium required to continue the Death Benefit
               Guarantee.
               
               The Death Benefit Guarantee will be removed from the Policy if
               the required premium is not paid by the end of the Death Benefit
               Guarantee Grace Period.  You will receive a written notification
               of the change and the Death Benefit Guarantee will never again
               be available or in effect on the Policy.
               
               
REINSTATEMENT  Unless the Policy has been surrendered for its Cash Surrender
               Value, the Policy may be reinstated prior to the Scheduled 
               Maturity Date provided:
               (a) You make Your request In Writing within five years from
                   the Termination Date;
               (b) satisfactory evidence of insurability is submitted;
               (c) any Indebtedness at the time of termination must be
                   repaid or carried over to the reinstated policy; and
               (d) You pay sufficient premium to:
                   (i)  cover all Monthly Deduction Amounts that are due
                        and unpaid during the Policy Grace Period; and
                   (ii) keep the Policy in force for 3 months after the
                        date of reinstatement.
                   
               The Account Value on the reinstatement date will equal:
               (a) the Cash Value at the time of termination; plus
               (b) Net Premiums attributable to premiums paid at the time
                   of reinstatement; minus
               (c) the Monthly Deduction Amounts that were due and unpaid
                   during the Policy Grace Period; plus
               (d) the Surrender Charge at the time of reinstatement.
               
               The Surrender Charge will be based on the duration from the
               original Policy Date.
               
               
               
               
               
               
               
               
               
               
                                    Page 14


<PAGE>
POLICY LOANS   GENERAL
               At any time while the Policy is in force, You may borrow against
               the Policy by assigning it as sole security to Us.  We may defer
               granting a loan, except to pay premiums to Us, for the period
               permitted by law but not more than six months.
               
               LOAN AMOUNTS
               Any new loan taken together with any existing Indebtedness may
               not exceed the Cash Surrender Value on the date We grant a loan. 
               The minimum loan amount that We will allow is $500.  Before
               advancing the loan amount, We may withhold an amount sufficient
               to pay interest on total Indebtedness to the end of the Policy
               Year and any Monthly Deduction Amounts due on or before the next
               Policy Anniversary.
               
               Unless you specify otherwise, all loan amounts will be
               transferred from the Fixed Account and the Sub-Accounts to the
               Loan Account on a Pro Rata Basis.
               
               If total Indebtedness equals or exceeds the Cash Value on any
               Monthly Activity Date, the Policy will then go into default. 
               See the Lapse and Policy Grace Period provision for details.
               
               CREDITED INTEREST
               Any amounts in the Loan Account will be credited with interest
               at a rate equal to the Fixed Account Minimum Credited Rate shown
               on Page 3B.
               
               PREFERRED LOAN
               If, any time after the 10th Policy Anniversary, the Account
               Value exceeds the total of all premiums paid since issue, a
               Preferred Loan is available.  A lower interest rate is charged
               to Preferred Loans than to the rest of Your Indebtedness, if
               any.  (Refer to the Interest Charged on Indebtedness provision
               for details.)  The amount available for a Preferred Loan is the
               amount by which the Account Value exceeds the total premiums
               paid.  The amount of Indebtedness that qualifies as a Preferred
               Loan is determined on each Monthly Activity Date.
               
               LOAN REPAYMENTS
               All or part of a loan may be repaid at any time that:
               (a) the Policy is in force; and
               (b) the Insured is alive.
               
               However, each repayment must be at least $50 and clearly
               identified In Writing as a loan repayment.
               
               The amount of a loan repayment will be deducted from the Loan
               Account and will be allocated among the Fixed Account and Sub-
               Accounts in the same percentage as premiums are allocated.
               
               INTEREST CHARGED ON INDEBTEDNESS

               The table below shows the interest rates We will charge on Your
               Indebtedness.
               
               ----------------------------------------------------------------
                 DURING POLICY         PORTION OF       INTEREST RATE CHARGED
                     YEARS            INDEBTEDNESS        EQUALS THE FIXED
                                                          ACCOUNT MINIMUM
                                                        CREDITED RATE PLUS:
               ----------------------------------------------------------------
                      1-10          All Indebtedness              2%
               ----------------------------------------------------------------
                 11 and later    Preferred Loans, if any          0%
                                   Rest of Indebtedness           1%
               ----------------------------------------------------------------
               
               
               
                                    Page 15
               
<PAGE>
               
POLICY LOANS   Because the interest charged on Indebtedness may exceed the rate
(continued)    credited to the Loan Account, the Indebtedness may grow faster
               than the Loan Account.  If this happens, any difference between
               the value of the Loan Account and the Indebtedness will be
               transferred on each Monthly Activity Date from the Fixed Account
               and Sub-Accounts to the Loan Account on a Pro Rata Basis.
               
               
WITHDRAWALS    GENERAL
               You may request a withdrawal In Writing.  The minimum withdrawal
               allowed is $500.  The maximum withdrawal is the Cash Surrender
               Value less $1,000.  A charge of up to $10 may be assessed for
               each withdrawal.  One withdrawal per calendar month is allowed. 
               Unless specified otherwise the withdrawal will be deducted on a
               Pro Rata basis from the Fixed and Sub-Accounts.
               
               If the Death Benefit Option then in effect is Option A (Level
               Option) or Option C (Return of Premium Option), the Face Amount
               will be reduced by the amount equal to the reduction in the
               Account Value resulting from the withdrawal.
               
               Any withdrawal that causes the Face Amount to fall below the
               Initial Face Amount may be subject to a partial Surrender
               Charge.  Refer to the Decreases in Face Amount provision for an
               explanation of the applicable partial Surrender Charge.


SURRENDERS     GENERAL
               While the Policy is in force, You may surrender the Policy to
               Us.  The Policy, and additional benefits provided by rider, are
               then cancelled as of the day We receive Your request In Writing
               or the date You request the surrender, whichever is later.  We
               will then pay You the Cash Surrender Value as of that date.
               
               
PAYMENTS       GENERAL
BY US          We will pay Death Proceeds, Cash Surrender Values,
               withdrawals and loan amounts attributable to the Sub-Accounts
               within 7 days after We receive all the information needed to
               process the payment unless:
               (a) the New York Stock Exchange is closed on other than
                   customary weekend and holiday closings or trading on the New
                   York Stock Exchange is restricted as determined by the
                   Securities and Exchange Commission (SEC); or
               (b) an emergency exists, as determined by the SEC, as a
                   result of which disposal of securities is not reasonably
                   practicable to determine the value of the Sub-Accounts; or
               (c) the SEC, by order, permits postponement for the
                   protection of policy owners.
                   
               DEFERRAL OF PAYMENTS FROM THE FIXED ACCOUNT
               We may defer payment of any Cash Surrender Values, withdrawals
               and loan amounts which are not attributable to the Sub-Accounts
               for up to six months from the date of the request.  If We defer
               payment for more than 30 days, We will pay interest at the Fixed
               Account Minimum Credited Rate.
               
               
TAXATION       We do not expect to incur any federal, state or local
               income tax on the earnings or realized capital gains
               attributable to the Separate Account.  Based upon these
               expectations, no charge is being made to the Separate Account
               for federal, state or local income taxes.  If We incur income
               taxes attributable to the Separate Account or determine that
               such taxes will be incurred, We may assess a charge for taxes
               against the Policy in the future.
               
               
               
               
                                    Page 16
<PAGE>
THE CONTRACT   ENTIRE CONTRACT
               The Policy, the attached copy of the initial application, any
               applications for reinstatement, all subsequent applications to
               change the Policy, any endorsements or riders and all additional
               policy information sections added to the Policy are the entire
               contract.  The contract is made in consideration of the
               application and the payment of the initial premium.  We will not
               use any statement to cancel the Policy or to defend a claim
               under it, unless that statement is contained in an attached
               written application.  All statements in the application will, in
               the absence of fraud (as determined by a court of competent
               jursidiction), be deemed representations and not warranties.
               
               MODIFICATION
               The only way this contract may be modified is by a written
               agreement signed by Our President, or one of Our Vice
               Presidents, Secretaries or Assistant Secretaries.
               
               NON-PARTICIPATION
               The Policy is non-participating.  It does not share in Our
               surplus earnings, so You will receive no policy dividends under
               it.
               
               MISSTATEMENT OF AGE AND/OR SEX
               If on the date of death:
               (a) the Issue Age of the Insured is understated; or
               (b) the sex of the Insured is incorrectly stated such that
                   it resulted in lower Costs of Insurance,
               
               the Death Benefit will be reduced to the Death Benefit that
               would have been provided by the last Cost of Insurance charge at
               the correct Issue Age and/or sex.
               
               If on the date of death:
               (a) the Issue Age of the Insured is overstated; or
               (b) the sex of the Insured is incorrectly stated such that
                   it resulted in higher Costs of Insurance,
               
               the Death Benefit will be adjusted by the return of all excess
               Costs of Insurance prior to the date of the Insured's death.
               
               SUICIDE
               If, within 2 years from the Date of Issue, the Insured dies by
               suicide, while sane or insane, Our liability will be limited to
               the premiums paid less Indebtedness and less any withdrawals.
               
               If, within 2 years from the effective date of any increase in
               the Face Amount for which evidence of insurability was obtained,
               the Insured dies by suicide, while sane or insane, Our liability
               with respect to such increase, will be limited to the Cost of
               Insurance for the increase.
               
               INCONTESTABILITY
               We cannot contest the Policy after it has been in force, during
               the Insured's lifetime, for 2 years from its Date of Issue,
               except for:
               (a) non-payment of premium; and
               (b) a rider that provides for an Incontestability period which
                   exceeds 2 years.
               
               Any increase in the Face Amount for which evidence of
               insurability was obtained, will be incontestable only after the
               increase has been in force, during the Insured's lifetime, for 2
               years from the effective date of the increase.
               
               
               
               
               
                                    Page 17
<PAGE>
               
               
THE CONTRACT   SEPARATE ACCOUNTS
(continued)    We will have exclusive and absolute ownership and control of the
               assets of Our Separate Accounts.  The assets of a Fund will be 
               available to cover the liabilities of Our General Account only to
               the extent that those assets exceed the liabilities of that 
               Separate Account.  The assets of a Fund will be valued on each 
               Valuation Day.  Our determination of the value of an Accumulation
               Unit by the method described in the Policy will be conclusive.
               
               ANNUAL REPORT
               We will send You a report at least once each Policy Year
               showing:
               (a) the current Account Value, Cash Surrender Value and Face 
                   Amount;
               (b) the premiums paid, Monthly Deduction Amounts and loans
                   since the last report;
               (c) the amount of any Indebtedness;
               (d) notifications required by the provisions of the Policy; and
               (e) any other information required by the Insurance
                   Department of the state where the Policy was delivered.


OWNERSHIP AND  CHANGE OF OWNER OR BENEFICIARY
BENEFICIARY    The Owner and Beneficiary will be those named
               in the application until You change them.  To change the Owner
               or Beneficiary, notify Us In Writing while the Insured is alive. 
               After We receive written notice, the change will be effective as
               of the date You signed such notice, whether or not the Insured
               is living when We receive it.  However, the change will be
               subject to any payment We made or actions We may have taken
               before We received the request.
               
               ASSIGNMENT
               You may assign the Policy.  Until You notify Us In Writing, no
               assignment will be effective against Us.  We are not responsible
               for the validity of any assignment.
               
               OWNER'S RIGHTS
               While the Insured is alive and no Beneficiary is irrevocably
               named, You may:
               (a) exercise all the rights and options that the Policy provides
                   or that We permit;
               (b) assign the Policy; and
               (c) agree with Us to any change to the Policy.
               
               NO NAMED BENEFICIARY
               If no named Beneficiary survives the Insured, then, unless the
               Policy provides otherwise:
               (a) You will be the Beneficiary; or
               (b) if You are the Insured, Your estate will be the Beneficiary.


EXCHANGE       If the Policy is in effect, You may exchange it any time during
OPTION         the 24 months following its Date of Issue for a non-variable life
               insurance contract offered by Us on the life of the Insured
               without evidence of insurability.
               
               The new policy will be issued by Us with an amount at risk which
               equals or is less than the amount at risk in effect on the
               Exchange Date.  The charges and/or premiums will be based on the
               same Date of Issue, Issue Age and risk classification as the
               Policy.
               
               This exchange is subject to adjustments in payments and Account
               Values to reflect variances, if any, in the payments and Account
               Values under the Policy and the new policy.
               
               
               
               
               
                                    Page 18
               
<PAGE>
               
TERMINATION    TERMINATION
AND MATURITY   The Policy will terminate upon the earliest of the following
DATE           events:
               (a) Scheduled Maturity Date of the Policy unless extended by
                   rider; or
               (b) surrender of the Policy; or
               (c) 61 days following the date on which Indebtedness equals
                   or exceeds the Cash Value, unless the Cash Value subsequently
                   exceeds the Indebtedness; or
               (d) the end of the Policy Grace Period during which premiums
                   sufficient for the required deductions are not paid, provided
                   the Death Benefit Guarantee is not in effect; or
               (e) the date We receive notification In Writing of the death of
                   the Insured.  In this event, Your Death Benefit will not be
                   affected by any Monthly Deduction Amounts taken after the
                   date of the Insured's death and before We receive due proof
                   of death.
               
               SCHEDULED MATURITY DATE
               The Scheduled Maturity Date is the last date on which You may
               elect to pay premium.  Unless extended by rider, the Policy will
               terminate on this date and any Cash Surrender Value will be paid
               to You.
               
               
INCOME         AVAILABILITY
SETTLEMENT     All or parts of the proceeds of the Policy may, instead of
OPTIONS        being paid in one sum, be left with Us under any one or a
               combination of the following options, subject to Our minimum
               amount requirements on the date of election.
               
               We will pay interest of at least 3 1/2% per year (or higher, if
               required by state law) on the Death Proceeds from the date of
               the Insured's death to the date payment is made or an Income
               Settlement Option is elected.  These proceeds are then no longer
               subject to the investment experience of a Separate Account.
               
               If any payee is a corporation, partnership, association,
               assignee, or fiduciary, an option may be chosen only with Our
               consent.  Option 4 is not available to any payee whose age
               exceeds 90.
               
               DESCRIPTION OF TABLES
               The options shown below and on the next page are based on
               interest at a guaranteed rate of 3 1/2% per year.  Payments
               under Option 4 are based on mortality according to the 1983a
               Individual Annuity Mortality Table, with ages set back one year.
               
               EXCESS INTEREST
               We may pay or credit excess interest of such amount and in such
               manner as We determine.
               
               DEATH OF PAYEE
               If the payee dies while receiving payments under one of the
               options below, We will pay the following:
               (a) Any principal and accrued interest remaining unpaid under 
                   Option 1 or 2.
               (b) The value of remaining unpaid guaranteed payments, if
                   any, under Option 3 or 4, commuted using interest of 3 1/2%
                   per year.
               
               Any such amount will be paid in one sum to the payee's estate.
               
               
               
               
               
               
               
               
               
                                    Page 19
<PAGE>
               
INCOME         OTHER OPTIONS
SETTLEMENT     To convert the monthly payments shown in the tables for Options
OPTIONS        3 and 4 to quarterly, semi-annual or annual payments, multiply 
(continued)    by the following factors:

                              PAYMENT INTERVAL    FACTOR
                                Quarterly          2.99
                                Semi-annual        5.96
                                Annual            11.81
               
               Other options may be arranged with Our consent.
               
               OPTION 1 - INTEREST INCOME
               Payments of interest at the rate We declare, but not less than 3
               1/2% per year, on the amount left under this option.
               
               OPTION 2 - INCOME OF FIXED AMOUNT
               Equal payments of the amount chosen until the amount left under
               this option, with interest of not less than 3 1/2% per year, is
               exhausted.  The final payment will be for the balance only.
               
               OPTION 3 - INCOME FOR FIXED PERIOD
               Payments, determined from the table below, are guaranteed for
               the number of years chosen.  The first payment will be due on
               the date proceeds are applied under this option.
               
                        MONTHLY PAYMENTS          MONTHLY PAYMENTS
               NUMBER     PER $1,000 OF   NUMBER    PER $1,000 OF
               OF YEARS     PROCEEDS     OF YEARS     PROCEEDS
               
                 1           $84.65         10          $9.83
                 2            43.05         15           7.10
                 3            29.19         20           5.75
                 4            22.27         25           4.96
                 5            18.12         30           4.45
               
               OPTION 4 - LIFE INCOME
               Payments, determined from the table shown below for the option
               elected, are based on the payee's sex and age nearest birthday
               on the day the first payment becomes due.  The first payment
               will be due on the date proceeds are applied under this option. 
               The Life Income available are:
               (a) Payments only while the payee is alive.
               (b) Payment guaranteed for 10 years; then continuing while the
                   payee is alive.
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                                    Page 20
<PAGE>
INCOME
SETTLEMENT
OPTIONS
(continued)


                    MONTHLY PAYMENTS PER $1,000 OF PROCEEDS
<TABLE>
<CAPTION>
             OPTION 4A      OPTION 4B                OPTION 4A       OPTION 4B
  PAYEE'S    LIFE ONLY    10 YRS. CERTAIN  PAYEE'S   LIFE ONLY    10 YRS. CERTAIN
   AGE     MALE   FEMALE   MALE   FEMALE     AGE   MALE   FEMALE   MALE   FEMALE
  <S>     <C>     <C>     <C>     <C>      <C>    <C>     <C>     <C>     <C>
    20    $3.34    $3.23  $3.34    $3.23      68  $6.79    $5.79  $6.38    $5.63
    25     3.44     3.31   3.43     3.30      69   7.02     5.95   6.54     5.77
    30     3.56     3.40   3.56     3.40      70   7.26     6.13   6.71     5.91
    35     3.71     3.51   3.71     3.51      71   7.52     6.32   6.87     6.07
    40     3.91     3.66   3.90     3.65      72   7.80     6.53   7.05     6.23
    45     4.17     3.84   4.14     3.84      73   8.09     6.75   7.22     6.40
    50     4.49     4.08   4.44     4.07      74   8.41     6.99   7.40     6.58
    51     4.56     4.14   4.51     4.12      75   8.75     7.26   7.57     6.76
    52     4.64     4.20   4.58     4.18      76   9.12     7.54   7.75     6.95
    53     4.72     4.26   4.66     4.24      77   9.51     7.85   7.92     7.14
    54     4.80     4.32   4.74     4.30      78   9.92     8.18   8.09     7.34
    55     4.89     4.39   4.82     4.36      79  10.37     8.54   8.26     7.54
    56     4.99     4.46   4.91     4.43      80  10.85     8.94   8.42     7.74
    57     5.09     4.54   5.00     4.51      81  11.37     9.36   8.57     7.94
    58     5.20     4.62   5.10     4.58      82  11.92     9.82   8.71     8.13
    59     5.32     4.71   5.20     4.66      83  12.50    10.32   8.85     8.32
    60     5.44     4.80   5.31     4.75      84  13.12    10.87   8.97     8.50
    61     5.57     4.90   5.42     4.84      85  13.78    11.46   9.09     8.67
    62     5.71     5.00   5.54     4.93      86  14.47    12.09   9.20     8.83
    63     5.86     5.11   5.67     5.03      87  15.20    12.78   9.29     8.97
    64     6.02     5.23   5.80     5.14      88  15.98    13.52   9.38     9.10
    65     6.20     5.36   5.94     5.25      89  16.79    14.31   9.46     9.22
    66     6.38     5.49   6.08     5.37      90  17.66    15.16   9.53     9.32
    67     6.58     5.64   6.23     5.50  
</TABLE>
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
                                    Page 21

<PAGE>

                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                      HARTFORD, CONNECTICUT  06104-2999
                          (A STOCK INSURANCE COMPANY)
                                (THE "COMPANY")





                       NATIONAL SERVICE CENTER ADDRESS:
                                P.O. BOX 59179
                        MINNEAPOLIS, MINNESOTA  55459






         CASH SURRENDER VALUE PAYABLE ON THE SCHEDULED MATURITY DATE,
                           UNLESS EXTENDED BY RIDER
                DEATH PROCEEDS PAYABLE AT DEATH OF THE INSURED
                          ADJUSTABLE DEATH BENEFIT
                    PREMIUMS PAYABLE AS SHOWN ON PAGE 3
                             NON-PARTICIPATING





THE PORTIONS OF THE ACCOUNT VALUES PROVIDED BY THIS CONTRACT THAT ARE IN THE
SUB-ACCOUNTS ARE BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE ACCOUNT.  THEY
ARE VARIABLE AND NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT.  THE AMOUNT OF THE
DEATH BENEFIT MAY BE FIXED OR VARIABLE DEPENDING ON THE INVESTMENT EXPERIENCE OF
THAT SEPARATE ACCOUNT.  THE FACE AMOUNT IS A GUARANTEED DEATH BENEFIT DURING THE
FIRST TEN POLICY YEARS SUBJECT TO THE CONDITIONS DESCRIBED ON PAGE 13.




                                    [LOGO]



                               FLEXIBLE PREMIUM
                        VARIABLE LIFE INSURANCE POLICY







<PAGE>

                       CERTIFICATE AMENDING AND RESTATING
                       THE CERTIFICATE OF INCORPORATION BY
                ACTION OF THE BOARD OF DIRECTORS AND SHAREHOLDERS


1.   The name of the Corporation is ITT HARTFORD LIFE AND ANNUITY INSURANCE
     COMPANY.

2.   The Certificate of Incorporation is amended and restated by the following
     resolution of the Board of Directors and Shareholder of the Corporation.

     RESOLVED, that the Certificate of Incorporation of the Corporation, as
     supplemented and amended to date, is further amended and restated to read
     as follows:

     Section 1.     The name of the Corporation is ITT HARTFORD LIFE AND ANNUITY
                    INSURANCE COMPANY.

     Section 2.     The address of the Registered Office of the Corporation is
                    Hartford Plaza, Hartford, Connecticut  06104-2999.

     Section 3.     The Corporation is a body politic and corporate and shall
                    have all the powers granted by the general statutes, as now
                    enacted or hereinafter amended, to corporations formed under
                    the Stock Corporation Act.

     Section 4.     The Corporation shall have the purposes and powers to write
                    any and all forms of insurance which any other corporation
                    now or hereafter chartered in Connecticut and empowered to
                    do an insurance business may now or hereafter lawfully do;
                    to accept and to cede reinsurance; to issue policies and
                    contracts for any kind or combination of kinds of insurance;
                    to issue policies or contracts either with or without
                    participation in profits; to acquire and hold any or all of
                    the shares or other securities of any insurance corporation
                    or any other kind of corporation; and to engage in any
                    lawful act or activity for which corporations may be formed
                    under the Stock Corporation Act.  The corporation is
                    authorized to exercise the powers herein granted in any
                    state, territory or jurisdiction of the United States or in
                    any foreign country.

     Section 5.     The Corporation shall obtain a license from the insurance
                    commissioner prior to the commencement of business and shall
                    be subject to all general statutes applicable to insurance
                    companies.

   

     Section 6.     The aggregate number of shares which the corporation shall
                    have authority to issue is 3,000 shares consisting of one
                    class only, designated as Common Shares, of the par value of
                    $1,250.

    

   

     Section 7.     No shareholder shall, because of his ownership of shares,
                    have a preemptive or 

    

<PAGE>

                                       -2-

                    other right to purchase, subscribe for, or take any part of
                    any shares or any part of the notes, debentures, bonds, or
                    other securities convertible into or carrying options or
                    warrants to purchase shares of this corporation issued,
                    optioned, or sold by it after its incorporation.

   

     Section 8.     The minimum amount of stated capital with which the
                    corporation shall commence business is One Thousand Dollars
                    ($1,000.00).

    

   

     Section 9.     So much of the charter of said corporation is amended, as is
                    inconsistent herewith is repealed, provided such repeal
                    shall not invalidate or otherwise affect any action taken
                    pursuant to the charter of the corporation, in accordance
                    with its terms, prior to the effective date of such repeal.

    

3.   The above resolution was passed by the Board of Directors and the
     Shareholder of the Corporation.  The number of shares entitled to vote
     thereon was 3,000 and the vote required for adoption was 2,000 shares.  The
     vote favoring adoption was 3,000 which was the greatest vote needed to pass
     the resolution.

   
4.   The term of existence of the corporation shall be perpetual.
    
   
Dated at Simsbury, Connecticut this 30 day of  April, 1996.
                                    --
    

We hereby declare, under the penalties of false statement, that the statements
made in the foregoing Certificate are true.


                                        ITT HARTFORD LIFE AND 
                                        ANNUITY INSURANCE COMPANY

                                        /s/ Lowndes A. Smith
                                        -----------------------------
                                        Lowndes A. Smith, President



/s/ Lynda Godkin
- ----------------------------------------
Lynda Godkin, Associate General Counsel 
and Corporate Secretary

 

<PAGE>

                           AMENDED AND RESTATED BYLAWS 

                                       OF

                 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY




                              EFFECTIVE MAY 1, 1996

<PAGE>

                                      -2-

                                   ARTICLE I

                               Name - Home Office

SECTION 1.  This company shall be named ITT Hartford and Annuity Life Insurance
Company.

SECTION 2.  The Company may have such principal and other business offices,
either within or without the State of Connecticut, as the Board of Directors may
designate or as the business of the Company may require.

SECTION 3. The registered office of the Company is Hartford Plaza, Hartford,
Connecticut 06104-2999.

                                   ARTICLE II

              Stockholders' Meetings - Notice-Quorum-Right to Vote

SECTION 1.  All meetings of the stockholders shall be held at the principal
business office of the Company unless the Board of Directors shall otherwise
provide and direct.

SECTION 2.  The annual meeting of the stockholders shall be held on such day and
at such hour as the Board of Directors may decide.  For cause the Board of
Directors may postpone or adjourn such annual meeting to any other time during
the year.

SECTION 3.  Special meetings of the stockholders may be called by the Board of
Directors, the Executive Committee, the Chairman  or Vice Chairman of the Board,
the President or any Vice President.

SECTION 4.  Notice of stockholders' meetings shall be delivered to each
stockholder, either personally or by mail at his address as it appears on the
records of the Company, at least seven days prior to the meeting.  The notice
shall state the place, date and time of the meeting and shall specify all
matters proposed to be acted upon at the meeting.

SECTION 5.  At each annual meeting, the stockholders shall choose Directors as
hereinafter provided.

SECTION 6.  Each stockholder shall be entitled to one vote at all meetings of
the Company for each share of stock held by such stockholder.  Proxies may be
authorized by written power of attorney.

<PAGE>

                                      -3-

SECTION 7.  A majority of the total number of shares entitled to vote,
represented in person or by proxy, shall constitute a quorum.

SECTION 8.  Each stockholder shall be entitled to a certificate of stock which
shall be signed by the President or a Vice President, and either the Treasurer
or an Assistant Treasurer of the Company, and shall bear the seal of the
Company, but such signatures and seal may be facsimile.

                                   ARTICLE III

                            Directors-Meetings-Quorum

SECTION 1.  The property, business and affairs of the Company shall be managed
by a board of not less than three nor more than twenty Directors, who shall be
chosen by the stockholders at each annual meeting.  Vacancies occurring between
annual meetings may be filled by the affirmative vote of a majority of the
Directors then in office.  Each Director shall hold office until the next annual
meeting of stockholders and until his successor is chosen and qualified.

SECTION 2.  Meetings of the Board of Directors may be called by the direction of
the Chairman of the Board, the President, or any three Directors.

SECTION 3. Three days' notice of meetings of the Board of Directors shall be
given to each Director, either personally or by mail or telegraph, at his
residence or usual place of business, but notice may be waived, at any time, in
writing, and attendance of a Director at a meeting shall constitute a waiver of
notice of such meeting except where a Director attends a meeting and objects
thereat to the transaction of any business on grounds that the meeting was not
lawfully called or convened.

SECTION 4. A majority of the number of existing directorships, but not less than
two Directors, shall constitute a quorum.

                                   ARTICLE IV

                    Election of Officer - Duties of Board of
                        Directors and Executive Committee

SECTION 1. The Board of Directors shall annually elect a President, a Secretary
and a Treasurer.  It may elect a Chairman of the Board, a Vice Chairman of the
Board and such Vice Presidents, other Secretaries, Assistant Secretaries,
Assistant Treasurers and other officers as it may determine.  All officer of the
Company shall hold office during the pleasure of the Board of Directors.

<PAGE>

                                      -4-

SECTION 2.   The Directors may fill any vacancy among the officers by election
for the unexpired term.

SECTION 3.    The Board of Directors may appoint from its own number an
Executive Committee of not less than five Directors. The Executive Committee may
exercise all powers vested in and conferred upon the Board of Directors at any
time when the Board is not in session. A majority of the members of said
Committee shall constitute a quorum.  Meetings of the Committee shall be called
whenever the Chairman of the Board, the President or a majority of its members
shall request.

SECTION 4.   The Board of Directors may annually appoint from its own number a
Finance Committee of not less than three Directors, whose duties shall be as
hereinafter provided.

SECTION 5.    The Board of Directors may, at any time, appoint such other
committees, not necessarily from its own number, as it may deem necessary for
the proper conduct of the business of the Company, which committees shall have
only such powers and duties as are specifically assigned to them by the Board of
Directors or the Executive Committee.

For all meetings, forty-eight hours' notice shall be given but notice may be
waived, at any time, in writing, and attendance of a Director at a meeting shall
constitute a waiver of notice of such meeting except where a Director attends a
meeting and objects thereat to the transaction of any business on grounds that
the meeting was not lawfully called or convened.

SECTION 6. The Board of Directors may authorize corporate contributions, in such
amounts as it determines to be reasonable, for public welfare or for charitable,
scientific or educational purposes, subject to the limits and restrictions
imposed by law and to such rules and regulations consistent with law as it
makes.

                                    ARTICLE V

                                    Officers
                              Chairman of the Board
                                       and
                           Vice Chairman of the Board

SECTION 1.   The Chairman of the Board shall preside at the meetings of the
Board of Directors and the Executive Committee and, in the absence of the
Chairman of the Finance Committee, at the meetings of the Finance Committee. 

In the absence or inability of the Chairman of the Board to so preside, the Vice
Chairman shall preside in his place if there be one, otherwise the President
shall preside.

<PAGE>

                                      -5-

SECTION 2.  The Vice Chairman of the Board shall, in the absence of the Chairman
of the Board, exercise the powers and perform the duties of the Chairman of the
Board.  He shall perform such other duties and have such other powers as may be
assigned to him by the Board of Directors.

                                    President

SECTION 3. The President, unless the Board of Directors shall otherwise order
pursuant to Section 7 below, shall be the chief executive officer of the Company
and, subject to the control of the Board of Directors, shall in general
supervise and control all the business and affairs of the Company.  Unless the
Board of Directors shall provide otherwise, he shall, when present, preside at
all meetings of the shareholders and shall preside at all meetings of the Board
of Directors unless the Board shall have elected a Chairman of the Board of
Directors.  He shall have authority, subject to such rules as may be prescribed
by the Board of Directors, to appoint such agents and employees of the Company
as he shall deem necessary, to prescribe their powers, duties and compensation,
and to delegate authority to them.  Such agents and employees shall hold office
at the discretion of the President.  Except as otherwise provided in these
Bylaws or by resolution of the Board of Directors, the President shall have
authority to sign, execute and acknowledge, on behalf of the Company all
contracts, reports and other documents or instruments necessary or proper to be
executed in the course of the Company's regular business, or which shall be
authorized by resolution of the Board of Directors; and except as otherwise
provided by law or the Board of Directors, he may authorize any Vice President
or other officer or agent of the Company to sign, execute and acknowledge such
documents or instruments in his place and stead.  In general, he shall perform
all duties incident to the office of the chief executive officer and such other
duties as may be prescribed by the Board of Directors from time to time.

If the President is not the chief executive officer, he shall have such duties
and authority as prescribed by the Board of Directors or the chief executive
officer.

SECTION 4.   In the absence or inability of the President to perform his duties,
the Board or the Chairman thereof may designate a Vice President to exercise the
powers and perform the duties of the President during such absence or inability.

                                    Secretary

 SECTION 5.  The Secretary shall keep a record of all the meetings of the
Company, of the Board of Directors and of the Executive Committee, and he shall
discharge all other duties specifically required of the Secretary by law.

<PAGE>

                                      -6-

The other Secretaries and the Assistant Secretaries shall perform such duties as
may be assigned to them by the Board of Directors or by their senior officers
and any Secretary or Assistant Secretary may affix the seal of the Company and
attest it and the signature of any officer to any and all instruments.

                                    Treasurer

SECTION 6.  The Treasurer shall keep, or cause to be kept, full and accurate
accounts of the Company.  He shall see that the funds of the Company are
disbursed as may be ordered by the Board of Directors, the Finance Committee or
a duly authorized individual.  He shall have charge of all moneys paid to the
Company and shall deposit such to the credit of the Company or in any other
properly authorized name, in such banks or depositories as may be designated in
a manner provided by these Bylaws.  He shall also discharge all other duties
that may be required of him by law.


                                 Other Officers

SECTION 7.  The other officers shall perform such duties as may be assigned to
them by the President or the Board of Directors.  The Board of Directors may
designate the Chairman of the Board or the Vice Chairman as the chief executive
officer of the Company.  In such event that person shall assume all authority,
power, duties and responsibilities otherwise appointed to the President pursuant
to Section 3 above, and all references to the President in these Bylaws shall be
regarded as references to the Chairman of the Board or Vice Chairman,  as the
case may be, as such chief executive officer, except where a contrary meaning is
clearly required, and provided that in no case shall that person be empowered in
place of the President to sign the certificates for shares of stock of the
Company.

                                   ARTICLE VI

                                Finance Committee

SECTION 1.  If a Finance Committee is established, it shall be the duty of that
committee to supervise the investment of the funds of the Company in securities
in which insurance companies are permitted by law to invest, and all other
matters connected with the management of investments.  If no Finance Committee
is established, this duty shall be performed by the Board of Directors.

SECTION 2.  All loans or purchases for the investment and reinvestment of the
funds of the Company shall be submitted for approval to the Finance Committee,
if not specifically approved by the Board of Directors.

<PAGE>

                                      -7-

SECTION 3.  Sale or transfer of any stocks or bonds shall be made upon
authorization of the Finance Committee unless specifically authorized by the
Board of Directors.

SECTION 4.  Transfers of stock and registered bonds, deeds, leases, releases,
sales, mortgages chattel or real, assignments or partial releases of mortgages
chattel or real, and in general all instruments of defeasance of property and
all agreements or contracts affecting the same, except discharges of mortgages
and entries to foreclose the same as hereinafter provided, shall be authorized
by the Finance Committee or the Board of Directors, and be executed jointly for
the Company by two persons, to wit:  the Chairman of the Board, the Vice
Chairman, the President or a Vice President, and a Secretary, the Treasurer or
an Assistant Treasurer, but may be acknowledged and delivered by either one of
those executing the instrument; provided, however, that either a Secretary, the
Treasurer, or an Assistant Treasurer alone, when authorized as aforesaid, or any
person specially authorized by the Finance Committee as attorney for the
Company, may make entry to foreclose any mortgage, and a Secretary, the
Treasurer or an Assistant Treasurer alone is authorized, without the necessity
of further authority, to discharge by deed or otherwise any mortgage on payment
to the Company of the principal, interest and all charges due.

SECTION 5.   The Finance Committee may fix times and places for regular
meetings.  No notice of regular meetings shall be necessary.  Reasonable notice
shall be given of special meetings but the action of a majority of the Finance
Committee at any meeting shall be valid notwithstanding any defect in the notice
of such meeting.

SECTION 6.   In the absence of specific authorization from the Board of
Directors or the Finance Committee, the Chairman of the Board, the President, a
Vice President or the Treasurer shall have the power to vote or execute proxies
for voting any shares held by the Company.

                                   ARTICLE VII

                                      Funds

SECTION 1.   All monies belonging to the Company shall be deposited to the
credit of the Company, or in such other name as the Finance Committee, the
Chairman of the Finance Committee or such executive officers as are designated
by the Board of Directors shall direct, in such bank or banks as may be
designated from time to time by the Finance Committee, the Chairman of the
Finance Committee or by such executive officers as are designated by the Board
of Directors.  Such monies shall be drawn only on checks or drafts signed by any
two executive officers of the Company, provided that the Board of Directors may
authorize the withdrawal of such monies by check or draft signed with the
facsimile signature of any one or more executive officers, and provided further,
that the Finance Committee may authorize such alternative methods of withdrawal
as it deems proper.

<PAGE>

                                      -8-

The Board of Directors, the President, the Chairman of the Finance Committee, a
Vice President, or such executive officers as are designated by the Board of
Directors may authorize withdrawal of funds by checks or drafts drawn at offices
of the Company to be signed by Managers, General Agents, or employees of the
Company, provided that all such checks or drafts shall be signed by two such
authorized persons, except checks or drafts used for the payment of claims or
losses which need to be signed by only one such authorized person, and provided
further that the Board of Directors of the Company or executive officers
designated by the Board of Directors may impose such limitations or restrictions
upon the withdrawal of such funds as it deems proper.

                                   ARTICLE VIII

                            Liability and Indemnity

SECTION 1.   No person shall be liable to the Company for any loss or damage
suffered by it on account of any action taken or omitted to be taken by him as
director or officer of the Company, or of any other company, partnership, joint
venture, trust or other enterprise for  which he serves as a director, officer
or employee at the request of the Company, in good faith, if such person (a)
exercised and used the same degree of care and skill as a prudent man would have
exercised or used under the circumstances in the conduct of his own affairs, or
(b) took or omitted to take such action in reliance upon advice of counsel for
the Company or upon statements made or information furnished by officers or
employees of the Company which he had reasonable grounds to believe to be true. 
The foregoing shall not be exclusive of other rights and defenses to which he
may be entitled as a matter of law.

SECTION 2.  The Company shall indemnify any person who was or is a party or
threatened to be made a party to any threatened, pending or completed action,
suit or proceeding, (other than one by or in the right of the Company) by reason
of the fact that he is or was a director, officer or employee of the Company, or
is or was serving at the request of the Company as a director, officer or
employee of another company, partnership, joint venture, trust or other
enterprise, against expenses, including attorneys' fees, judgments, fines and
amounts paid in settlement actually and reasonably incurred by him in connection
with such action, suit or proceeding if he acted in good faith and in a manner
he reasonably believed to be in or not opposed to the best interests of the
Company, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.  The termination of any
action, suit or proceeding by judgment, order, settlement, conviction, or upon a
plea of nolo contendere or its equivalent, shall not, of itself, create a
presumption that the person did not act in good faith and in a manner which he
reasonably believed to be in or not opposed to the best interests of the
Company, and, with respect to any criminal action or proceeding had reasonable
cause to believe that his conduct was unlawful.

SECTION 3.   The Company shall indemnify any person who was or is a party or is
threatened to

<PAGE>

                                      -9-

be made a party to any threatened, pending or completed action, suit or
proceeding, by or in the right of the Company to procure a judgment in its
favor by reason of the fact that he is or was a director, officer or
employee of the Company, or is or was serving at the request of the Company as a
director, officer or employee of another company, partnership, joint venture,
trust or other enterprise against expenses, including attorneys' fees, actually
and reasonably incurred by him in connection with the defense or settlement of
such action or suit, if he acted in good faith and in a manner he reasonably
believed to be in or not opposed to the best interests of the Company, except
that no indemnification shall be made in respect of any claim, issue or matter
as to which such person shall have been adjudged to be liable for negligence or
misconduct in the performance of his duty to the Company unless and only to the
extent that the court in which such action or suit was brought shall determine
upon application that, despite the adjudication of liability and in view of all
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses as such court shall deem proper.

SECTION 4.  Expenses, including attorneys' fees, incurred in defending a civil
or criminal action, suit or proceeding may be paid by the Company in advance of
the final disposition of such action, suit or proceeding, upon receipt of an
undertaking by or on behalf of the director or employee to repay such amount
unless it shall ultimately be determined that he is entitled to be indemnified
by the Company as authorized hereby.

SECTION 5.  The indemnification provided by this Article shall not be deemed
exclusive of any other rights to which those indemnified may be entitled under
any statute, bylaw, agreement, vote of shareholders or of disinterested
directors or otherwise, both as to action in an official capacity and as to
action in another capacity while holding such office, and shall continue as to a
person who has ceased to be a director, officer or employee and shall inure to
the benefit of the heirs, executors and administrators of such a person.

                                   ARTICLE IX

                              Amendment of Bylaws

SECTION 1.   The Directors shall have power to adopt, amend and repeal such
bylaws as may be deemed necessary or appropriate for the management of the
property and affairs of the Company.

SECTION 2.   The stockholders at any annual or special meeting may amend or
repeal these bylaws or adopt new ones if the notice of such meeting contains a
statement of the proposed alteration, amendment, repeal or adoption of the
substance thereof.  Bylaws amended or adopted by the stockholders may be amended
or repealed by the Directors.

<PAGE>

                                      -10-

   
                                  ARTICLE X

                             Term of Existence

SECTION 1.   The term of existence of the corporation shall be perpetual.
    

This is to certify that the foregoing is a true copy of the Bylaws of ITT
Hartford Life and Annuity Insurance Company in full force and effect on this
first day of May, 1996.

Attest:


- ---------------------------------
Gregory A. Boyko
Vice President


<PAGE>


July 1, 1996



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

RE:  Separate Account VL I ("Separate Account")
     ------------------------------------------
     Flexibile Premium Variable Life Insurance Policy ("Policies")
     -------------------------------------------------------------
     ITT Hartford Life and Accident Insurance Company ("Company")
     ------------------------------------------------------------


Dear Sir/Madam:

In my capacity as General Counsel of the Company, I have supervised the 
establishment of the Separate Account by the Board of Directors of the 
Company as a separate account for assets applicable to Policies offered by 
the Company pursuant to Connecticut law.  I have participated in the 
preparation of the registration statement for the Separate Account on Form 
S-6 under the Securities Act of 1933 and the Investment Company Act of 1940 
with respect to the Policies.

I am of the following opinion:

1.  The Separate Account is a separate account of the Company validly existing 
    pursuant to Connecticut law and the regulations issued thereunder.

2.  The assets held in the Separate Account are not chargeable with liabilities 
    arising out of any other business the Company may conduct.

3.  The Policies are legally issued and represent binding obligations of the 
    Company.

In arriving at the foregoing opinion, I have made such examination of the law 
and examined such records and other documents as in my opinion as are 
necessary or appropriate.

I hereby consent to the filing of this opinion as an exhibit to the 
registration statement under the Securities Act of 1933.

Sincerely,

/s/ Lynda Godkin
Lynda Godkin
General Counsel & Secretary



<PAGE>

July 1, 1996



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Sirs;

This opinion is furnished in connection with the registration statement under 
the Securities Act of 1933 as amended ("Securities Act"), of a certain 
flexible premium variable life insurance policy (the "Policy") that will be 
offered and sold by ITT Hartford Life and Annuity Insurance Company and 
certain units of interest to be issued in connection with the Policy.

The hypothetical illustrations of the Policy used in this Registration 
Statement accurately reflect reasonable estimates of projected performance of 
the Policy under the stipulated rates of investment return, the contractual 
expense deductions and guaranteed cost-of-insurance rates, and utilizing a 
reasonable estimation for expected fund operating expenses.

I hereby consent to the use of this opinion as an exhibit to the Securities 
Act Registration Statement on Form S-6 and to the reference to my name under 
the heading "Experts" in the Prospectus included in the Securities Act 
Registration Statement.

Very truly yours,

/s/ Ken A. McCullum

Ken A. McCullum, FSA, MAAA
Director Individual Life
Product Development



<PAGE>

                      HARTFORD LIFE INSURANCE COMPANY, INC.
                                       AND
               HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY, INC.

                                POWER OF ATTORNEY

                                 Donald R. Frahm
                                Bruce D. Gardner
                                Joseph H. Gareau
                                John P. Ginnetti
                                 Thomas M. Marra
                              Leonard E. Odell, Jr.
                                Lowndes A. Smith
                               Raymond P. Welnicki
                               Lizabeth H. Zlatkus

do hereby jointly and severally authorize Lynda Godkin and/or Scott K.
Richardson to sign as their agent, any Registration Statement, pre-effective
amendment, post-effective amendment and any application for exemptive relief of
the Hartford Life Insurance Company, Inc. and Hartford Life and Accident
Insurance Company, Inc. under the Securities Act of 1933 and/or the Investment
Company Act of 1940.

IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney for the
purpose herein set forth.

   /s/ Donald R. Frahm                       Dated:   10/19/95               
- -----------------------------------                 ---------------------
      Donald R. Frahm

   /s/ Bruce D. Gardner                      Dated:   10/19/95          
- -----------------------------------                 ---------------------
      Bruce D. Gardner 

 /s/ Joseph H. Gareau                        Dated:   10/19/95         
- -----------------------------------                 ---------------------
      Joseph H. Gareau

 /s/ John P. Ginnetti                        Dated:   10/26/95
- -----------------------------------                 ---------------------
      John P. Ginnetti
   
 /s/ Thomas M. Marra                         Dated:   10/19/95        
- -----------------------------------                 ---------------------
      Thomas M. Marra  

 /s/ Leonard E. Odell, Jr.                   Dated:   10/20/95
- -----------------------------------                 ---------------------
      Leonard E. Odell, Jr. 

 /s/ Lowndes A. Smith                        Dated:   10/19/95  
- -----------------------------------                 ---------------------
      Lowndes A. Smith 

<PAGE>

 /s/ Raymond P. Welnicki                     Dated:   10/24/95
- -----------------------------------                 ---------------------
      Raymond P. Welnicki

 /s/ Lizabeth H. Zlatkus                     Dated:   10/20/95
- -----------------------------------                 ---------------------
      Lizabeth H. Zlatkus
 


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