<PAGE>
As filed with the Securities and Exchange Commission on October __, 2000
File Nos. 333-45431/811-08629
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / X /
----
Pre-Effective Amendment No. / /
---- ----
Post-Effective Amendment No. 8 / X /
---- ----
and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 / X /
----
Amendment No. 8 / X /
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HARTFORD SERIES FUND, INC.
(Exact Name of Registrant as Specified in Charter)
P. O. Box 2999, Hartford, Connecticut 06104-2999
(Address of Principal Executive Offices)
Registrant's Telephone Number including Area Code: (860) 297-6443
Kevin J. Carr, Esquire
Investment Law Unit
The Hartford Financial Services Group, Inc.
55 Farmington Avenue
Hartford, Connecticut 06105
(Name and Address of Agent for Service)
COPY TO:
David S. Goldstein
Sutherland Asbill & Brennan LLP
1275 Pennsylvania Avenue, N.W.
Washington, D.C. 20004
It is proposed that this filing will become effective (check appropriate box):
immediately upon filing pursuant to paragraph (b) of Rule 485
---
on (Date) pursuant to paragraph (b) of Rule 485
---
60 days after filing pursuant to paragraph (a)(1) of Rule 485
---
on (Date) pursuant to paragraph (a)(1) of Rule 485
---
X 75 days after filing pursuant to paragraph (a)(2) of Rule 485
---
on (Date) pursuant to paragraph (a)(2) of Rule 485
---
If appropriate, check the following box:
This post-effective amendment designates a new effective date for a
--- previously filed post-effective amendment
<PAGE>
This post-effective amendment includes four new prospectuses and a new
statement of additional information relating to four new series (Funds) of
shares being registered herewith. Each of the four series relates to one of the
following Funds: Hartford Global Communications HLS Fund, Hartford Global
Financial Services HLS Fund, Hartford Growth HLS Fund and Hartford Premier
Focus HLS Fund. This amendment is to register two classes of shares of each of
the four new series. The registrant currently has five other series of shares
(each with two classes) registered under the Securities Act of 1933 which are
offered through two other prospectuses and one other statement of additional
information (all dated May 1, 2000) not included in this post-effective
amendment. This post-effective amendment is not intended to update or amend the
two prospectuses and the statement of additional information not included
herein.
<PAGE>
HARTFORD HLS MUTUAL FUNDS
FOR USE WITH THE HARTFORD
VARIABLE INSURANCE PRODUCTS
AND CERTAIN QUALIFIED RETIREMENT PLANS
CLASS IA SHARES
PROSPECTUS
EFFECTIVE [ ], 2000
<PAGE>
[THIS PAGE IS INTENTIONALLY LEFT BLANK]
<PAGE>
HARTFORD HLS MUTUAL FUNDS
CLASS IA SHARES
PROSPECTUS
[ ], 2000
AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
HARTFORD SERIES FUND, INC.
PREMIUM FOCUS HLS FUND
HARTFORD HLS MUTUAL FUNDS
C/O INDIVIDUAL ANNUITY SERVICES
P.O. BOX 5085
HARTFORD, CT 06102-5085
<PAGE>
INTRODUCTION
------------------------------------------------------------
The Hartford HLS Funds is a family of twenty-one mutual funds (each a "fund" and
together the "funds") which serve as underlying investment options for certain
variable annuity and variable life insurance separate accounts of Hartford Life
Insurance Company and its affiliates ("Hartford Life") and certain qualified
retirement plans. Owners of variable annuity contracts and variable life
insurance contracts may choose the funds permitted in the accompanying contract
prospectus. In addition, participants in certain qualified retirement plans may
choose the funds permitted in their plans. Each fund offers two classes of
shares: Class IA shares offered in this prospectus and Class IB shares offered
by another prospectus.
Hartford Series Fund, Inc. is comprised of nine investment portfolios, each of
which is a Hartford HLS Fund. This prospectus describes one of these funds.
The Premium Focus HLS Fund is a non-diversified fund. Information on the fund,
including risk factors for investing in diversified versus non-diversified
funds, can be found on the pages following this summary. HARTFORD LIFE ALSO
SPONSORS A FAMILY OF MUTUAL FUNDS KNOWN AS THE HARTFORD MUTUAL FUNDS, INC. WHICH
ARE OFFERED DIRECTLY TO THE PUBLIC (THE "RETAIL FUNDS"). THE RETAIL FUNDS ARE
SEPARATE FUNDS AND SHOULD NOT BE CONFUSED WITH THE HARTFORD HLS FUND INVESTMENT
OPTIONS OFFERED IN THIS PROSPECTUS.
The investment manager to the fund is HL Investment Advisors, LLC ("HL
Advisors"). The day-to-day portfolio management of the fund is provided by an
investment sub-adviser -- Wellington Management Company, LLP ("Wellington
Management"). Information regarding Wellington Management is included under
"Management of the Fund" in this prospectus.
Please note that mutual funds are not bank deposits and are not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Because you could lose money by investing in the fund, be sure to read
all risk disclosures carefully before investing.
2 HARTFORD HLS MUTUAL FUNDS
<PAGE>
CONTENTS PAGE
------------------------------------------------------------
<TABLE>
<S> <C> <C>
A summary of the fund's goals, Hartford Premium Focus HLS Fund 4
strategies, risks, performance and
fees.
Other investment strategies and investment 6
Further information on the matters 7
fund. Management of the fund
Purchase and redemption of fund shares 8
Determination of net asset value 8
Dividends and distributions 9
Exchange privileges 9
Federal income taxes 9
Brokerage commissions 9
Performance related information 10
Distributor, Custodian and Transfer Agent 10
For more information back cover
</TABLE>
HARTFORD HLS MUTUAL FUNDS 3
<PAGE>
HARTFORD PREMIUM FOCUS HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Premium Focus Fund seeks long-term capital
appreciation.
INVESTMENT STRATEGY. The fund invests primarily in equity securities of a
relatively small number of large capitalization companies (stocks comprising the
S&P 500 Index). The fund will typically hold stocks of 20-30 companies.
Individual holdings typically constitute 3-5% of the fund's total assets and may
constitute up to 10%. The fund may invest up to 20% of its total assets in the
securities of foreign issuers and non-dollar securities.
Wellington Management uses a two phase investment strategy. Using what is
sometimes called a "top down" approach, Wellington Management analyzes the
general economic and investment environment by evaluating such things as
economic conditions, U.S. fiscal and monetary policy, demographic trends and
investor sentiment. Through this process Wellington Management tries to
anticipate trends and changes in various markets and in the overall economy to
identify industries and sectors that will outperform the U.S. economy.
The "top down" analysis is followed by what is often called a "bottom up"
approach, which is the use of fundamental (qualitative) analysis to select
specific securities from industries and sectors identified in the top down
analysis. Fundamental analysis involves the assessment of company-specific
factors such as business environment, management quality, balance sheet, income
statement, revenues, anticipated earnings and other related measures or
indicators of value.
The key characteristics of growth companies in which the fund typically invests
include:
- Accelerating earnings and earnings per share growth
- A strong balance sheet combined with a high return on equity
- Unrecognized or undervalued assets
- A strong management team
- A leadership position within an industry
- Sustainable or increasing dividends
- Positive investor sentiment
The fund will consider selling a security when:
- Downside risk equals upside potential.
- Decreasing trend of earnings growth is exhibited
- Excessive valuations are reached
Annual portfolio turnover is expected to be in excess of 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. You could
lose money as a result of your investment.
The fund's focus on large capitalization companies significantly influences its
performance. Large capitalization stocks as a group can fall out of favor with
the market causing the fund to perform more poorly than funds that focus on
medium or small capitalization stocks. In addition, because the fund is
non-diversified and therefore may take larger positions in individual issuers
than most mutual funds, the fund may have greater market fluctuation and price
volatility than a fund that maintains a more broadly diversified portfolio. An
investment in the fund therefore entails substantial market risk.
Wellington Management's strategy of combining top down and bottom up approaches
also has a significant impact on the fund's performance. If the strategy does
not produce the desired results, the fund could underperform its peers or lose
money. In particular, the fund's success in achieving its goal is highly
dependent on Wellington Management's successful reliance on the top down, bottom
up strategy and fundamental analysis of the prospects of particular companies.
Therefore, an investment in the fund also entails substantial financial risk
related to such companies.
Foreign investments may be more risky than domestic investments. Investments in
foreign securities may be affected by fluctuations in currency exchange rates,
incomplete or inaccurate financial information on companies, social upheavals
and political actions ranging from tax law changes to governmental collapse.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
4 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD PREMIUM FOCUS HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IA
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.85%
Distribution and service (12b-1) fees None
Other expenses [ ]
Total operating expenses [ ]
</TABLE>
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IA shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IA
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
Wellington Management
PORTFOLIO MANAGER
Rand L. Alexander
- Senior Vice President of Wellington Management
- Joined Wellington Management in 1990
- Investment Professional
since 1976
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 5
<PAGE>
FURTHER INFORMATION ON THE FUND
--------------------------------------------------------------------------------
OTHER INVESTMENT STRATEGIES AND INVESTMENT MATTERS
INVESTMENT RISKS GENERALLY
There is no assurance that the fund will achieve its investment objective or
objectives, and investors should not consider the fund alone to be a complete
investment program. As with all mutual funds, there is a risk that an investor
could lose money by investing in the fund.
The different types of securities, investments, and investment techniques used
by the fund all have attendant risks of varying degrees. For example, with
respect to equity securities, there can be no assurance of capital appreciation
and an investment in any stock is subject to the risk that the stock market as a
whole may decline, thereby depressing the stock's price (market risk), or the
risk that the price of a particular issuer's stock may decline due to its
financial results (financial risk). With respect to debt securities, there
exists the risk that the issuer of a security may not be able to meet its
obligations on interest or principal payments at the time required by the
instrument (credit risk, a type of financial risk). In addition, the value of
debt instruments and other income-bearing securities generally rises and falls
inversely with prevailing current interest rates (interest rate risk, a type of
market risk). As described below, an investment in the fund entails special
additional risks as a result of its ability to invest a substantial portion of
their assets in foreign investments.
USE OF MONEY MARKET INVESTMENTS FOR TEMPORARY DEFENSIVE PURPOSES
From time to time, as part of its principal investment strategy, the fund may
invest some or all of its assets in high quality money market securities for
temporary defensive purposes in response to adverse market, economic or
political conditions. To the extent that the fund is in a defensive position, it
may lose the benefit of upswings and limit its ability to meet its investment
objective.
USE OF OPTIONS, FUTURES AND OTHER DERIVATIVES
Although not a principal investment strategy, the fund may purchase and sell
options, enter into futures contracts or utilize other derivatives with respect
to stocks, bonds, groups of securities (such as financial indices), foreign
currencies or interest rates. These techniques, which are incidental to the
fund's primary strategy, permit the fund to gain exposure to a particular
security, group of securities, interest rate or index, and thereby have the
potential for the fund to earn returns that are similar to those which would be
earned by direct investments in those securities or instruments.
These techniques are also used to manage risk by hedging a fund's portfolio
investments. Hedging techniques may not always be available to the fund; and it
may not always be feasible for the fund to use hedging techniques even when they
are available.
Derivatives have risks, however. If the issuer of the derivative instrument does
not pay the amount due, the fund could lose money on the instrument. In
addition, the underlying security or investment on which the derivative is
based, and the derivative itself, may not perform the way the manager expected.
As a result, the use of these techniques may result in losses to the fund or
increase volatility in the fund's performance.
FOREIGN INVESTMENTS
Investments in the securities of foreign issuers or investments in non-dollar
securities involve significant risks that are not typically associated with
investing in U.S. dollar-denominated securities or securities of domestic
issuers. Such investments may be affected by changes in currency rates, changes
in foreign or U.S. laws or restrictions applicable to such investments and in
exchange control regulations. Some foreign stock markets (and other securities
markets) may have substantially less volume than, for example, the New York
Stock Exchange (or other domestic markets) and securities of some foreign
issuers may be less liquid than securities of comparable domestic issuers.
Commissions and dealer mark-ups on transactions in foreign investments may be
higher than for similar transactions in the United States. In addition,
clearance and settlement procedures may be different in foreign countries and,
in certain markets, on certain occasions, such procedures have been unable to
keep pace with the volume of securities transactions, thus making it difficult
to conduct such transactions. The inability of the fund to make intended
investments due to settlement problems could cause it to miss attractive
investment opportunities. Inability to dispose of portfolio securities or other
investments due to settlement problems could result either in losses to the fund
due to subsequent declines in value of the portfolio investment or, if the fund
has entered into a contract to sell the investment, could result in possible
liability to the purchaser.
6 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUND
--------------------------------------------------------------------------------
Foreign issuers are not generally subject to uniform accounting, auditing and
financial reporting standards comparable to those applicable to domestic
companies, and there may be less publicly available information about a foreign
issuer than about a domestic one. In addition, there is generally less
government regulation of stock exchanges, brokers, and listed and unlisted
issuers in foreign countries than in the United States.
Furthermore, with respect to certain foreign countries, there is a possibility
of expropriation or confiscatory taxation, imposition of withholding taxes on
dividend or interest payments, limitations on the removal of cash or other
assets of the fund, or political or social instability or diplomatic
developments which could affect investments in those countries. Individual
foreign economies also may differ favorably or unfavorably from the U.S. economy
in such respects as growth of gross national product, rate of inflation, capital
reinvestment, resource self-sufficiency and balance of payments position.
ABOUT THE FUND'S INVESTMENT GOAL
The fund's investment goal may be changed without the approval of the
shareholders of the fund. The fund may not be able to achieve its goal.
EXPENSE CONSEQUENCES OF PORTFOLIO TRADING PRACTICES
At times the fund may engage in short-term trading, which could produce higher
brokerage expenses for the fund and thus lowering the fund's performance.
ADDITIONAL INVESTMENT STRATEGIES AND RISKS
The fund may invest in various securities and engage in various investment
techniques which are not the principal focus of the fund and therefore are not
described in this prospectus. These securities and techniques, together with
their risks are discussed in the fund's Statement of Additional Information
which may be obtained free of charge by contacting the fund (see back cover for
address and phone number).
TERMS USED IN THIS PROSPECTUS
Equity Securities: Equity Securities include common stock, preferred stock,
securities convertible into common stock and warrants or rights to acquire
common stock.
Foreign Issuers: (1) Companies organized outside the United States,
(2) companies whose securities are principally traded outside the United States,
and (3) foreign governments and agencies or instrumentalities of foreign
governments.
Non-Dollar Securities: Securities denominated or quoted in foreign currency or
paying income in foreign currency.
MANAGEMENT OF THE FUND
THE INVESTMENT ADVISER
HL Investment Advisors, LLC ("HL Advisors") is the investment adviser to the
fund. As investment adviser, HL Advisors is responsible for supervising the
activities of the investment sub-adviser described below. In addition, Hartford
Life serves as the administrator of the fund. HL Advisors and Hartford Life are
majority-owned indirect subsidiaries of The Hartford Financial Services
Group, Inc. ("The Hartford"), a Connecticut financial services company with over
$165 billion in assets. As of December 31, 1999 HL Advisors had over $40 billion
in assets under management. HL Advisors is principally located at 200 Hopmeadow
Street, Simsbury, Connecticut 06070.
THE INVESTMENT SUB-ADVISER
Wellington Management Company, LLP is the investment sub-adviser to the Premium
Focus HLS Fund.
Wellington Management, a Massachusetts limited liability partnership, is a
professional investment counseling firm that provides services to investment
companies, employee benefit plans, endowments, foundations and other
institutions and individuals. Wellington Management and its predecessor
organizations have provided investment advisory services since 1928. As of
December 31, 1999 Wellington Management had investment management authority over
approximately $235 billion in assets. Wellington Management is principally
located at 75 State Street, Boston, Massachusetts 02109.
MANAGEMENT FEES
The fund pays a monthly advisory fee and administration fee to HL Advisors and
Hartford Life based on a stated percentage of the fund's average daily net asset
value as follows:
PREMIUM FOCUS HLS FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.85%
Next $250 Million 0.80%
Amount Over $500 Million 0.75%
</TABLE>
HARTFORD HLS MUTUAL FUNDS 7
<PAGE>
FURTHER INFORMATION ON THE FUND
--------------------------------------------------------------------------------
PURCHASE AND REDEMPTION OF FUND SHARES
The fund offers each class of its shares to variable annuity and variable life
insurance separate accounts of Hartford Life (the "Accounts") as investment
option for certain variable annuity contracts and variable life insurance
contracts ("variable contracts") issued through the Accounts. The fund also
offers each class of its shares to certain qualified retirement plans (the
"Plans").
The fund offers two different classes of shares -- Class IA and Class IB.
Class IA shares are offered by this prospectus. Class IB shares are offered by a
separate prospectus. For the fund, both classes of shares represent an
investment in the fund but are subject to different expenses and have different
prices and performance.
Most of the Accounts are registered with the SEC as investment companies. When
shares of the fund are offered as investment options for variable contracts
issued through such an Account, a separate prospectus describing the particular
Account and contract will accompany this prospectus. When shares of the fund are
offered as investment options for variable contracts issued through an Account
that is not so registered, a separate disclosure document (rather than a
prospectus) describing that Account and contract will accompany this prospectus.
Shares of the fund are sold by Hartford Securities Distribution Company, Inc.
(the "Distributor") in a continuous offering to the Accounts and the Plans. Net
purchase payments under the variable contracts are placed in one or more
subaccounts of the Accounts and the assets of each subaccount are invested in
the shares of the fund corresponding to that subaccount. The Accounts and the
Plans purchase and redeem Class IA shares of the fund at net asset value without
sales or redemption charges.
For each day on which the fund's net asset value is calculated, the Accounts
transmit to the fund any orders to purchase or redeem shares of the fund based
on the net purchase payments, redemption (surrender or withdrawal) requests, and
transfer requests from variable contract owners, annuitants and beneficiaries
that have been processed by Hartford Life as of that day. Similarly, the Plans
transmit to the fund any orders to purchase or redeem shares of the fund based
on the instructions of Plan trustees or participants. The Accounts and Plans
purchase and redeem shares of the fund at the net asset value per share
calculated as of the day that the fund receives the order, although such
purchases and redemptions may be executed the next morning. Payment for shares
redeemed is made within seven days after receipt of notice of redemption, except
that payments of redemptions may be postponed beyond seven days when permitted
by applicable laws and regulations.
A potential for certain conflicts exists between the interests of variable
annuity contract owners and variable life insurance contract owners invested in
the fund. Likewise, a potential for certain conflicts exists between the
interests of owners of variable contracts and those of participants in a Plan
that invests in the fund. To the extent that such classes of investors are
invested in the same fund when a conflict of interest arises that might involve
the fund, one or more of such classes of investors could be disadvantaged. The
fund currently does not foresee any such conflict or disadvantage to owners of
variable contracts or Plan participants. Nonetheless, the funds' Board of
Directors will monitor the fund for the existence of any irreconcilable material
conflicts among or between the interests of various classes of investors. If
such a conflict affecting owners of variable contracts is determined to exist,
Hartford Life will, to the extent reasonably practicable, take such action as is
necessary to remedy or eliminate the conflict. If such a conflict were to occur,
one or more Accounts may be required to withdraw its investment in the fund or
substitute shares of another fund for the current fund. This, in turn, could
cause a fund to sell portfolio securities at a disadvantageous price.
DETERMINATION OF NET ASSET VALUE
The net asset value per shareis determined for the fund as of the close of the
New York Stock Exchange ("NYSE") (normally 4:00 p.m. Eastern Time) on each
business day that the NYSE is open. The net asset value is determined by
dividing the value of the fund's net assets attributable to a class of shares by
the number of shares outstanding for that class. The fund uses market prices in
valuing portfolio securities, but may use fair value estimates, as determined by
HL Advisors under the direction of the Board of Directors, if reliable market
prices are not available. Fair value pricing may be used by the fund when
current market values are unavailable or when an event occurs after the close of
the exchange on which the fund's portfolio securities are principally traded
that is likely to have changed the value of the securities. The use of fair
value pricing by a fund may cause the net asset value of its shares to differ
significantly from the net asset value that would be calculated using current
market values. Securities of foreign issuers and non-dollar securities are
valued on the basis of quotations from the primary market in which they are
traded, and are translated from the local currency into U.S. dollars using
current exchange rates. With respect to the funds, short-term investments that
will mature in
8 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUND
--------------------------------------------------------------------------------
60 days or less are also valued at amortized cost, which approximates market
value.
The fund may invest in securities primarily traded in foreign securities
markets. Foreign securities markets may trade on days when the fund does not
compute its net asset value or may close (generating closing prices) at times
before or after the NYSE. Consequently, the net asset value of the fund and the
value of its shares may change on days, or at times, when an investor cannot
redeem the fund's shares. Conversely, events affecting the values of securities
of foreign issuers and non-dollar securities that occur after the close of
regular trading on the NYSE will not be reflected in the fund's net asset value.
DIVIDENDS AND DISTRIBUTIONS
The shareholders of the fund are entitled to receive such dividends and
distributions as may be declared by the fund's Board of Directors, from time to
time based upon the investment performance of the assets making up the fund's
portfolio. The current policy for the fund is to pay dividends from net
investment income and to make distributions of realized capital gains, if any,
at least once each year.
Such dividends and distributions will be automatically invested in additional
full or fractional shares monthly on the last business day of each month at the
per share net asset value on that date. Provision is also made to pay such
dividends and distributions in cash if requested. Such dividends and
distributions will be in cash or in full or fractional shares of the fund at net
asset value.
EXCHANGE PRIVILEGES
Variable contract owners may exchange shares in the fund as indicated by the
accompanying variable contract prospectus. The fund is intended to be a
long-term investment vehicle and is not designed to provide investors with a
means of speculating on short-term market movements. Investors who engage in
excessive transfers in and out of a fund generate additional costs which are
borne by all of the funds' shareholders. In order to minimize such costs, the
fund reserves the right to reject any purchase request that is reasonably deemed
to be disruptive to efficient portfolio management, either because of the timing
of the investment or previous excessive trading by a variable contract owner.
FEDERAL INCOME TAXES
For federal income tax purposes, the fund is treated as a separate taxpayer. The
fund intends to qualify each year as a "regulated investment company" under the
Internal Revenue Code, as amended (the "Code"). By so qualifying, the fund is
not subject to federal income tax to the extent that its net investment income
and net realized capital gains are distributed to the separate accounts of
insurance companies or to qualified plans. Further, the fund intends to meet
certain diversification requirements applicable to mutual funds underlying
variable life insurance and variable annuity contracts.
The Shareholders of the fund are qualified pension and profit sharing plans and
the separate accounts of life insurance companies. Under current law, plan
participants and owners of variable life insurance and annuity contracts which
have invested in the fund are not subject to federal income tax on the fund
distributions or on gains realized upon the sale or redemption of fund shares
until they are withdrawn from the plan or contracts. For information concerning
the federal tax consequences to the purchasers of the variable annuity or
variable life insurance contracts, see the prospectus for such contract.
For more information about the tax status of the fund, see "Taxes" in the SAI.
BROKERAGE COMMISSIONS
Although the rules of the National Association of Securities Dealers, Inc.
prohibit its members from seeking orders for the execution of investment company
portfolio transactions on the basis of their sales of investment company shares,
under such rules, sales of investment company shares may be considered in
selecting brokers to effect portfolio transactions. Accordingly, some portfolio
transactions are, subject to such rules and to obtaining best prices and
executions, effected through dealers who sell shares of the fund.
VARIABLE CONTRACT OWNER VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Hartford Life generally votes shares held by the Accounts in accordance with
instructions received from the owners of variable contracts (or annuitants or
beneficiaries thereunder) having a voting interest in that Account. Each share
has one vote and votes are counted on an aggregate basis except as to matters
where the interests funds differ (such as approval of an investment advisory
agreement or a change in the fund's fundamental investment policies). In such
cases, the voting is on a fund-by-fund basis. Fractional shares are counted.
Shares held by an Account for which no instructions are received are voted by
Hartford Life for or against,
HARTFORD HLS MUTUAL FUNDS 9
<PAGE>
FURTHER INFORMATION ON THE FUND
--------------------------------------------------------------------------------
or in abstention, any proposals in the same proportion as the shares for which
instructions are received.
PLAN PARTICIPANT VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Plan trustees generally vote fund shares held by their Plans either in their own
discretion or in accordance with instructions from Plan participants.
PERFORMANCE RELATED INFORMATION
The fund may advertise performance related information. Performance information
about the fund is based on the fund's past performance only and is no indication
of future performance.
The fund may include its total return in advertisements or other sales material.
When the fund advertises its total return, it will usually be calculated for one
year, five years, and ten years or some other relevant period if the fund has
not been in existence for at least ten years. Total return is measured by
comparing the value of an investment in the fund at the beginning of the
relevant period to the value of the investment at the end of the period
(assuming immediate reinvestment of any dividends or capital gains
distributions).
The fund is offered exclusively through variable insurance products and to
certain qualified retirement plans. Performance information presented for the
fund should not be compared directly with performance information of other
insurance products or retirement plans without taking into account charges and
expenses payable with respect to these insurance products or retirement plans.
Such charges and expenses are not reflected in the funds' performance
information and will reduce an investor's return under the variable contracts or
retirement plans.
DISTRIBUTOR, CUSTODIAN AND TRANSFER
AGENT
Hartford Securities Distribution Company, Inc., 200 Hopmeadow Street, Simsbury,
CT 06089, serves as distributor to the funds.
State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts
02110, serves as custodian of each fund's assets.
Hartford Life Insurance Company, 200 Hopmeadow Street, Simsbury, CT 06089,
serves as Transfer and Dividend Disbursing Agent for the funds.
10 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FOR MORE INFORMATION
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Two documents are available that offer further information on the Hartford HLS
Fund:
ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS
Additional information on the fund is contained in the financial statements and
portfolio holdings of the funds' annual and semiannual report. In the fund's
annual report you will find a discussion of the market conditions and investment
strategies that significantly affected performance during the last fiscal year,
and the auditor's report.
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI contains more detailed information on all aspects of the fund.
A current SAI and annual report have been filed with the Securities and Exchange
Commission and are incorporated by reference into (are legally a part of) this
prospectus.
To request a free copy of the current annual/ semiannual report or the SAI,
please contact the fund at:
BY MAIL:
Hartford HLS Funds
c/o Individual Annuity Services
P.O. Box 5085
Hartford, CT 06102-5085
BY PHONE:
1-800-862-6668
ON THE INTERNET:
http://invest.hartfordlife.com
Or you may view or obtain these documents from the SEC:
IN PERSON:
at the SEC's Public Reference Room in Washington, DC
Information on the operation of the SEC's public reference room may be obtained
by calling 1-202-942-8090.
BY MAIL:
Public Reference Section
Securities and Exchange Commission
Washington, DC 20549-6009
(duplicating fee required)
ON THE INTERNET OR BY E-MAIL:
INTERNET:
www.sec.gov
E-MAIL:
[email protected]
Requests which are made by e-mail r equire the payment of a duplicating fee to
the SEC to obtain a document.
SEC FILE NUMBERS:
Premium Focus HLS Fund 811-08629
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<TABLE>
<S> <C>
HARTFORD HLS MUTUAL FUNDS
FOR USE WITH THE HARTFORD
VARIABLE INSURANCE PRODUCTS
AND CERTAIN QUALIFIED
RETIREMENT PLANS
CLASS IB SHARES
</TABLE>
<TABLE>
<S> <C>
PROSPECTUS
</TABLE>
<TABLE>
<S> <C>
EFFECTIVE [ ],
2000
</TABLE>
<PAGE>
HARTFORD HLS MUTUAL FUNDS
CLASS IB SHARES
PROSPECTUS
[ ], 2000
AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
HARTFORD SERIES FUND, INC.
PREMIUM FOCUS HLS FUND
HARTFORD HLS MUTUAL FUNDS
C/O INDIVIDUAL ANNUITY SERVICES
P.O. BOX 5085
HARTFORD, CT 06102-5085
<PAGE>
INTRODUCTION
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The Hartford HLS Funds is a family of twenty-one mutual funds (each a "fund" and
together the "funds") which serve as underlying investment options for certain
variable annuity and variable life insurance separate accounts of Hartford Life
Insurance Company and its affiliates ("Hartford Life") and certain qualified
retirement plans. Owners of variable annuity contracts and variable life
insurance contracts may choose the funds permitted in the accompanying contract
prospectus. In addition, participants in certain qualified retirement plans may
choose the funds permitted in their plans. Each fund offers two classes of
shares: Class IB shares offered in this prospectus and Class IA shares offered
by another prospectus.
Hartford Series Fund, Inc. is comprised of nine investment portfolios, each of
which is a Hartford HLS Fund. This prospectus describes one of these funds.
The Class IB shares were first offered in April 1998. Class IA shares are
subject to the same expenses as the Class IB shares, but unlike the Class IB
shares, they are not subject to distribution fees imposed pursuant to a
distribution plan ("Distribution Plan") adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940 (the "1940 Act"). The Premium Focus HLS Fund is a
non-diversified fund. Information on the fund, including risk factors for
investing in diversified versus non-diversified funds, can be found on the pages
following this summary. HARTFORD LIFE ALSO SPONSORS A FAMILY OF MUTUAL FUNDS
KNOWN AS THE HARTFORD MUTUAL FUNDS, INC. WHICH ARE OFFERED DIRECTLY TO THE
PUBLIC (THE "RETAIL FUNDS"). THE RETAIL FUNDS ARE SEPARATE FUNDS AND SHOULD NOT
BE CONFUSED WITH THE HARTFORD HLS FUND INVESTMENT OPTIONS OFFERED IN THIS
PROSPECTUS.
The investment manager to the fund is HL Investment Advisors, LLC ("HL
Advisors"). The day-to-day portfolio management of the fund is provided by an
investment sub-adviser -- Wellington Management Company, LLP ("Wellington
Management"). Information regarding Wellington Management is included under
"Management of the Fund" in this prospectus.
Please note that mutual funds are not bank deposits and are not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Because you could lose money by investing in the fund, be sure to read
all risk disclosures carefully before investing.
2 HARTFORD HLS MUTUAL FUNDS
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CONTENTS PAGE
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<TABLE>
<S> <C> <C>
A summary of the fund's goals, Hartford Premium Focus HLS Fund 4
strategies, risks, performance and
fees.
Other investment strategies and investment 6
Further information on the matters 7
fund. Management of the fund
Purchase and Redemption of fund shares 7
Determination of net asset value 9
Dividends and distributions 9
Exchange privileges 9
Federal income taxes 9
Brokerage commissions 10
Performance related information 10
Distributor, Custodian and Transfer Agent 10
For more information back cover
</TABLE>
HARTFORD HLS MUTUAL FUNDS 3
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HARTFORD PREMIUM FOCUS HLS FUND
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INVESTMENT GOAL. The Hartford Premium Focus Fund seeks long-term capital
appreciation.
INVESTMENT STRATEGY. The fund invests primarily in equity securities of a
relatively small number of large capitalization companies (stocks comprising the
S&P 500 Index). The fund will typically hold stocks of 20-30 companies.
Individual holdings typically constitute 3-5% of the fund's total assets and may
constitute up to 10%. The fund may invest up to 20% of its total assets in the
securities of foreign issuers and non-dollar securities.
Wellington Management uses a two phase investment strategy. Using what is
sometimes called a "top down" approach, Wellington Management analyzes the
general economic and investment environment by evaluating such things as
economic conditions, U.S. fiscal and monetary policy, demographic trends and
investor sentiment. Through this process Wellington Management tries to
anticipate trends and changes in various markets and in the overall economy to
identify industries and sectors that will outperform the U.S. economy.
The "top down" analysis is followed by what is often called a "bottom up"
approach, which is the use of fundamental (qualitative) analysis to select
specific securities from industries and sectors identified in the top down
analysis. Fundamental analysis involves the assessment of company-specific
factors such as business environment, management quality, balance sheet, income
statement, revenues, anticipated earnings and other related measures or
indicators of value.
The key characteristics of growth companies in which the fund typically invests
include:
- Accelerating earnings and earnings per share growth
- A strong balance sheet combined with a high return on equity
- Unrecognized or undervalued assets
- A strong management team
- A leadership position within an industry
- Sustainable or increasing dividends
- Positive investor sentiment
The fund will consider selling a security when:
- Downside risk equals upside potential.
- Decreasing trend of earnings growth is exhibited
- Excessive valuations are reached
Annual portfolio turnover is expected to be in excess of 100%.
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MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. You could
lose money as a result of your investment.
The fund's focus on large capitalization companies significantly influences its
performance. Large capitalization stocks as a group can fall out of favor with
the market causing the fund to perform more poorly than funds that focus on
medium or small capitalization stocks. In addition, because the fund is
non-diversified and therefore may take larger positions in individual issuers
than most mutual funds, the fund may have greater market fluctuation and price
volatility than a fund that maintains a more broadly diversified portfolio. An
investment in the fund therefore entails substantial market risk.
Wellington Management's strategy of combining top down and bottom up approaches
also has a significant impact on the fund's performance. If the strategy does
not produce the desired results, the fund could underperform its peers or lose
money. In particular, the fund's success in achieving its goal is highly
dependent on Wellington Management's successful reliance on the top down, bottom
up strategy and fundamental analysis of the prospects of particular companies.
Therefore, an investment in the fund also entails substantial financial risk
related to such companies.
Foreign investments may be more risky than domestic investments. Investments in
foreign securities may be affected by fluctuations in currency exchange rates,
incomplete or inaccurate financial information on companies, social upheavals
and political actions ranging from tax law changes to governmental collapse.
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PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
4 HARTFORD HLS MUTUAL FUNDS
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HARTFORD PREMIUM FOCUS HLS FUND
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YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IB
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of offering
price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.85%
Distribution and service (12b-1) fees [ ]
Other expenses [ ]
Total operating expenses [ ]
Fee waiver [ ]
Net expenses(1) [ ]
</TABLE>
(1)Although the Rule 12b-1 fee for Class IB shares is 0.25% of average net
assets, the fund's distributor has contractually agreed to reduce the fee to
0.18% through at least April 30, 2002. This waiver may be discontinued at any
time thereafter.
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IB shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IB
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
Wellington Management
PORTFOLIO MANAGER
Rand L. Alexander
- Senior Vice President of Wellington Management
- Joined Wellington Management in 1990
- Investment professional since 1976
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 5
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FURTHER INFORMATION ON THE FUND
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OTHER INVESTMENT STRATEGIES AND INVESTMENT MATTERS
INVESTMENT RISKS GENERALLY
There is no assurance that the fund will achieve its investment objective or
objectives, and investors should not consider the fund alone to be a complete
investment program. As with all mutual funds, there is a risk that an investor
could lose money by investing in the fund.
The different types of securities, investments, and investment techniques used
by the fund all have attendant risks of varying degrees. For example, with
respect to equity securities, there can be no assurance of capital appreciation
and an investment in any stock is subject to the risk that the stock market as a
whole may decline, thereby depressing the stock's price (market risk), or the
risk that the price of a particular issuer's stock may decline due to its
financial results (financial risk). With respect to debt securities, there
exists the risk that the issuer of a security may not be able to meet its
obligations on interest or principal payments at the time required by the
instrument (credit risk, a type of financial risk). In addition, the value of
debt instruments and other income-bearing securities generally rises and falls
inversely with prevailing current interest rates (interest rate risk, a type of
market risk). As described below, an investment in the fund entails special
additional risks as a result of its ability to invest a substantial portion of
their assets in foreign investments.
USE OF MONEY MARKET INVESTMENTS FOR TEMPORARY DEFENSIVE PURPOSES
From time to time, as part of its principal investment strategy, the fund may
invest some or all of its assets in high quality money market securities for
temporary defensive purposes in response to adverse market, economic or
political conditions. To the extent that the fund is in a defensive position, it
may lose the benefit of upswings and limit its ability to meet its investment
objective.
USE OF OPTIONS, FUTURES AND OTHER DERIVATIVES
Although not a principal investment strategy, the fund may purchase and sell
options, enter into futures contracts or utilize other derivatives with respect
to stocks, bonds, groups of securities (such as financial indices), foreign
currencies or interest rates. These techniques, which are incidental to the
fund's primary strategy, permit the fund to gain exposure to a particular
security, group of securities, interest rate or index, and thereby have the
potential for the fund to earn returns that are similar to those which would be
earned by direct investments in those securities or instruments.
These techniques are also used to manage risk by hedging a fund's portfolio
investments. Hedging techniques may not always be available to the fund; and it
may not always be feasible for the fund to use hedging techniques even when they
are available.
Derivatives have risks, however. If the issuer of the derivative instrument does
not pay the amount due, the fund could lose money on the instrument. In
addition, the underlying security or investment on which the derivative is
based, and the derivative itself, may not perform the way the manager expected.
As a result, the use of these techniques may result in losses to the fund or
increase volatility in the fund's performance.
FOREIGN INVESTMENTS
Investments in the securities of foreign issuers or investments in non-dollar
securities involve significant risks that are not typically associated with
investing in U.S. dollar-denominated securities or securities of domestic
issuers. Such investments may be affected by changes in currency rates, changes
in foreign or U.S. laws or restrictions applicable to such investments and in
exchange control regulations. Some foreign stock markets (and other securities
markets) may have substantially less volume than, for example, the New York
Stock Exchange (or other domestic markets) and securities of some foreign
issuers may be less liquid than securities of comparable domestic issuers.
Commissions and dealer mark-ups on transactions in foreign investments may be
higher than for similar transactions in the United States. In addition,
clearance and settlement procedures may be different in foreign countries and,
in certain markets, on certain occasions, such procedures have been unable to
keep pace with the volume of securities transactions, thus making it difficult
to conduct such transactions. The inability of the fund to make intended
investments due to settlement problems could cause it to miss attractive
investment opportunities. Inability to dispose of portfolio securities or other
investments due to settlement problems could result either in losses to the fund
due to subsequent declines in value of the portfolio investment or, if the fund
has entered into a contract to sell the investment, could result in possible
liability to the purchaser.
Foreign issuers are not generally subject to uniform accounting, auditing and
financial reporting standards comparable to those applicable to domestic
companies, and there may be less publicly available information about a foreign
issuer than about a domestic one. In
6 HARTFORD HLS MUTUAL FUNDS
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FURTHER INFORMATION ON THE FUND
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addition, there is generally less government regulation of stock exchanges,
brokers, and listed and unlisted issuers in foreign countries than in the United
States. Furthermore, with respect to certain foreign countries, there is a
possibility of expropriation or confiscatory taxation, imposition of withholding
taxes on dividend or interest payments, limitations on the removal of cash or
other assets of the fund, or political or social instability or diplomatic
developments which could affect investments in those countries. Individual
foreign economies also may differ favorably or unfavorably from the U.S. economy
in such respects as growth of gross national product, rate of inflation, capital
reinvestment, resource self-sufficiency and balance of payments position.
ABOUT THE FUND'S INVESTMENT GOAL
The fund's investment goal may be changed without the approval of the
shareholders of the fund. The fund may not be able to achieve its goal.
EXPENSE CONSEQUENCES OF PORTFOLIO TRADING PRACTICES
At times the fund may engage in short-term trading, which could produce higher
brokerage expenses for the fund and thus lowering the fund's performance.
ADDITIONAL INVESTMENT STRATEGIES AND RISKS
The fund may invest in various securities and engage in various investment
techniques which are not the principal focus of the fund and therefore are not
described in this prospectus. These securities and techniques, together with
their risks are discussed in the fund's Statement of Additional Information
which may be obtained free of charge by contacting the fund (see back cover for
address and phone number).
TERMS USED IN THIS PROSPECTUS
Equity Securities: Equity Securities include common stock, preferred stock,
securities convertible into common stock and warrants or rights to acquire
common stock.
Foreign Issuers: (1) Companies organized outside the United States, (2)
companies whose securities are principally traded outside the United States, and
(3) foreign governments and agencies or instrumentalities of foreign
governments.
Non-Dollar Securities: Securities denominated or quoted in foreign currency or
paying income in foreign currency.
MANAGEMENT OF THE FUND
THE INVESTMENT ADVISER
HL Investment Advisors, LLC ("HL Advisors") is the investment adviser to the
fund. As investment adviser, HL Advisors is responsible for supervising the
activities of the investment sub-adviser described below. In addition, Hartford
Life serves as the administrator of the fund. HL Advisors and Hartford Life are
majority-owned indirect subsidiaries of The Hartford Financial Services Group,
Inc. ("The Hartford"), a Connecticut financial services company with over $165
billion in assets. As of December 31, 1999 HL Advisors had over $40 billion in
assets under management. HL Advisors is principally located at 200 Hopmeadow
Street, Simsbury, Connecticut 06070.
THE INVESTMENT SUB-ADVISER
Wellington Management Company, LLP is the investment sub-adviser to the Premium
Focus HLS Fund.
Wellington Management, a Massachusetts limited liability partnership, is a
professional investment counseling firm that provides services to investment
companies, employee benefit plans, endowments, foundations and other
institutions and individuals. Wellington Management and its predecessor
organizations have provided investment advisory services since 1928. As of
December 31, 1999 Wellington Management had investment management authority over
approximately $235 billion in assets. Wellington Management is principally
located at 75 State Street, Boston, Massachusetts 02109.
MANAGEMENT FEES
The Fund pays a monthly advisory fee and administration fee to HL Advisors and
Hartford Life based on a stated percentage of the fund's average daily net asset
value as follows:
PREMIUM FOCUS FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.85%
Next $250 Million 0.80%
Amount Over $500 Million 0.75%
</TABLE>
PURCHASE AND REDEMPTION OF FUND SHARES
The fund offers each class of its shares to variable annuity and variable life
insurance separate accounts of Hartford Life (the "Accounts") as investment
option for certain variable annuity contracts and variable life insurance
contracts ("variable contracts") issued through the Accounts. The fund also
offers
HARTFORD HLS MUTUAL FUNDS 7
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FURTHER INFORMATION ON THE FUND
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each class of its shares to certain qualified retirement plans (the "Plans").
The fund offers two different classes of shares -- Class IA and Class IB. Class
IB shares are offered by this prospectus. Class IA shares are offered by a
separate prospectus. For the fund, both classes of shares represent an
investment in the fund but are subject to different expenses and have different
prices and performance.
Most of the Accounts are registered with the SEC as investment companies. When
shares of the fund are offered as investment options for variable contracts
issued through such an Account, a separate prospectus describing the particular
Account and contract will accompany this prospectus. When shares of the fund are
offered as investment options for variable contracts issued through an Account
that is not so registered, a separate disclosure document (rather than a
prospectus) describing that Account and contract will accompany this prospectus.
Shares of the fund are sold by Hartford Securities Distribution Company, Inc.
(the "Distributor") in a continuous offering to the Accounts and the Plans. Net
purchase payments under the variable contracts are placed in one or more
subaccounts of the Accounts and the assets of each subaccount are invested in
the shares of the fund corresponding to that subaccount. The Accounts and the
Plans purchase and redeem Class IB shares of the fund at net asset value without
sales or redemption charges.
For each day on which the fund's net asset value is calculated, the Accounts
transmit to the fund any orders to purchase or redeem shares of the fund based
on the net purchase payments, redemption (surrender or withdrawal) requests, and
transfer requests from variable contract owners, annuitants and beneficiaries
that have been processed by Hartford Life as of that day. Similarly, the Plans
transmit to the fund any orders to purchase or redeem shares of the fund based
on the instructions of Plan trustees or participants. The Accounts and Plans
purchase and redeem shares of the fund at the net asset value per share
calculated as of the day that the fund receives the order, although such
purchases and redemptions may be executed the next morning. Payment for shares
redeemed is made within seven days after receipt of notice of redemption, except
that payments of redemptions may be postponed beyond seven days when permitted
by applicable laws and regulations.
A potential for certain conflicts exists between the interests of variable
annuity contract owners and variable life insurance contract owners invested in
the fund. Likewise, a potential for certain conflicts exists between the
interests of owners of variable contracts and those of participants in a Plan
that invests in the fund. To the extent that such classes of investors are
invested in the same fund when a conflict of interest arises that might involve
the fund, one or more of such classes of investors could be disadvantaged. The
fund currently does not foresee any such conflict or disadvantage to owners of
variable contracts or Plan participants. Nonetheless, the funds' Board of
Directors will monitor the fund for the existence of any irreconcilable material
conflicts among or between the interests of various classes of investors. If
such a conflict affecting owners of variable contracts is determined to exist,
Hartford Life will, to the extent reasonably practicable, take such action as is
necessary to remedy or eliminate the conflict. If such a conflict were to occur,
one or more Accounts may be required to withdraw its investment in the fund or
substitute shares of another fund for the current fund. This, in turn, could
cause a fund to sell portfolio securities at a disadvantageous price.
DISTRIBUTION PLAN
Each fund has adopted a Distribution Plan pursuant to Rule 12b-1 under the 1940
Act for the Class IB shares. Pursuant to the Distribution Plan, the fund
compensates the Distributor from assets attributable to the Class IB shares for
services rendered and expenses borne in connection with activities primarily
intended to result in the sale of the Class IB shares. It is anticipated that a
portion of the amounts received by the Distributor will be used to defray
various costs incurred or paid by the Distributor in connection with the
printing and mailing of fund prospectuses, statements of additional information,
any supplements to those documents and shareholder reports and holding seminars
and sales meetings with wholesale and retail sales personnel designed to promote
the distribution of Class IB shares. The Distributor may also use the amounts
received to provide compensation to financial intermediaries and third-party
broker-dealers for their services in connection with the distribution of Class
IB shares.
Although the Distribution Plan provides that the fund may pay annually up to
0.25% of its average daily net assets attributable to its Class IB shares for
activities primarily intended to result in the sale of Class IB shares, the
Distributor has contractually agreed to waive .07% of the fee at least through
April 30, 2002. This waiver may be discontinued at any time thereafter. Under
the terms of the Distribution Plan and the principal underwriting agreement, the
fund is authorized to make payments monthly to the Distributor which may be used
to pay or reimburse entities providing distribution and shareholder servicing
with respect to the Class IB shares for such entities' fees or expenses incurred
or paid in that regard.
The Distribution Plan is of a type known as a "compensation" plan because
payments are made for services rendered to the fund with respect to Class IB
8 HARTFORD HLS MUTUAL FUNDS
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FURTHER INFORMATION ON THE FUND
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shares regardless of the level of expenditures by the Distributor. The Directors
will, however, take into account such expenditures for purposes of reviewing
operations under the Distribution Plan and in connection with their annual
consideration of the Plan's renewal. The Distributor has indicated that it
expects its expenditures to include, without limitation: (a) the printing and
mailing of fund prospectuses, statements of additional information, any
supplements to those documents and shareholder reports for prospective owners of
variable contracts, insurance products and trustees or participants in qualified
retirement plans with respect to the Class IB shares of a fund; (b) those
relating to the development, preparation, printing and mailing of
advertisements, sales literature and other promotional materials describing
and/or relating to the Class IB shares of the fund; (c) holding seminars and
sales meetings designed to promote the distribution of fund Class IB shares; (d)
obtaining information and providing explanations to wholesale and retail
distributors of variable contracts regarding fund investment objectives and
policies and other information about the fund, including the performance of the
fund; (e) training sales personnel regarding the Class IB shares of the fund;
(f) compensation to financial intermediaries and third-party broker-dealers; and
(g) financing any other activity that the Distributor determines is primarily
intended to result in the sale of Class IB shares. Rule 12b-1 fees have the
effect of increasing operating expenses of the fund.
DETERMINATION OF NET ASSET VALUE
The net asset value per share is determined for the fund as of the close of the
New York Stock Exchange ("NYSE") (normally 4:00 p.m. Eastern Time) on each
business day that the NYSE is open. The net asset value is determined by
dividing the value of the fund's net assets attributable to a class of shares by
the number of shares outstanding for that class. The fund uses market prices in
valuing portfolio securities, but may use fair value estimates, as determined by
HL Advisors under the direction of the Board of Directors, if reliable market
prices are not available. Fair value pricing may be used by the fund when
current market values are unavailable or when an event occurs after the close of
the exchange on which the fund's portfolio securities are principally traded
that is likely to have changed the value of the securities. The use of fair
value pricing by a fund may cause the net asset value of its shares to differ
significantly from the net asset value that would be calculated using current
market values. Securities of foreign issuers and non-dollar securities are
valued on the basis of quotations from the primary market in which they are
traded, and are translated from the local currency into U.S. dollars using
current exchange rates. With respect to the fund, short-term investments that
will mature in 60 days or less are also valued at amortized cost, which
approximates market value.
The fund may invest in securities primarily traded in foreign securities
markets. Foreign securities markets may trade on days when the fund does not
compute its net asset value or may close (generating closing prices) at times
before or after the NYSE. Consequently, the net asset value of the fund and the
value of its shares may change on days, or at times, when an investor cannot
redeem the fund's shares. Conversely, events affecting the values of securities
of foreign issuers and non-dollar securities that occur after the close of
regular trading on the NYSE will not be reflected in the fund's net asset value.
DIVIDENDS AND DISTRIBUTIONS
The shareholders of the fund are entitled to receive such dividends and
distributions as may be declared by the fund's Board of Directors, from time to
time based upon the investment performance of the assets making up the fund's
portfolio. The current policy for the fund is to pay dividends from net
investment income and to make distributions of realized capital gains, if any,
at least once each year.
Such dividends and distributions will be automatically invested in additional
full or fractional shares monthly on the last business day of each month at the
per share net asset value on that date. Provision is also made to pay such
dividends and distributions in cash if requested. Such dividends and
distributions will be in cash or in full or fractional shares of the fund at net
asset value.
EXCHANGE PRIVILEGES
Variable contract owners may exchange shares in the fund as indicated by the
accompanying variable contract prospectus. The fund is intended to be a
long-term investment vehicle and is not designed to provide investors with a
means of speculating on short-term market movements. Investors who engage in
excessive transfers in and out of a fund generate additional costs which are
borne by all of the funds' shareholders. In order to minimize such costs, the
fund reserves the right to reject any purchase request that is reasonably deemed
to be disruptive to efficient portfolio management, either because of the timing
of the investment or previous excessive trading by a variable contract owner.
FEDERAL INCOME TAXES
For federal income tax purposes, the fund is treated as a separate taxpayer. The
fund intends to qualify each year as a "regulated investment company" under the
Internal Revenue Code, as amended (the "Code"). By so qualifying, the fund is
not subject to federal income tax to the extent that its net investment
HARTFORD HLS MUTUAL FUNDS 9
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FURTHER INFORMATION ON THE FUND
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income and net realized capital gains are distributed to the separate accounts
of insurance companies or to qualified plans. Further, the fund intends to meet
certain diversification requirements applicable to mutual funds underlying
variable life insurance and variable annuity contracts.
The Shareholders of the fund are qualified pension and profit sharing plans and
the separate accounts of life insurance companies. Under current law, plan
participants and owners of variable life insurance and annuity contracts which
have invested in the fund are not subject to federal income tax on the fund
distributions or on gains realized upon the sale or redemption of fund shares
until they are withdrawn from the plan or contracts. For information concerning
the federal tax consequences to the purchasers of the variable annuity or
variable life insurance contracts, see the prospectus for such contract.
For more information about the tax status of the fund, see "Taxes" in the SAI.
BROKERAGE COMMISSIONS
Although the rules of the National Association of Securities Dealers, Inc.
prohibit its members from seeking orders for the execution of investment company
portfolio transactions on the basis of their sales of investment company shares,
under such rules, sales of investment company shares may be considered in
selecting brokers to effect portfolio transactions. Accordingly, some portfolio
transactions are, subject to such rules and to obtaining best prices and
executions, effected through dealers who sell shares of the fund.
VARIABLE CONTRACT OWNER VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Hartford Life generally votes shares held by the Accounts in accordance with
instructions received from the owners of variable contracts (or annuitants or
beneficiaries thereunder) having a voting interest in that Account. Each share
has one vote and votes are counted on an aggregate basis except as to matters
where the interests funds differ (such as approval of an investment advisory
agreement or a change in the fund's fundamental investment policies). In such
cases, the voting is on a fund-by-fund basis. Fractional shares are counted.
Shares held by an Account for which no instructions are received are voted by
Hartford Life for or against, or in abstention, any proposals in the same
proportion as the shares for which instructions are received.
PLAN PARTICIPANT VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Plan trustees generally vote fund shares held by their Plans either in their own
discretion or in accordance with instructions from Plan participants.
PERFORMANCE RELATED INFORMATION
The fund may advertise performance related information. Performance information
about the fund is based on the fund's past performance only and is no indication
of future performance. The fund may include its total return in advertisements
or other sales material. When the fund advertises its total return, it will
usually be calculated for one year, five years, and ten years or some other
relevant period if the fund has not been in existence for at least ten years.
Total return is measured by comparing the value of an investment in the fund at
the beginning of the relevant period to the value of the investment at the end
of the period (assuming immediate reinvestment of any dividends or capital gains
distributions).
The fund is offered exclusively through variable insurance products and to
certain qualified retirement plans. Performance information presented for the
fund should not be compared directly with performance information of other
insurance products or retirement plans without taking into account charges and
expenses payable with respect to these insurance products or retirement plans.
Such charges and expenses are not reflected in the funds' performance
information and will reduce an investor's return under the variable contracts or
retirement plans.
DISTRIBUTOR, CUSTODIAN AND TRANSFER AGENT
Hartford Securities Distribution Company, Inc., 200 Hopmeadow Street, Simsbury,
CT 06089, serves as distributor to the funds.
State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts
02110, serves as custodian of each fund's assets.
Hartford Life Insurance Company, 200 Hopmeadow Street, Simsbury, CT 06089,
serves as Transfer and Dividend Disbursing Agent for the funds.
10 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FOR MORE INFORMATION
--------------------------------------------------------------------------------
Two documents are available that offer further information on the Hartford HLS
Fund:
ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS
Additional information on the fund is contained in the financial statements and
portfolio holdings of the funds' annual and semiannual report. In the fund's
annual report you will find a discussion of the market conditions and investment
strategies that significantly affected performance during the last fiscal year,
and the auditor's report.
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI contains more detailed information on all aspects of the fund.
A current SAI and annual report have been filed with the Securities and Exchange
Commission and are incorporated by reference into (are legally a part of) this
prospectus.
To request a free copy of the current annual/ semiannual report or the SAI,
please contact the fund at:
BY MAIL:
Hartford HLS Funds
c/o Individual Annuity Services
P.O. Box 5085
Hartford, CT 06102-5085
BY PHONE:
1-800-862-6668
ON THE INTERNET:
http://invest.hartfordlife.com
Or you may view or obtain these documents from the SEC:
IN PERSON:
at the SEC's Public Reference Room in Washington, DC
Information on the operation of the SEC's public reference room may be obtained
by calling 1-202-942-8090.
BY MAIL:
Public Reference Section
Securities and Exchange Commission
Washington, DC 20549-6009
(duplicating fee required)
ON THE INTERNET OR BY E-MAIL:
INTERNET:
www.sec.gov
E-MAIL:
[email protected]
Requests which are made by e-mail require the payment of a duplicating fee to
the SEC to obtain a document.
SEC FILE NUMBERS:
Premium Focus HLS Fund 811-08629
<PAGE>
HARTFORD HLS MUTUAL FUNDS
FOR USE WITH THE HARTFORD
VARIABLE INSURANCE PRODUCTS
AND CERTAIN QUALIFIED
RETIREMENT PLANS
CLASS IA SHARES
PROSPECTUS
EFFECTIVE [ ], 2000
<PAGE>
[THIS PAGE IS INTENTIONALLY LEFT BLANK]
<PAGE>
HARTFORD HLS MUTUAL FUNDS
CLASS IA SHARES
PROSPECTUS
[ ], 2000
AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
HARTFORD SERIES FUND, INC.
GLOBAL COMMUNICATIONS HLS FUND
GLOBAL FINANCIAL SERVICES HLS FUND
GROWTH HLS FUND
HARTFORD HLS MUTUAL FUNDS
C/O INDIVIDUAL ANNUITY SERVICES
P.O. BOX 5085
HARTFORD, CT 06102-5085
<PAGE>
INTRODUCTION
------------------------------------------------------------
The Hartford HLS Funds is a family of twenty-one mutual funds (each a "fund" and
together the "funds") which serve as underlying investment options for certain
variable annuity and variable life insurance separate accounts of Hartford Life
Insurance Company and its affiliates ("Hartford Life") and certain qualified
retirement plans. Owners of variable annuity contracts and variable life
insurance contracts may choose the funds permitted in the accompanying contract
prospectus. In addition, participants in certain qualified retirement plans may
choose the funds permitted in their plans. Each fund offers two classes of
shares: Class IA shares offered in this prospectus and Class IB shares offered
by another prospectus.
Hartford Series Fund, Inc. is comprised of nine investment portfolios, each of
which is a Hartford HLS Fund. This prospectus describes three of these funds.
The Growth HLS Fund is a diversified fund. The Global Communications HLS Fund
and Global Financial Services HLS Fund are non-diversified funds, which are
sometimes known as "sector funds." Information on each fund, including risk
factors for investing in diversified versus non-diversified funds, can be found
on the pages following this summary. HARTFORD LIFE ALSO SPONSORS A FAMILY OF
MUTUAL FUNDS KNOWN AS THE HARTFORD MUTUAL FUNDS, INC. WHICH ARE OFFERED DIRECTLY
TO THE PUBLIC (THE "RETAIL FUNDS"). THE RETAIL FUNDS ARE SEPARATE FUNDS AND
SHOULD NOT BE CONFUSED WITH THE HARTFORD HLS FUND INVESTMENT OPTIONS OFFERED IN
THIS PROSPECTUS.
The investment manager to each fund is HL Investment Advisors, LLC ("HL
Advisors"). The day-to-day portfolio management of the funds is provided by an
investment sub-adviser -- Wellington Management Company, LLP ("Wellington
Management"). Information regarding Wellington Management is included under
"Management of the Funds" in this prospectus.
Please note that mutual funds are not bank deposits and are not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Because you could lose money by investing in these funds, be sure to
read all risk disclosures carefully before investing.
2 HARTFORD HLS MUTUAL FUNDS
<PAGE>
CONTENTS PAGE
------------------------------------------------------------
<TABLE>
<S> <C> <C>
A summary of each fund's goals, Hartford Global Communications HLS Fund 4
strategies, risks, performance and Hartford Global Financial Services HLS Fund 6
fees. Hartford Growth HLS Fund 8
Other investment strategies and investment 10
matters 12
Further information on the funds. Management of the funds
Purchase and redemption of fund shares 12
Determination of net asset value 13
Dividends and distributions 13
Exchange privileges 14
Federal income taxes 14
Brokerage commissions 14
Performance related information 14
Distributor, Custodian and Transfer Agent 15
For more information back cover
</TABLE>
HARTFORD HLS MUTUAL FUNDS 3
<PAGE>
HARTFORD GLOBAL COMMUNICATIONS HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Global Communications Fund seeks long-term
capital appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in equity securities of telecommunications companies
worldwide. The fund takes a broad approach to investing in the
telecommunications industry. It may invest in companies that: manufacture and
distribute telecommunications equipment; companies that provide traditional
local and long-distance telephone service and equipment; companies that provide
cellular, paging and local and wide area product networks or equipment;
companies that provide satellite, microwave and cable television or equipment;
and companies developing new telecommunications technologies.
The fund's investment process focuses on stock selection through fundamental
(qualitative) analysis. Fundamental analysis involves assessment of company-
specific factors such as business environment, management quality, balance
sheet, income statement, revenues, anticipated earnings and other related
measures and indicators of value. Wellington Management uses its in-depth
knowledge of the telecommunications industry to select companies with the
following attributes:
The current market price of its stock is at the low end of its historical
relative valuation range:
- A positive change in operating results is anticipated but not yet
reflected in the price of its stock
- Unrecognized or undervalued assets
- Management that demonstrates that it can convert the above factors into
shareholder value
The fund will consider selling a security when:
- Its target price is achieved
- Expectations of future earnings/returns of its issuer are reduced due to
fundamental changes in the issuer's business prospects
- Equity securities of other comparable issuers in the industry are
available at more attractive prices
The fund's portfolio is heavily concentrated in the telecommunications industry
and not considered diversified. Although the fund does not invest more than 10%
of its total assets in the securities of a single issuer, it often holds
relatively large positions in the securities of particular issuers. Except for
temporary defensive purposes, the fund remains substantially fully invested. The
fund may invest in securities of companies of any size capitalization. Annual
portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. Because
the fund may invest in small, medium and large companies, its performance may be
more volatile than that of a fund that invests primarily in larger companies.
You could lose money as a result of your investment.
Equity securities of small or mid-sized companies may be more risky than those
of larger companies. These companies may be young and have more limited
operating or business history. Because these businesses frequently rely on
narrower product lines and niche markets, they can suffer from isolated business
setbacks.
The fund's investments are concentrated in the telecommunications industry. This
means that the fund may have greater market fluctuation and price volatility
than a fund that maintains a more broadly diversified portfolio by investing
across a variety of industries. Financial, business and economic factors
affecting the telecommunications industry are likely to have a substantial
impact on the fund. Because market conditions, interest rates, economic,
regulatory and financial developments are likely to have similar effect on many
companies in the industry, they are likely to have a greater impact on a fund of
this kind than on a broadly diversified fund. Similarly, because the fund may
take larger positions in individual issuers than most mutual funds, it is
subject to greater financial risk.
Fierce competition in many sectors of the telecommunications industry may cause
companies to significantly reduce the prices of their products, which can reduce
the companies' profitability. Should this occur throughout the industry, the
value of the fund's investment portfolio could decline substantially. In
addition, companies in this industry can suffer significant adverse effects from
obsolescence of existing equipment, short product cycles and new market
entrants. Such effects could reduce such companies' profitability and the market
value of their securities. Finally, companies in this industry, particularly
telephone operating companies, are often subject to government regulation of
rates of return and services that can be offered. Overall, the fund's returns
may be more volatile than those of a fund that is not subject to these risk
factors.
Foreign investments may be more risky than domestic investments. Investments in
securities of foreign issuers and non-dollar securities may be affected by
fluctuations in currency exchange rates, incomplete or inaccurate financial
information on companies, social upheavals and political actions ranging from
tax-law changes to governmental collapse.
Wellington Management's investment strategy will significantly influence the
fund's performance. If Wellington's strategy for selecting individual securities
does not produce the desired results, the fund could underperform its peers or
lose money.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
4 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GLOBAL COMMUNICATIONS HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IA
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
Management fees 0.85%
Distribution and service (12b-1) fees None
Other expenses [ ]
Total operating expenses [ ]
</TABLE>
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IA shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IA
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
The fund is managed by Wellington Management using a team of its global industry
analysts that specialize in the telecommunications industry
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 5
<PAGE>
HARTFORD GLOBAL FINANCIAL SERVICES HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Global Financial Services Fund seeks long-term
capital appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in equity securities of financial services companies
worldwide. The fund takes a broad approach to investing in the financial
services industry. It may invest in banks, savings and loan associations (and
other thrifts), mortgage banking companies, insurance companies, securities
brokers, asset management companies, leasing companies and consumer and
industrial finance companies.
Because the financial services industry requires large pools of accumulated
capital and stable economic, legal and political institutions, the vast majority
of the world's market value in financial services stocks is located in North
America and western Europe. Therefore the fund invests most of its assets in
companies located in these two geographical regions. Wellington Management uses
its in-depth knowledge of the financial services industry to assess the
competitive situation and consolidation dynamics in each region.
The fund's investment process focuses on stock selection through fundamental
(qualitative) analysis. Fundamental analysis involves the assessment of
company-specific factors such as business environment, management quality,
balance sheet, income statement, revenues, anticipated earnings and other
related measures or indicators of value. Wellington Management uses this
'bottom-up' approach to identify stocks with a favorable risk/reward profile.
A stock is considered to have a strong risk/reward profile if its issuer
exhibits one or more of the following attributes:
- Management focuses on rewarding shareholders
- Market expectations of future earnings are too low
- Market value does not reflect the fact that earnings are understated due
to conservative accounting
- Market value does not reflect the true value of the issuer's component
businesses and there is some reason to believe that this disparity will
not persist
- It is an outstanding company but the stock is available at an average
price because of the market's temporary indifference to quality
- Its strength in a distinct product or geographic area makes it attractive
to potential acquirers
The fund will consider selling a security when:
- Its issuer's management has reverted to traditional attitudes towards
shareholder value
- Market expectations of future earnings are too high
- It can sell the security of an outstanding company at a significant
premium due to the market's temporary overemphasis on quality
- Market value exceeds the true value of the issuer's component businesses
- Market value does not reflect the fact that earnings are overstated due
to aggressive accounting
- Market value does not reflect the risk of potential problems in an
important business component
- Equity securities of other comparable issuers in the industry are
available at more attractive prices
The fund's portfolio is heavily concentrated in the financial services industry
and is not considered diversified. Although the fund does not invest more than
10% of its total assets in the securities of a single issuer, it often holds
relatively large positions in the securities of particular issuers. Except for
temporary defensive purposes, the fund remains substantially fully invested. The
fund may invest in securities of companies of any size capitalization. Annual
portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. Because
the fund may invest in small, medium and large companies, its performance may be
more volatile than that of a fund that invests primarily in larger companies.
You could lose money as a result of your investment.
Equity securities of small or mid-sized companies may be more risky than those
of larger companies. These companies may be young and have more limited
operating or business history. Because these businesses frequently rely on
narrower product lines and niche markets, they can suffer from isolated business
setbacks.
The fund's investments are concentrated in the financial services industry. This
means that the fund may have greater market fluctuation and price volatility
than a fund that maintains a more broadly diversified portfolio by investing
across a variety of industries. Financial, business and economic factors
affecting the financial services industry are likely to have a substantial
impact on the fund. Because market conditions, interest rates, economic,
regulatory and financial developments are likely to have similar effect on many
companies in the industry, they are likely to have a greater impact on a fund of
this kind than on a broadly diversified fund. Similarly, because the Fund may
take larger positions in individual issuers than most mutual funds, it is
subject to greater financial risk.
Each sector of the financial services industry is subject to extensive
government regulation which can limit the amounts and types of loans and other
financial commitments that companies can make, the interest rates and fees that
they can charge, and the manner in which they distribute their products.
Profitability can be largely dependent on the availability and cost of capital
and can fluctuate significantly when interest rates change. Credit losses
resulting from financial difficulties of borrowers can negatively affect lending
institutions. Insurance companies can be subject to severe price competition.
The financial services industry generally is undergoing rapid change as existing
distinctions between financial service sectors diminish. For example, recent
mergers have combined insurance, finance and securities brokerage under single
ownership. Likewise, some primarily retail companies have expanded into the
securities brokerage and insurance sectors.
Foreign investments may be more risky than domestic investments. Investments in
securities of foreign issuers and non-dollar securities may be affected by
fluctuations in currency exchange rates, incomplete or inaccurate financial
information on companies, social upheavals and political actions ranging from
tax law changes to governmental collapse.
Wellington Management's investment strategy will significantly influence the
fund's performance. If Wellington's strategy for selecting individual securities
does not produce the desired results, the fund could underperform its peers or
lose money.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
6 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GLOBAL FINANCIAL SERVICES HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IA
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
</TABLE>
<TABLE>
<S> <C>
Management fees 0.85%
Distribution and service (12b-1) fees None
Other expenses [ ]
Total operating expenses [ ]
</TABLE>
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IA shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IA
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
The fund is managed by Wellington Management using a team of its global industry
analysts that specialize in the financial services industry.
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 7
<PAGE>
HARTFORD GROWTH HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Growth Fund seeks maximum long-term capital
appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in large capitalization (stocks comprising the S&P 500
Index) and blue chip equity securities representing all major sectors of the
U.S. economy. The fund's holdings emphasize securities of growth oriented
companies with market capitalizations in excess of $10 billion. The fund may
invest up to [20]% of its total assets in the securities of foreign issuers and
non-dollar securities.
Wellington Management uses a two-phase investment strategy. Using what is
sometimes called a "top down" approach, Wellington Management analyzes the
general economic and investment environment by evaluating such things as
economic conditions, U.S. fiscal and monetary policy, demographic trends and
investor sentiment. Through this process Wellington Management tries to
anticipate trends and changes in various markets and in the overall economy to
identify industries and sectors that will outperform the U.S. economy.
The "top down" analysis is followed by what is often called a "bottom up"
approach, which is the use of fundamental (qualitative) analysis to select
specific securities from industries and sectors identified in the top down
analysis. Fundamental analysis involves the assessment of company-specific
factors such as business environment, management quality, balance sheet, income
statement, revenues, anticipated earnings and other related measures or
indicators of value.
The key characteristics of growth companies favored by the fund include:
- Accelerating earnings and earnings per share growth
- A strong balance sheet combined with a high return on equity
- Unrecognized or undervalued assets
- A strong management team
- A leadership position within an industry
The fund will consider selling a security when:
- Confidence in management is lost
- Expectations of future earnings/returns of its issuer are reduced due to
fundamental changes in the issuer's business prospects
- Equity securities of other issuers in the industry are available at more
attractive prices
Annual portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. You could
lose money as a result of your investment.
The fund's focus on large capitalization growth companies significantly
influences its performance. Large capitalization stocks as a group can fall out
of favor with the market causing the fund to perform more poorly than funds that
focus on medium or small capitalization stocks. Likewise, the securities of
growth oriented companies can fall out of favor with the market with the same
results. An investment in the fund entails substantial market risk.
Wellington Management's strategy of combining top down and bottom up approaches
also has a significant impact on the fund's performance. If the strategy does
not produce the desired results, the fund could underperform its peers or lose
money. In particular, the fund's success in achieving its goal is highly
dependent on Wellington Management's successful reliance on fundamental analysis
of the prospects of particular companies. Therefore, an investment in the fund
also entails significant financial risk related to such companies.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
8 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GROWTH HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract holder by a qualified retirement plan.
SHAREHOLDER FEES CLASS IA
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.775%
Distribution and service (12b-1) fees None
Other expenses [ ]
Total operating expenses [ ]
</TABLE>
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IA shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IA
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
Wellington Management
PORTFOLIO MANAGER
Andrew J. Shilling
- Vice President of Wellington Management
- Joined Wellington Management in 1994
- Investment professional since 1990
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 9
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
OTHER INVESTMENT STRATEGIES AND INVESTMENT MATTERS
INVESTMENT RISKS GENERALLY
There is no assurance that a fund will achieve its investment objective or
objectives, and investors should not consider any one fund alone to be a
complete investment program. As with all mutual funds, there is a risk that an
investor could lose money by investing in a fund.
The different types of securities, investments, and investment techniques used
by each fund all have attendant risks of varying degrees. For example, with
respect to equity securities, there can be no assurance of capital appreciation
and an investment in any stock is subject to the risk that the stock market as a
whole may decline, thereby depressing the stock's price (market risk), or the
risk that the price of a particular issuer's stock may decline due to its
financial results (financial risk). With respect to debt securities, there
exists the risk that the issuer of a security may not be able to meet its
obligations on interest or principal payments at the time required by the
instrument (credit risk, a type of financial risk). In addition, the value of
debt instruments and other income-bearing securities generally rises and falls
inversely with prevailing current interest rates (interest rate risk, a type of
market risk). As described below, an investment in certain of the funds entails
special additional risks as a result of their ability to invest a substantial
portion of their assets in foreign investments, or securities of issuers in the
same industry.
USE OF MONEY MARKET INVESTMENTS FOR TEMPORARY DEFENSIVE PURPOSES
From time to time, as part of its principal investment strategy, each fund may
invest some or all of its assets in high quality money market securities for
temporary defensive purposes in response to adverse market, economic or
political conditions. To the extent that a fund is in a defensive position, it
may lose the benefit of upswings and limit its ability to meet its investment
objective.
USE OF OPTIONS, FUTURES AND OTHER DERIVATIVES
Although not a principal investment strategy, each fund may purchase and sell
options, enter into futures contracts or utilize other derivatives with respect
to stocks, bonds, groups of securities (such as financial indices), foreign
currencies or interest rates. These techniques, which are incidental to each
fund's primary strategy, permit a fund to gain exposure to a particular
security, group of securities, interest rate or index, and thereby have the
potential for a fund to earn returns that are similar to those which would be
earned by direct investments in those securities or instruments.
These techniques are also used to manage risk by hedging a fund's portfolio
investments. Hedging techniques may not always be available to the funds; and it
may not always be feasible for a fund to use hedging techniques even when they
are available.
Derivatives have risks, however. If the issuer of the derivative instrument does
not pay the amount due, a fund could lose money on the instrument. In addition,
the underlying security or investment on which the derivative is based, and the
derivative itself, may not perform the way the manager expected. As a result,
the use of these techniques may result in losses to a fund or increase
volatility in a fund's performance.
FOREIGN INVESTMENTS
Investments in the securities of foreign issuers or investments in non-dollar
securities involve significant risks that are not typically associated with
investing in U.S. dollar-denominated securities or securities of domestic
issuers. Such investments may be affected by changes in currency rates, changes
in foreign or U.S. laws or restrictions applicable to such investments and in
exchange control regulations. Some foreign stock markets (and other securities
markets) may have substantially less volume than, for example, the New York
Stock Exchange (or other domestic markets) and securities of some foreign
issuers may be less liquid than securities of comparable domestic issuers.
Commissions and dealer mark-ups on transactions in foreign investments may be
higher than for similar transactions in the United States. In addition,
clearance and settlement procedures may be different in foreign countries and,
in certain markets, on certain occasions, such procedures have been unable to
keep pace with the volume of securities transactions, thus making it difficult
to conduct such transactions. The inability of the fund to make intended
investments due to settlement problems could cause it to miss attractive
investment opportunities. Inability to dispose of portfolio securities or other
investments due to settlement problems could result either in losses to the fund
due to subsequent declines in value of the portfolio investment or, if the fund
has entered into a contract to sell the investment, could result in possible
liability to the purchaser.
10 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
Foreign issuers are not generally subject to uniform accounting, auditing and
financial reporting standards comparable to those applicable to domestic
companies, and there may be less publicly available information about a foreign
issuer than about a domestic one. In addition, there is generally less
government regulation of stock exchanges, brokers, and listed and unlisted
issuers in foreign countries than in the United States.
Furthermore, with respect to certain foreign countries, there is a possibility
of expropriation or confiscatory taxation, imposition of withholding taxes on
dividend or interest payments, limitations on the removal of cash or other
assets of the fund, or political or social instability or diplomatic
developments which could affect investments in those countries. Individual
foreign economies also may differ favorably or unfavorably from the U.S. economy
in such respects as growth of gross national product, rate of inflation, capital
reinvestment, resource self-sufficiency and balance of payments position.
THE FINANCIAL SERVICES INDUSTRY
The financial service industry is subject to extensive government regulation,
can be subject to relatively rapid change due to increasingly blurred
distinctions between service segments and can be significantly affected by
availability and cost of capital, changes in interest rates and price
competition. In addition, various segments of this industry are subject to risks
specific to their businesses.
The banking industry will be significantly affected by the recent adoption of
federal legislation that has diminished the separation between commercial and
investment banking businesses and changed the laws governing capitalization and
the savings and loan industry. While providing diversification, this legislation
could expose banks to well-financed competitors, particularly as the historical
distinctions between banks and other financial institutions erode. Increased
competition can also result from the broadening of regional and national
interstate banking powers, which has already reduced the number of publicly
traded banks. In addition, general economic conditions greatly impact banks that
face exposure to credit losses and banks can be significantly affected by
interest rate changes.
The brokerage and investment management industry (and certain segments of the
life insurance industry) is significantly affected by changes in government
regulations, brokerage commission structure, large capital requirements and a
very competitive environment. The performance of companies in the brokerage and
investment management businesses can be closely tied to the performance of the
securities markets and can suffer substantially during market declines. Revenues
can also depend on overall market activity.
The insurance industry can be significantly affected by interest rates, general
economic conditions, and price and marketing competition. Property and casualty
insurance profits can be affected by weather catastrophes and other natural
disasters. Life and health insurance profits can be affected by mortality and
morbidity rates. Insurance companies can be adversely affected by inadequacy of
reserves and cash flows, the inability of reinsurance carriers to pay claims,
liability for coverage of environmental clean-up costs from past years, and as
yet unidentified liabilities. Also, insurance companies are subject to extensive
government regulation, including the imposition of maximum rate levels, and can
be adversely affected by proposed or potential tax law changes. For example,
possible changes in government regulations affecting the health care system
could have a dramatic impact on the health insurance industry in the future.
The residential finance and mortgage industry can be significantly affected by
changes in government regulation, interest rate movements, home mortgage demand,
refinancing activity, and residential delinquency trends. The residential real
estate finance industry has changed rapidly over the last decade. Regulatory
changes at federally insured institutions (in response to high failure rates)
have mandated higher capital ratios and more prudent lending. Reduced capacity
among insured institutions has created growth opportunities for uninsured
companies and secondary market products to fulfill unmet demand for home
finance. Change continues in the origination, packaging, selling, holding and
insuring of home finance products.
ABOUT EACH FUND'S INVESTMENT GOAL
Each fund's investment goal may be changed without the approval of the
shareholders of the fund. A fund may not be able to achieve its goal.
EXPENSE CONSEQUENCES OF PORTFOLIO TRADING PRACTICES
At times each fund may engage in short-term trading, which could produce higher
brokerage expenses for a fund and thus lowering a fund's performance.
ADDITIONAL INVESTMENT STRATEGIES AND RISKS
Each fund may invest in various securities and engage in various investment
techniques which are not the principal focus of the fund and therefore are not
described in this prospectus. These securities and
HARTFORD HLS MUTUAL FUNDS 11
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
techniques, together with their risks are discussed in the fund's Statement of
Additional Information which may be obtained free of charge by contacting the
fund (see back cover for address and phone number).
TERMS USED IN THIS PROSPECTUS
Equity Securities: Equity Securities include common stock, preferred stock,
securities convertible into common stock and warrants or rights to acquire
common stock.
Foreign Issuers: (1) Companies organized outside the United States,
(2) companies whose securities are principally traded outside the United States,
and (3) foreign governments and agencies or instrumentalities of foreign
governments.
Non-Dollar Securities: Securities denominated or quoted in foreign currency or
paying income in foreign currency.
MANAGEMENT OF THE FUNDS
THE INVESTMENT ADVISER
HL Investment Advisors, LLC ("HL Advisors") is the investment adviser to each
fund. As investment adviser, HL Advisors is responsible for supervising the
activities of the investment sub-adviser described below. In addition, Hartford
Life serves as the administrator of each fund. HL Advisors and Hartford Life are
majority-owned indirect subsidiaries of The Hartford Financial Services
Group, Inc. ("The Hartford"), a Connecticut financial services company with over
$165 billion in assets. As of December 31, 1999 HL Advisors had over $40 billion
in assets under management. HL Advisors is principally located at 200 Hopmeadow
Street, Simsbury, Connecticut 06070.
THE INVESTMENT SUB-ADVISERS
Wellington Management Company, LLP is the investment sub-adviser to the Global
Communications HLS Fund, Global Financial Services HLS Fund and Growth HLS Fund.
Wellington Management, a Massachusetts limited liability partnership, is a
professional investment counseling firm that provides services to investment
companies, employee benefit plans, endowments, foundations and other
institutions and individuals. Wellington Management and its predecessor
organizations have provided investment advisory services since 1928. As of
December 31, 1999 Wellington Management had investment management authority over
approximately $235 billion in assets. Wellington Management is principally
located at 75 State Street, Boston, Massachusetts 02109.
MANAGEMENT FEES
Each Fund pays a monthly advisory fee and administration fee to HL Advisors and
Hartford Life based on a stated percentage of the fund's average daily net asset
value as follows:
GROWTH FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.775%
Next $250 Million 0.725%
Next $500 Million 0.675%
Amount Over $1 Billion 0.625%
</TABLE>
GLOBAL COMMUNICATIONS FUND AND GLOBAL FINANCIAL SERVICES FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.85%
Next $250 Million 0.80%
Amount Over $500 Million 0.75%
</TABLE>
PURCHASE AND REDEMPTION OF FUND SHARES
The funds offer each class of their shares to variable annuity and variable life
insurance separate accounts of Hartford Life (the "Accounts") as investment
options for certain variable annuity contracts and variable life insurance
contracts ("variable contracts") issued through the Accounts. The funds also
offer each class of its shares to certain qualified retirement plans (the
"Plans").
The funds offer two different classes of shares -- Class IA and Class IB.
Class IA shares are offered by this prospectus. Class IB shares are offered by a
separate prospectus. For each fund, both classes of shares represent an
investment in the fund but are subject to different expenses and have different
prices and performance.
Most of the Accounts are registered with the SEC as investment companies. When
shares of a fund are offered as investment options for variable contracts issued
through such an Account, a separate prospectus describing the particular Account
and contract will accompany this prospectus. When shares of a fund are offered
as investment options for variable contracts issued through an Account that is
not so registered, a separate disclosure document (rather than a prospectus)
describing that Account and contract will accompany this prospectus.
Shares of the funds are sold by Hartford Securities Distribution Company, Inc.
(the "Distributor") in a continuous offering to the Accounts and the Plans. Net
purchase payments under the variable contracts
12 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
are placed in one or more subaccounts of the Accounts and the assets of each
subaccount are invested in the shares of the fund corresponding to that
subaccount. The Accounts and the Plans purchase and redeem Class IA shares of
the funds at net asset value without sales or redemption charges.
For each day on which a fund's net asset value is calculated, the Accounts
transmit to the fund any orders to purchase or redeem shares of the fund based
on the net purchase payments, redemption (surrender or withdrawal) requests, and
transfer requests from variable contract owners, annuitants and beneficiaries
that have been processed by Hartford Life as of that day. Similarly, the Plans
transmit to a fund any orders to purchase or redeem shares of the fund based on
the instructions of Plan trustees or participants. The Accounts and Plans
purchase and redeem shares of the funds at the net asset value per share
calculated as of the day that the funds receive the order, although such
purchases and redemptions may be executed the next morning. Payment for shares
redeemed is made within seven days after receipt of notice of redemption, except
that payments of redemptions may be postponed beyond seven days when permitted
by applicable laws and regulations.
A potential for certain conflicts exists between the interests of variable
annuity contract owners and variable life insurance contract owners invested in
a particular fund. Likewise, a potential for certain conflicts exists between
the interests of owners of variable contracts and those of participants in a
Plan that invests in a fund. To the extent that such classes of investors are
invested in the same fund when a conflict of interest arises that might involve
the fund, one or more of such classes of investors could be disadvantaged. The
funds currently do not foresee any such conflict or disadvantage to owners of
variable contracts or Plan participants. Nonetheless, the funds' Board of
Directors will monitor each fund for the existence of any irreconcilable
material conflicts among or between the interests of various classes of
investors. If such a conflict affecting owners of variable contracts is
determined to exist, Hartford Life will, to the extent reasonably practicable,
take such action as is necessary to remedy or eliminate the conflict. If such a
conflict were to occur, one or more Accounts may be required to withdraw its
investment in one or more of the funds or substitute shares of another fund for
the current fund. This, in turn, could cause a fund to sell portfolio securities
at a disadvantageous price.
DETERMINATION OF NET ASSET VALUE
The net asset value per share is determined for each fund as of the close of the
New York Stock Exchange ("NYSE") (normally 4:00 p.m. Eastern Time) on each
business day that the NYSE is open. The net asset value is determined by
dividing the value of the fund's net assets attributable to a class of shares by
the number of shares outstanding for that class. The funds use market prices in
valuing portfolio securities, but may use fair value estimates, as determined by
HL Advisors under the direction of the Board of Directors, if reliable market
prices are not available. Fair value pricing may be used by a fund when current
market values are unavailable or when an event occurs after the close of the
exchange on which the fund's portfolio securities are principally traded that is
likely to have changed the value of the securities. The use of fair value
pricing by a fund may cause the net asset value of its shares to differ
significantly from the net asset value that would be calculated using current
market values. Securities of foreign issuers and non-dollar securities are
valued on the basis of quotations from the primary market in which they are
traded, and are translated from the local currency into U.S. dollars using
current exchange rates. With respect to all funds, short-term investments that
will mature in 60 days or less are also valued at amortized cost, which
approximates market value.
A fund may invest in securities primarily traded in foreign securities markets.
Foreign securities markets may trade on days when a fund does not compute its
net asset value or may close (generating closing prices) at times before or
after the NYSE. Consequently, the net asset value of a fund and the value of its
shares may change on days, or at times, when an investor cannot redeem the
fund's shares. Conversely, events affecting the values of securities of foreign
issuers and non-dollar securities that occur after the close of regular trading
on the NYSE will not be reflected in a fund's net asset value.
DIVIDENDS AND DISTRIBUTIONS
The shareholders of each fund are entitled to receive such dividends and
distributions as may be declared by each fund's Board of Directors, from time to
time based upon the investment performance of the assets making up that fund's
portfolio. The current policy for each fund is to pay dividends from net
investment income and to make distributions of realized capital gains, if any,
at least once each year.
Such dividends and distributions will be automatically invested in additional
full or fractional shares monthly on the last business day of each month at the
per share net asset value on that date. Provision is also made to pay such
dividends and distributions in cash if requested. Such dividends and
distributions will be in cash or in full or fractional shares of the fund at net
asset value.
HARTFORD HLS MUTUAL FUNDS 13
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
EXCHANGE PRIVILEGES
Variable contract owners may exchange shares in each fund as indicated by the
accompanying variable contract prospectus. The funds are intended to be
long-term investment vehicles and are not designed to provide investors with a
means of speculating on short-term market movements. Investors who engage in
excessive transfers in and out of a fund generate additional costs which are
borne by all of the funds' shareholders. In order to minimize such costs, the
funds reserve the right to reject any purchase request that is reasonably deemed
to be disruptive to efficient portfolio management, either because of the timing
of the investment or previous excessive trading by a variable contract owner.
FEDERAL INCOME TAXES
For federal income tax purposes, each fund is treated as a separate taxpayer.
Each fund intends to qualify each year as a "regulated investment company" under
the Internal Revenue Code, as amended (the "Code"). By so qualifying, a fund is
not subject to federal income tax to the extent that its net investment income
and net realized capital gains are distributed to the separate accounts of
insurance companies or to qualified plans. Further, each fund intends to meet
certain diversification requirements applicable to mutual funds underlying
variable life insurance and variable annuity contracts.
The Shareholders of the funds are qualified pension and profit sharing plans and
the separate accounts of life insurance companies. Under current law, plan
participants and owners of variable life insurance and annuity contracts which
have invested in a fund are not subject to federal income tax on fund
distributions or on gains realized upon the sale or redemption of fund shares
until they are withdrawn from the plan or contracts. For information concerning
the federal tax consequences to the purchasers of the variable annuity or
variable life insurance contracts, see the prospectus for such contract.
For more information about the tax status of the Funds, see "Taxes" in the SAI.
BROKERAGE COMMISSIONS
Although the rules of the National Association of Securities Dealers, Inc.
prohibit its members from seeking orders for the execution of investment company
portfolio transactions on the basis of their sales of investment company shares,
under such rules, sales of investment company shares may be considered in
selecting brokers to effect portfolio transactions. Accordingly, some portfolio
transactions are, subject to such rules and to obtaining best prices and
executions, effected through dealers who sell shares of the funds.
VARIABLE CONTRACT OWNER VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Hartford Life generally votes shares held by the Accounts in accordance with
instructions received from the owners of variable contracts (or annuitants or
beneficiaries thereunder) having a voting interest in that Account. Each share
has one vote and votes are counted on an aggregate basis except as to matters
where the interests funds differ (such as approval of an investment advisory
agreement or a change in the fund's fundamental investment policies). In such
cases, the voting is on a fund-by-fund basis. Fractional shares are counted.
Shares held by an Account for which no instructions are received are voted by
Hartford Life for or against, or in abstention, any proposals in the same
proportion as the shares for which instructions are received.
PLAN PARTICIPANT VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Plan trustees generally vote fund shares held by their Plans either in their own
discretion or in accordance with instructions from Plan participants.
PERFORMANCE RELATED INFORMATION
The funds may advertise performance related information. Performance information
about a fund is based on the fund's past performance only and is no indication
of future performance.
Each fund may include its total return in advertisements or other sales
material. When a fund advertises its total return, it will usually be calculated
for one year, five years, and ten years or some other relevant period if the
fund has not been in existence for at least ten years. Total return is measured
by comparing the value of an investment in the fund at the beginning of the
relevant period to the value of the investment at the end of the period
(assuming immediate reinvestment of any dividends or capital gains
distributions).
The funds are offered exclusively through variable insurance products and to
certain qualified retirement plans. Performance information presented for the
funds should not be compared directly with performance information of other
insurance products or retirement plans without taking into account charges and
expenses payable with respect to these insurance products or retirement plans.
Such charges and expenses are not reflected in the funds'
14 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
performance information and will reduce an investor's return under the variable
contracts or retirement plans.
DISTRIBUTOR, CUSTODIAN AND TRANSFER AGENT
Hartford Securities Distribution Company, Inc., 200 Hopmeadow Street, Simsbury,
CT 06089, serves as distributor to the funds.
State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts
02110, serves as custodian of each fund's assets.
Hartford Life Insurance Company, 200 Hopmeadow Street, Simsbury, CT 06089,
serves as Transfer and Dividend Disbursing Agent for the funds.
HARTFORD HLS MUTUAL FUNDS 15
<PAGE>
FOR MORE INFORMATION
--------------------------------------------------------------------------------
Two documents are available that offer further information on the Hartford HLS
Funds:
ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS
Additional information on the funds is contained in the financial statements and
portfolio holdings of the funds' annual and semiannual report. In the fund's
annual report you will find a discussion of the market conditions and investment
strategies that significantly affected performance during the last fiscal year,
and the auditor's report.
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI contains more detailed information on all aspects of the funds.
A current SAI and annual report have been filed with the Securities and Exchange
Commission and are incorporated by reference into (are legally a part of) this
prospectus.
To request a free copy of the current annual/ semiannual report or the SAI,
please contact the funds at:
BY MAIL:
Hartford HLS Funds
c/o Individual Annuity Services
P.O. Box 5085
Hartford, CT 06102-5085
BY PHONE:
1-800-862-6668
ON THE INTERNET:
http://invest.hartfordlife.com
Or you may view or obtain these documents from the SEC:
IN PERSON:
at the SEC's Public Reference Room in Washington, DC
Information on the operation of the SEC's public reference room may be obtained
by calling 1-202-942-8090.
BY MAIL:
Public Reference Section
Securities and Exchange Commission
Washington, DC 20549-6009
(duplicating fee required)
ON THE INTERNET OR BY E-MAIL:
INTERNET:
www.sec.gov
E-MAIL:
[email protected]
Requests which are made by e-mail require the payment of a duplicating fee to
the SEC to obtain a document.
SEC FILE NUMBERS:
Global Communications HLS Fund 811-08629
Global Financial Services HLS Fund 811-08629
Growth HLS Fund 811-08629
<PAGE>
HARTFORD HLS MUTUAL FUNDS
FOR USE WITH THE HARTFORD
VARIABLE INSURANCE PRODUCTS
AND CERTAIN QUALIFIED
RETIREMENT PLANS
CLASS IB SHARES
PROSPECTUS
EFFECTIVE [ ], 2000
<PAGE>
HARTFORD HLS MUTUAL FUNDS
CLASS IB SHARES
PROSPECTUS
[ ], 2000
AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
HARTFORD SERIES FUND, INC.
GLOBAL COMMUNICATIONS HLS FUND
GLOBAL FINANCIAL SERVICES HLS FUND
GROWTH HLS FUND
HARTFORD HLS MUTUAL FUNDS
C/O INDIVIDUAL ANNUITY SERVICES
P.O. BOX 5085
HARTFORD, CT 06102-5085
<PAGE>
INTRODUCTION
------------------------------------------------------------
The Hartford HLS Funds is a family of twenty-one mutual funds (each a "fund" and
together the "funds") which serve as underlying investment options for certain
variable annuity and variable life insurance separate accounts of Hartford Life
Insurance Company and its affiliates ("Hartford Life") and certain qualified
retirement plans. Owners of variable annuity contracts and variable life
insurance contracts may choose the funds permitted in the accompanying contract
prospectus. In addition, participants in certain qualified retirement plans may
choose the funds permitted in their plans. Each fund offers two classes of
shares: Class IB shares offered in this prospectus and Class IA shares offered
by another prospectus.
Hartford Series Fund, Inc. is comprised of nine investment portfolios, each of
which is a Hartford HLS Fund. This prospectus describes three of these funds.
The Class IB shares were first offered in April 1998. Class IA shares are
subject to the same expenses as the Class IB shares, but unlike the Class IB
shares, they are not subject to distribution fees imposed pursuant to a
distribution plan ("Distribution Plan") adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940 (the "1940 Act"). The Growth HLS Fund is a
diversified fund. The Global Communications HLS Fund and Global Financial
Services HLS Fund are non-diversified funds, which are sometimes known as
"sector funds." Information on each fund, including risk factors for investing
in diversified versus non-diversified funds, can be found on the
pages following this summary. HARTFORD LIFE ALSO SPONSORS A FAMILY OF MUTUAL
FUNDS KNOWN AS THE HARTFORD MUTUAL FUNDS, INC. WHICH ARE OFFERED DIRECTLY TO THE
PUBLIC (THE "RETAIL FUNDS"). THE RETAIL FUNDS ARE SEPARATE FUNDS AND SHOULD NOT
BE CONFUSED WITH THE HARTFORD HLS FUND INVESTMENT OPTIONS OFFERED IN THIS
PROSPECTUS.
The investment manager to each fund is HL Investment Advisors, LLC ("HL
Advisors"). The day-to-day portfolio management of the funds is provided by an
investment sub-adviser -- Wellington Management Company, LLP ("Wellington
Management"). Information regarding Wellington Management is included under
"Management of the Funds" in this prospectus.
Please note that mutual funds are not bank deposits and are not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Because you could lose money by investing in these funds, be sure to
read all risk disclosures carefully before investing.
2 HARTFORD HLS MUTUAL FUNDS
<PAGE>
CONTENTS PAGE
------------------------------------------------------------
<TABLE>
<S> <C> <C>
A summary of each fund's goals, Hartford Global Communications HLS Fund 4
strategies, risks, performance and Hartford Global Financial Services HLS Fund 6
fees. Hartford Growth HLS Fund 8
Other investment strategies and investment 10
Further information on the matters 12
funds. Management of the fund
Purchase and Redemption of fund shares 12
Determination of net asset value 14
Dividends and distributions 14
Exchange privileges 14
Federal income taxes 14
Brokerage commissions 15
Performance related information 15
Distributor, Custodian and Transfer Agent 15
For more information back cover
</TABLE>
HARTFORD HLS MUTUAL FUNDS 3
<PAGE>
HARTFORD GLOBAL COMMUNICATIONS HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Global Communications Fund seeks long-term
capital appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in equity securities of telecommunications companies
worldwide. The fund takes a broad approach to investing in the
telecommunications industry. It may invest in companies that: manufacture and
distribute telecommunications equipment; companies that provide traditional
local and long-distance telephone service and equipment; companies that provide
cellular, paging and local and wide area product networks or equipment;
companies that provide satellite, microwave and cable television or equipment;
and companies developing new telecommunications technologies.
The fund's investment process focuses on stock selection through fundamental
(qualitative) analysis. Fundamental analysis involves assessment of company-
specific factors such as business environment, management quality, balance
sheet, income statement, revenues, anticipated earnings and other related
measures and indicators of value. Wellington Management uses its in-depth
knowledge of the telecommunications industry to select companies with the
following attributes:
- The current market price of its stock is at the low end of its historical
relative valuation range
- A positive change in operating results is anticipated but not yet
reflected in the price of its stock
- Unrecognized or undervalued assets
- Management that demonstrates that it can convert the above factors into
shareholder value
The fund will consider selling a security when:
- Its target price is achieved
- Expectations of future earnings/returns of its issuer are reduced due to
fundamental changes in the issuer's business prospects
- Equity securities of other comparable issuers in the industry are
available at more attractive prices
The fund's portfolio is heavily concentrated in the telecommunications industry
and not considered diversified. Although the fund does not invest more than 10%
of its total assets in the securities of a single issuer, it often holds
relatively large positions in the securities of particular issuers. Except for
temporary defensive purposes, the fund remains substantially fully invested. The
fund may invest in securities of companies of any size capitalization. Annual
portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. Because
the fund may invest in small, medium and large companies, its performance may be
more volatile than that of a fund that invests primarily in larger companies.
You could lose money as a result of your investment.
Equity securities of small or mid-sized companies may be more risky than those
of larger companies. These companies may be young and have more limited
operating or business history. Because these businesses frequently rely on
narrower product lines and niche markets, they can suffer from isolated business
setbacks.
The fund's investments are concentrated in the telecommunications industry. This
means that the fund may have greater market fluctuation and price volatility
than a fund that maintains a more broadly diversified portfolio by investing
across a variety of industries. Financial, business and economic factors
affecting the telecommunications industry are likely to have a substantial
impact on the fund. Because market conditions, interest rates, economic,
regulatory and financial developments are likely to have similar effect on many
companies in the industry, they are likely to have a greater impact on a fund of
this kind than on a broadly diversified fund. Similarly, because the fund may
take larger positions in individual issuers than most mutual funds, it is
subject to greater financial risk.
Fierce competition in many sectors of the telecommunications industry may cause
companies to significantly reduce the prices of their products, which can reduce
the companies' profitability. Should this occur throughout the industry, the
value of the fund's investment portfolio could decline substantially. In
addition, companies in this industry can suffer significant adverse effects from
obsolescence of existing equipment, short product cycles and new market
entrants. Such effects could reduce such companies' profitability and the market
value of their securities. Finally, companies in this industry, particularly
telephone operating companies, are often subject to government regulation of
rates of return and services that can be offered. Overall, the fund's returns
may be more volatile than those of a fund that is not subject to these risk
factors.
Foreign investments may be more risky than domestic investments. Investments in
securities of foreign issuers and non-dollar securities may be affected by
fluctuations in currency exchange rates, incomplete or inaccurate financial
information on companies, social upheavals and political actions ranging from
tax-law changes to governmental collapse.
Wellington Management's investment strategy will significantly influence the
fund's performance. If Wellington's strategy for selecting individual securities
does not produce the desired results, the fund could underperform its peers or
lose money.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
4 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GLOBAL COMMUNICATIONS HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IB
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.85%
Distribution and service (12b-1) fees [ ]
Other expenses [ ]
Total operating expenses [ ]
Fee waiver [ ]
Net expenses(1) [ ]
</TABLE>
(1)Although the Rule 12b-1 fee for Class IB shares is 0.25% of average net
assets, the fund's distributor has contractually agreed to reduce the fee to
0.18% through at least April 30, 2002. This waiver may be discontinued at any
time thereafter.
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IB shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IB
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
The fund is managed by Wellington Management using a team of its global industry
analysts that specialize in the telecommunications industry
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 5
<PAGE>
HARTFORD GLOBAL FINANCIAL SERVICES HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL The Hartford Global Financial Services Fund seeks long-term
capital appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in equity securities of financial services companies
worldwide. The fund takes a broad approach to investing in the financial
services industry. It may invest in banks, savings and loan associations (and
other thrifts), mortgage banking companies, insurance companies, securities
brokers, asset management companies, leasing companies and consumer and
industrial finance companies.
Because the financial services industry requires large pools of accumulated
capital and stable economic, legal and political institutions, the vast majority
of the world's market value in financial services stocks is located in North
America and western Europe. Therefore the fund invests most of its assets in
companies located in these two geographical regions. Wellington Management uses
its in-depth knowledge of the financial services industry to assess the
competitive situation and consolidation dynamics in each region.
The fund's investment process focuses on stock selection through fundamental
(qualitative) analysis. Fundamental analysis involves the assessment of
company-specific factors such as business environment, management quality,
balance sheet, income statement, revenues, anticipated earnings and other
related measures or indicators of value. Wellington Management uses this
"bottom-up" approach to identify stocks with a favorable risk/reward profile.
A stock is considered to have a strong risk/reward profile if its issuer
exhibits one or more of the following attributes:
- Management focuses on rewarding shareholders
- Market expectations of future earnings are too low
- Market value does not reflect the fact that earnings are understated due
to conservative accounting
- Market value does not reflect the true value of the issuer's component
businesses and there is some reason to believe that this disparity will
not persist
- It is an outstanding company but the stock is available at an average
price because of the market's temporary indifference to quality
- Its strength in a distinct product or geographic area makes it attractive
to potential acquirers
The fund will consider selling a security when:
- Its issuer's management has reverted to traditional attitudes towards
shareholder value
- Market expectations of future earnings are too high
- It can sell the security of an outstanding company at a significant
premium due to the market's temporary overemphasis on quality
- Market value exceeds the true value of the issuer's component businesses
- Market value does not reflect the fact that earnings are overstated due
to aggressive accounting
- Market value does not reflect the risk of potential problems in an
important business component
- Equity securities of other comparable issuers in the industry are
available at more attractive prices
The fund's portfolio is heavily concentrated in the financial services industry
and is not considered diversified. Although the fund does not invest more than
10% of its total assets in the securities of a single issuer, it often holds
relatively large positions in the securities of particular issuers. Except for
temporary defensive purposes, the fund remains substantially fully invested. The
fund may invest in securities of companies of any size capitalization. Annual
portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. Because
the fund may invest in small, medium and large companies, its performance may be
more volatile than that of a fund that invests primarily in larger companies.
You could lose money as a result of your investment.
Equity securities of small or mid-sized companies may be more risky than those
of larger companies. These companies may be young and have more limited
operating or business history. Because these businesses frequently rely on
narrower product lines and niche markets, they can suffer from isolated business
setbacks.
The fund's investments are concentrated in the financial services industry. This
means that the fund may have greater market fluctuation and price volatility
than a fund that maintains a more broadly diversified portfolio by investing
across a variety of industries. Financial, business and economic factors
affecting the financial services industry are likely to have a substantial
impact on the fund. Because market conditions, interest rates, economic,
regulatory and financial developments are likely to have similar effect on many
companies in the industry, they are likely to have a greater impact on a fund of
this kind than on a broadly diversified fund. Similarly, because the Fund may
take larger positions in individual issuers than most mutual funds, it is
subject to greater financial risk.
Each sector of the financial services industry is subject to extensive
government regulation which can limit the amounts and types of loans and other
financial commitments that companies can make, the interest rates and fees that
they can charge, and the manner in which they distribute their products.
Profitability can be largely dependent on the availability and cost of capital
and can fluctuate significantly when interest rates change. Credit losses
resulting from financial difficulties of borrowers can negatively affect lending
institutions. Insurance companies can be subject to severe price competition.
The financial services industry generally is undergoing rapid change as existing
distinctions between financial service sectors diminish. For example, recent
mergers have combined insurance, finance and securities brokerage under single
ownership. Likewise, some primarily retail companies have expanded into the
securities brokerage and insurance sectors.
Foreign investments may be more risky than domestic investments. Investments in
securities of foreign issuers and non-dollar securities may be affected by
fluctuations in currency exchange rates, incomplete or inaccurate financial
information on companies, social upheavals and political actions ranging from
tax law changes to governmental collapse.
Wellington Management's investment strategy will significantly influence the
fund's performance. If Wellington's strategy for selecting individual securities
does not produce the desired results, the fund could underperform its peers or
lose money.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
6 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GLOBAL FINANCIAL SERVICES HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IB
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.85%
Distribution and service (12b-1) fees [ ]
Other expenses [ ]
Total operating expenses [ ]
Fee waiver [ ]
Net expenses(1) [ ]
</TABLE>
(1)Although the Rule 12b-1 fee for Class IB shares is 0.25% of average net
assets, the fund's distributor has contractually agreed to reduce the fee to
0.18% through at least April 30, 2002. This waiver may be discontinued at any
time thereafter.
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IB shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IB
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
The fund is managed by Wellington Management using a team of its global industry
analysts that specialize in the financial services industry.
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 7
<PAGE>
HARTFORD GROWTH HLS FUND
--------------------------------------------------------------------------------
INVESTMENT GOAL. The Hartford Growth Fund seeks maximum long-term capital
appreciation.
INVESTMENT STRATEGY. Under normal circumstances, the fund invests at least 80%
of its total assets in large capitalization (stocks comprising the S&P 500
Index) and blue chip equity securities representing all major sectors of the
U.S. economy. The fund's holdings emphasize securities of growth oriented
companies with market capitalizations in excess of $10 billion. The fund may
invest up to [20]% of its total assets in the securities of foreign issuers and
non-dollar securities.
Wellington Management uses a two-phase investment strategy. Using what is
sometimes called a "top down" approach, Wellington Management analyzes the
general economic and investment environment by evaluating such things as
economic conditions, U.S. fiscal and monetary policy, demographic trends and
investor sentiment. Through this process Wellington Management tries to
anticipate trends and changes in various markets and in the overall economy to
identify industries and sectors that will outperform the U.S. economy.
The "top down" analysis is followed by what is often called a "bottom up"
approach, which is the use of fundamental (qualitative) analysis to select
specific securities from industries and sectors identified in the top down
analysis. Fundamental analysis involves the assessment of company-specific
factors such as business environment, management quality, balance sheet, income
statement, revenues, anticipated earnings and other related measures or
indicators of value.
The key characteristics of growth companies favored by the fund include:
- Accelerating earnings and earnings per share growth
- A strong balance sheet combined with a high return on equity
- Unrecognized or undervalued assets
- A strong management team
- A leadership position within an industry
The fund will consider selling a security when:
- Confidence in management is lost
- Expectations of future earnings/returns of its issuer are reduced due to
fundamental changes in the issuer's business prospects
- Equity securities of other issuers in the industry are available at more
attractive prices
Annual portfolio turnover is expected to be less than 100%.
--------------------------------------------------------------------------------
MAIN RISKS. As with most equity funds, the value of your investment in the fund
may go down in response to overall stock market movements and trends. You could
lose money as a result of your investment.
The fund's focus on large capitalization growth companies significantly
influences its performance. Large capitalization stocks as a group can fall out
of favor with the market causing the fund to perform more poorly than funds that
focus on medium or small capitalization stocks. Likewise, the securities of
growth oriented companies can fall out of favor with the market with the same
results. An investment in the fund entails substantial market risk.
Wellington Management's strategy of combining top down and bottom up approaches
also has a significant impact on the fund's performance. If the strategy does
not produce the desired results, the fund could underperform its peers or lose
money. In particular, the fund's success in achieving its goal is highly
dependent on Wellington Management's successful reliance on fundamental analysis
of the prospects of particular companies. Therefore, an investment in the fund
also entails significant financial risk related to such companies.
--------------------------------------------------------------------------------
PAST PERFORMANCE. Because the fund has been in operation for less than one year
no performance history has been provided.
8 HARTFORD HLS MUTUAL FUNDS
<PAGE>
HARTFORD GROWTH HLS FUND
--------------------------------------------------------------------------------
YOUR EXPENSES. This table describes the fees and expenses that you may pay if
you buy and hold shares of the fund. Please note that this table does not
include fees and expenses deducted at the variable life insurance, variable
annuity contract level, or by a qualified retirement plan.
SHAREHOLDER FEES CLASS IB
(fees paid directly from your investment)
<TABLE>
<S> <C>
Maximum sales charge (load) as a percentage of
offering price None
Maximum deferred sales charge (load) None
Exchange fees None
</TABLE>
ANNUAL OPERATING EXPENSES
(expenses that are deducted from the fund's assets)
<TABLE>
<S> <C>
Management fees 0.775%
Distribution and service (12b-1) fees [ ]
Other expenses [ ]
Total operating expenses [ ]
Fee waiver [ ]
Net expenses(1) [ ]
</TABLE>
(1)Although the Rule 12b-1 fee for Class IB shares is 0.25% of average net
assets, the fund's distributor has contractually agreed to reduce the fee to
0.18% through at least April 30, 2002. This waiver may be discontinued at any
time thereafter.
EXAMPLE. This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund for the time periods indicated and then
redeem all of your shares at the end of those periods. The example also assumes
that your investment has a 5% return each year, that the fund's operating
expenses remain the same and that you reinvest all dividends and distributions.
Because no sales charges apply to the Class IB shares you would have the same
expenses whether or not you redeemed your shares. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
EXPENSES CLASS IB
(with or without redemption)
<TABLE>
<S> <C>
Year 1 [ ]
Year 3 [ ]
</TABLE>
[SIDE NOTE]
SUB-ADVISER
Wellington Management
PORTFOLIO MANAGER
Andrew J. Shilling
- Vice President of Wellington Management
- Joined Wellington Management in 1994
- Investment professional since 1990
[END SIDE NOTE]
HARTFORD HLS MUTUAL FUNDS 9
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
OTHER INVESTMENT STRATEGIES AND INVESTMENT MATTERS
INVESTMENT RISKS GENERALLY
There is no assurance that a fund will achieve its investment objective or
objectives, and investors should not consider any one fund alone to be a
complete investment program. As with all mutual funds, there is a risk that an
investor could lose money by investing in a fund.
The different types of securities, investments, and investment techniques used
by each fund all have attendant risks of varying degrees. For example, with
respect to equity securities, there can be no assurance of capital appreciation
and an investment in any stock is subject to the risk that the stock market as a
whole may decline, thereby depressing the stock's price (market risk), or the
risk that the price of a particular issuer's stock may decline due to its
financial results (financial risk). With respect to debt securities, there
exists the risk that the issuer of a security may not be able to meet its
obligations on interest or principal payments at the time required by the
instrument (credit risk, a type of financial risk). In addition, the value of
debt instruments and other income-bearing securities generally rises and falls
inversely with prevailing current interest rates (interest rate risk, a type of
market risk). As described below, an investment in certain of the funds entails
special additional risks as a result of their ability to invest a substantial
portion of their assets in foreign investments, or securities of issuers in the
same industry.
USE OF MONEY MARKET INVESTMENTS FOR TEMPORARY DEFENSIVE PURPOSES
From time to time, as part of its principal investment strategy, each fund may
invest some or all of its assets in high quality money market securities for
temporary defensive purposes in response to adverse market, economic or
political conditions. To the extent that a fund is in that defensive position,
it may lose the benefit of upswings and limit its ability to meet its investment
objective.
USE OF OPTIONS, FUTURES AND OTHER DERIVATIVES
Although not a principal investment strategy, each fund may purchase and sell
options, enter into futures contracts or utilize other derivatives with respect
to stocks, bonds, groups of securities (such as financial indices), foreign
currencies or interest rates. These techniques, which are incidental to each
fund's primary strategy, permit a fund to gain exposure to a particular
security, group of securities, interest rate or index, and thereby have the
potential for a fund to earn returns that are similar to those which would be
earned by direct investments in those securities or instruments.
These techniques are also used to manage risk by hedging a fund's portfolio
investments. Hedging techniques may not always be available to the funds; and it
may not always be feasible for a fund to use hedging techniques even when they
are available.
Derivatives have risks, however. If the issuer of the derivative instrument does
not pay the amount due, a fund could lose money on the instrument. In addition,
the underlying security or investment on which the derivative is based, and the
derivative itself, may not perform the way the manager expected. As a result,
the use of these techniques may result in losses to a fund or increase
volatility in a fund's performance.
FOREIGN INVESTMENTS
Investments in the securities of foreign issuers or investments in non-dollar
securities involve significant risks that are not typically associated with
investing in U.S. dollar-denominated securities or securities of domestic
issuers. Such investments may be affected by changes in currency rates, changes
in foreign or U.S. laws or restrictions applicable to such investments and in
exchange control regulations. Some foreign stock markets (and other securities
markets) may have substantially less volume than, for example, the New York
Stock Exchange (or other domestic markets) and securities of some foreign
issuers may be less liquid than securities of comparable domestic issuers.
Commissions and dealer mark-ups on transactions in foreign investments may be
higher than for similar transactions in the United States. In addition,
clearance and settlement procedures may be different in foreign countries and,
in certain markets, on certain occasions, such procedures have been unable to
keep pace with the volume of securities transactions, thus making it difficult
to conduct such transactions. The inability of the fund to make intended
investments due to settlement problems could cause it to miss attractive
investment opportunities. Inability to dispose of portfolio securities or other
investments due to settlement problems could result either in losses to the fund
due to subsequent declines in value of the portfolio investment or, if the fund
has entered into a contract to sell the investment, could result in possible
liability to the purchaser.
10 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
Foreign issuers are not generally subject to uniform accounting, auditing and
financial reporting standards comparable to those applicable to domestic
companies, and there may be less publicly available information about a foreign
issuer than about a domestic one. In addition, there is generally less
government regulation of stock exchanges, brokers, and listed and unlisted
issuers in foreign countries than in the United States.
Furthermore, with respect to certain foreign countries, there is a possibility
of expropriation or confiscatory taxation, imposition of withholding taxes on
dividend or interest payments, limitations on the removal of cash or other
assets of the fund, or political or social instability or diplomatic
developments which could affect investments in those countries. Individual
foreign economies also may differ favorably or unfavorably from the U.S. economy
in such respects as growth of gross national product, rate of inflation, capital
reinvestment, resource self-sufficiency and balance of payments position.
THE FINANCIAL SERVICES INDUSTRY
The financial service industry is subject to extensive government regulation,
can be subject to relatively rapid change due to increasingly blurred
distinctions between service segments and can be significantly affected by
availability and cost of capital, changes in interest rates and price
competition. In addition, various segments of this industry are subject to risks
specific to their businesses.
The banking industry will be significantly affected by the recent adoption of
federal legislation that has diminished the separation between commercial and
investment banking businesses and changed the laws governing capitalization and
the savings and loan industry. While providing diversification, this legislation
could expose banks to well-financed competitors, particularly as the historical
distinctions between banks and other financial institutions erode. Increased
competition can also result from the broadening of regional and national
interstate banking powers, which has already reduced the number of publicly
traded banks. In addition, general economic conditions greatly impact banks that
face exposure to credit losses and banks can be significantly affected by
interest rate changes.
The brokerage and investment management industry (and certain segments of the
life insurance industry) is significantly affected by changes in government
regulations, brokerage commission structure, large capital requirements and a
very competitive environment. The performance of companies in the brokerage and
investment management businesses can be closely tied to the performance of the
securities markets and can suffer substantially during market declines. Revenues
can also depend on overall market activity.
The insurance industry can be significantly affected by interest rates, general
economic conditions, and price and marketing competition. Property and casualty
insurance profits can be affected by weather catastrophes and other natural
disasters. Life and health insurance profits can be affected by mortality and
morbidity rates. Insurance companies can be adversely affected by inadequacy of
reserves and cash flows, the inability of reinsurance carriers to pay claims,
liability for coverage of environmental clean-up costs from past years, and as
yet unidentified liabilities. Also, insurance companies are subject to extensive
government regulation, including the imposition of maximum rate levels, and can
be adversely affected by proposed or potential tax law changes. For example,
possible changes in government regulations affecting the health care system
could have a dramatic impact on the health insurance industry in the future.
The residential finance and mortgage industry can be significantly affected by
changes in government regulation, interest rate movements, home mortgage demand,
refinancing activity, and residential delinquency trends. The residential real
estate finance industry has changed rapidly over the last decade. Regulatory
changes at federally insured institutions (in response to high failure rates)
have mandated higher capital ratios and more prudent lending. Reduced capacity
among insured institutions has created growth opportunities for uninsured
companies and secondary market products to fulfill unmet demand for home
finance. Change continues in the origination, packaging, selling, holding and
insuring of home finance products.
ABOUT EACH FUND'S INVESTMENT GOAL
Each fund's investment goal may be changed without the approval of the
shareholders of the fund. A fund may not be able to achieve its goal.
EXPENSE CONSEQUENCES OF PORTFOLIO TRADING PRACTICES
At times each fund may engage in short-term trading, which could produce higher
brokerage expenses for a fund and thus lowering a fund's performance. Additional
Investment Strategies and Risks
Each fund may invest in various securities and engage in various investment
techniques which are not the principal focus of the fund and therefore are not
described in this prospectus. These securities and techniques, together with
their risks are discussed in the fund's Statement of Additional Information
which
HARTFORD HLS MUTUAL FUNDS 11
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
may be obtained free of charge by contacting the fund (see back cover for
address and phone number).
TERMS USED IN THIS PROSPECTUS
Equity Securities: Equity Securities include common stock, preferred stock,
securities convertible into common stock and warrants or rights to acquire
common stock.
Foreign Issuers: (1) Companies organized outside the United States,
(2) companies whose securities are principally traded outside the United States,
and (3) foreign governments and agencies or instrumentalities of foreign
governments.
Non-Dollar Securities: Securities denominated or quoted in foreign currency or
paying income in foreign currency.
MANAGEMENT OF THE FUND
THE INVESTMENT ADVISER
HL Investment Advisors, LLC ("HL Advisors") is the investment adviser to each
fund. As investment adviser, HL Advisors is responsible for supervising the
activities of the investment subadviser described below. In addition, Hartford
Life serves as the administrator of each fund. HL Advisors and Hartford Life are
majority-owned indirect subsidiaries of The Hartford Financial Services
Group, Inc. ("The Hartford"), a Connecticut financial services company with over
$165 billion in assets. As of December 31, 1999 HL Advisors had over $40 billion
in assets under management. HL Advisors is principally located at 200 Hopmeadow
Street, Simsbury, Connecticut 06070.
THE INVESTMENT SUB-ADVISERS
Wellington Management Company, LLP is the investment sub-adviser to the Global
Communications HLS Fund, Global Financial Services HLS Fund and Growth HLS Fund.
Wellington Management, a Massachusetts limited liability partnership, is a
professional investment counseling firm that provides services to investment
companies, employee benefit plans, endowments, foundations and other
institutions and individuals. Wellington Management and its predecessor
organizations have provided investment advisory services since 1928. As of
December 31, 1999 Wellington Management had investment management authority over
approximately $235 billion in assets. Wellington Management is principally
located at 75 State Street, Boston, Massachusetts 02109.
MANAGEMENT FEES
Each Fund pays a monthly advisory fee and administration fee to HL Advisors and
Hartford Life based on a stated percentage of the fund's average daily net asset
value as follows:
GROWTH FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.775%
Next $250 Million 0.725%
Next $500 Million 0.675%
Amount Over $1 Billion 0.625%
</TABLE>
GLOBAL COMMUNICATIONS FUND AND GLOBAL FINANCIAL SERVICES FUND
<TABLE>
<CAPTION>
NET ASSET VALUE ANNUAL RATE
--------------- -----------
<S> <C>
First $250 Million 0.85%
Next $250 Million 0.80%
Amount Over $500 Million 0.75%
</TABLE>
PURCHASE AND REDEMPTION OF FUND SHARES
The funds offer each class of their shares to variable annuity and variable life
insurance separate accounts of Hartford Life (the "Accounts") as investment
options for certain variable annuity contracts and variable life insurance
contracts ("variable contracts") issued through the Accounts. The funds also
offer each class of its shares to certain qualified retirement plans (the
"Plans").
The funds offer two different classes of shares -- Class IA and Class IB.
Class IB shares are offered by this prospectus. Class IA shares are offered by a
separate prospectus. For each fund, both classes of shares represent an
investment in the fund but are subject to different expenses and have different
prices and performance.
Most of the Accounts are registered with the SEC as investment companies. When
shares of a fund are offered as investment options for variable contracts issued
through such an Account, a separate prospectus describing the particular Account
and contract will accompany this prospectus. When shares of a fund are offered
as investment options for variable contracts issued through an Account that is
not so registered, a separate disclosure document (rather than a prospectus)
describing that Account and contract will accompany this prospectus.
Shares of the funds are sold by Hartford Securities Distribution Company, Inc.
(the "Distributor") in a continuous offering to the Accounts and the Plans.
12 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
Net purchase payments under the variable contracts are placed in one or more
subaccounts of the Accounts and the assets of each subaccount are invested in
the shares of the fund corresponding to that subaccount. The Accounts and the
Plans purchase and redeem Class IA shares of the funds at net asset value
without sales or redemption charges.
For each day on which a fund's net asset value is calculated, the Accounts
transmit to the fund any orders to purchase or redeem shares of the fund based
on the net purchase payments, redemption (surrender or withdrawal) requests, and
transfer requests from variable contract owners, annuitants and beneficiaries
that have been processed by Hartford Life as of that day. Similarly, the Plans
transmit to a fund any orders to purchase or redeem shares of the fund based on
the instructions of Plan trustees or participants. The Accounts and Plans
purchase and redeem shares of the funds at the net asset value per share
calculated as of the day that the funds receive the order, although such
purchases and redemptions may be executed the next morning. Payment for shares
redeemed is made within seven days after receipt of notice of redemption, except
that payments of redemptions may be postponed beyond seven days when permitted
by applicable laws and regulations.
A potential for certain conflicts exists between the interests of variable
annuity contract owners and variable life insurance contract owners invested in
a particular fund. Likewise, a potential for certain conflicts exists between
the interests of owners of variable contracts and those of participants in a
Plan that invests in a fund. To the extent that such classes of investors are
invested in the same fund when a conflict of interest arises that might involve
the fund, one or more of such classes of investors could be disadvantaged. The
funds currently do not foresee any such conflict or disadvantage to owners of
variable contracts or Plan participants. Nonetheless, the funds' Board of
Directors will monitor each fund for the existence of any irreconcilable
material conflicts among or between the interests of various classes of
investors. If such a conflict affecting owners of variable contracts is
determined to exist, Hartford Life will, to the extent reasonably practicable,
take such action as is necessary to remedy or eliminate the conflict. If such a
conflict were to occur, one or more Accounts may be required to withdraw its
investment in one or more of the funds or substitute shares of another fund for
the current fund. This, in turn, could cause a fund to sell portfolio securities
at a disadvantageous price.
DISTRIBUTION PLAN
Each fund has adopted a Distribution Plan pursuant to Rule 12b-1 under the 1940
Act for the Class IB shares. Pursuant to the Distribution Plan, each fund
compensates the Distributor from assets attributable to the Class IB shares for
services rendered and expenses borne in connection with activities primarily
intended to result in the sale of the Class IB shares. It is anticipated that a
portion of the amounts received by the Distributor will be used to defray
various costs incurred or paid by the Distributor in connection with the
printing and mailing of fund prospectuses, statements of additional information,
any supplements to those documents and shareholder reports and holding seminars
and sales meetings with wholesale and retail sales personnel designed to promote
the distribution of Class IB shares. The Distributor may also use the amounts
received to provide compensation to financial intermediaries and third-party
broker-dealers for their services in connection with the distribution of
Class IB shares.
Although the Distribution Plan provides that each fund may pay annually up to
0.25% of the average daily net assets of a fund attributable to its Class IB
shares for activities primarily intended to result in the sale of Class IB
shares, the Distributor has contractually agreed to waive .07% of the fee at
least through April 30, 2002. This waiver may be discontinued at any time
thereafter. Under the terms of the Distribution Plan and the principal
underwriting agreement, each fund is authorized to make payments monthly to the
Distributor which may be used to pay or reimburse entities providing
distribution and shareholder servicing with respect to the Class IB shares for
such entities' fees or expenses incurred or paid in that regard.
The Distribution Plan is of a type known as a "compensation" plan because
payments are made for services rendered to the fund with respect to Class IB
shares regardless of the level of expenditures by the Distributor. The Directors
will, however, take into account such expenditures for purposes of reviewing
operations under the Distribution Plan and in connection with their annual
consideration of the Plan's renewal. The Distributor has indicated that it
expects its expenditures to include, without limitation: (a) the printing and
mailing of fund prospectuses, statements of additional information, any
supplements to those documents and shareholder reports for prospective contract
owners of variable insurance products with respect to the Class IB shares of a
fund; (b) those relating to the development, preparation, printing and mailing
of advertisements, sales literature and other promotional materials describing
and/or relating to the Class IB shares of a fund; (c) holding seminars and sales
meetings designed to promote the distribution of fund Class IB shares;
(d) obtaining information and providing explanations to wholesale and retail
distributors of contracts
HARTFORD HLS MUTUAL FUNDS 13
<PAGE>
FURTHER INFORMATION ON THE FUNDS
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regarding fund investment objectives and policies and other information about a
fund, including the performance of the funds; (e) training sales personnel
regarding the Class IB shares of a fund; (f) compensation to financial
intermediaries and third-party broker-dealers; and (g) financing any other
activity that the Distributor determines is primarily intended to result in the
sale of Class IB shares. Rule 12b-1 fees have the effect of increasing operating
expenses of the funds.
DETERMINATION OF NET ASSET VALUE
The net asset value per shareis determined for each fund as of the close of the
New York Stock Exchange ("NYSE") (normally 4:00 p.m. Eastern Time) on each
business day that the NYSE is open. The net asset value is determined by
dividing the value of the fund's net assets attributable to a class of shares by
the number of shares outstanding for that class. The funds use market prices in
valuing portfolio securities, but may use fair value estimates, as determined by
HL Advisors under the direction of the Board of Directors, if reliable market
prices are not available. Fair value pricing may be used by a fund when current
market values are unavailable or when an event occurs after the close of the
exchange on which the fund's portfolio securities are principally traded that is
likely to have changed the value of the securities. The use of fair value
pricing by a fund may cause the net asset value of its shares to differ
significantly from the net asset value that would be calculated using current
market values. Securities of foreign issuers and non-dollar securities are
valued on the basis of quotations from the primary market in which they are
traded, and are translated from the local currency into U.S. dollars using
current exchange rates. With respect to all funds, short-term investments that
will mature in 60 days or less are also valued at amortized cost, which
approximates market value.
A fund may invest in securities primarily traded in foreign securities markets.
Foreign securities markets may trade on days when a fund does not compute its
net asset value or may close (generating closing prices) at times before or
after the NYSE. Consequently, the net asset value of a fund and the value of its
shares may change on days, or at times, when an investor cannot redeem the
fund's shares. Conversely, events affecting the values of securities of foreign
issuers and non-dollar securities that occur after the close of regular trading
on the NYSE will not be reflected in a fund's net asset value.
DIVIDENDS AND DISTRIBUTIONS
The shareholders of each fund are entitled to receive such dividends and
distributions as may be declared by each fund's Board of Directors, from time to
time based upon the investment performance of the assets making up that fund's
portfolio. The current policy for each fund is to pay dividends from net
investment income and to make distributions of realized capital gains, if any,
at least once each year.
Such dividends and distributions will be automatically invested in additional
full or fractional shares monthly on the last business day of each month at the
per share net asset value on that date. Provision is also made to pay such
dividends and distributions in cash if requested. Such dividends and
distributions will be in cash or in full or fractional shares of the fund at net
asset value.
EXCHANGE PRIVILEGES
Variable contract owners may exchange shares in each fund as indicated by the
accompanying variable contract prospectus. The funds are intended to be
long-term investment vehicles and are not designed to provide investors with a
means of speculating on short-term market movements. Investors who engage in
excessive transfers in and out of a fund generate additional costs which are
borne by all of the funds' shareholders. In order to minimize such costs, the
funds reserve the right to reject any purchase request that is reasonably deemed
to be disruptive to efficient portfolio management, either because of the timing
of the investment or previous excessive trading by a variable contract owner.
FEDERAL INCOME TAXES
For federal income tax purposes, each fund is treated as a separate taxpayer.
Each fund intends to qualify each year as a "regulated investment company" under
the Internal Revenue Code, as amended (the "Code"). By so qualifying, a fund is
not subject to federal income tax to the extent that its net investment income
and net realized capital gains are distributed to the separate accounts of
insurance companies or to qualified plans. Further, each fund intends to meet
certain diversification requirements applicable to mutual funds underlying
variable life insurance and variable annuity contracts.
The Shareholders of the funds are qualified pension and profit sharing plans and
the separate accounts of life insurance companies. Under current law, plan
participants and owners of variable life insurance and annuity contracts which
have invested in a fund are not subject to federal income tax on fund
distributions or on gains realized upon the sale or redemption of
14 HARTFORD HLS MUTUAL FUNDS
<PAGE>
FURTHER INFORMATION ON THE FUNDS
--------------------------------------------------------------------------------
fund shares until they are withdrawn from the plan or contracts. For information
concerning the federal tax consequences to the purchasers of the variable
annuity or variable life insurance contracts, see the prospectus for such
contract.
For more information about the tax status of the Funds, see "Taxes" in the SAI.
BROKERAGE COMMISSIONS
Although the rules of the National Association of Securities Dealers, Inc.
prohibit its members from seeking orders for the execution of investment company
portfolio transactions on the basis of their sales of investment company shares,
under such rules, sales of investment company shares may be considered in
selecting brokers to effect portfolio transactions. Accordingly, some portfolio
transactions are, subject to such rules and to obtaining best prices and
executions, effected through dealers who sell shares of the funds.
VARIABLE CONTRACT OWNER VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Hartford Life generally votes shares held by the Accounts in accordance with
instructions received from the owners of variable contracts (or annuitants or
beneficiaries thereunder) having a voting interest in that Account. Each share
has one vote and votes are counted on an aggregate basis except as to matters
where the interests funds differ (such as approval of an investment advisory
agreement or a change in the fund's fundamental investment policies). In such
cases, the voting is on a fund-by-fund basis. Fractional shares are counted.
Shares held by an Account for which no instructions are received are voted by
Hartford Life for or against, or in abstention, any proposals in the same
proportion as the shares for which instructions are received.
PLAN PARTICIPANT VOTING RIGHTS
With regard to fund matters for which the 1940 Act requires a shareholder vote,
Plan trustees generally vote fund shares held by their Plans either in their own
discretion or in accordance with instructions from Plan participants.
PERFORMANCE RELATED INFORMATION
The funds may advertise performance related information. Performance information
about a fund is based on the fund's past performance only and is no indication
of future performance.
Each fund may include its total return in advertisements or other sales
material. When a fund advertises its total return, it will usually be calculated
for one year, five years, and ten years or some other relevant period if the
fund has not been in existence for at least ten years. Total return is measured
by comparing the value of an investment in the fund at the beginning of the
relevant period to the value of the investment at the end of the period
(assuming immediate reinvestment of any dividends or capital gains
distributions).
The funds are offered exclusively through variable insurance products and to
certain qualified retirement plans. Performance information presented for the
funds should not be compared directly with performance information of other
insurance products or retirement plans without taking into account charges and
expenses payable with respect to these insurance products or retirement plans.
Such charges and expenses are not reflected in the funds' performance
information and will reduce an investor's return under the variable contracts or
retirement plans.
DISTRIBUTOR, CUSTODIAN AND TRANSFER AGENT
Hartford Securities Distribution Company, Inc., 200 Hopmeadow Street, Simsbury,
CT 06089, serves as distributor to the funds.
State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts
02110, serves as custodian of each fund's assets.
Hartford Life Insurance Company, 200 Hopmeadow Street, Simsbury, CT 06089,
serves as Transfer and Dividend Disbursing Agent for the funds.
HARTFORD HLS MUTUAL FUNDS 15
<PAGE>
FOR MORE INFORMATION
--------------------------------------------------------------------------------
Two documents are available that offer further information on the Hartford HLS
Funds:
ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS
Additional information on the funds is contained in the financial statements and
portfolio holdings of the funds' annual and semiannual report. In the fund's
annual report you will find a discussion of the market conditions and investment
strategies that significantly affected performance during the last fiscal year,
and the auditor's report.
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI contains more detailed information on all aspects of the funds.
A current SAI and annual report have been filed with the Securities and Exchange
Commission and are incorporated by reference into (are legally a part of) this
prospectus.
To request a free copy of the current annual/ semiannual report or the SAI,
please contact the funds at:
BY MAIL:
Hartford HLS Funds
c/o Individual Annuity Services
P.O. Box 5085
Hartford, CT 06102-5085
BY PHONE:
1-800-862-6668
ON THE INTERNET:
http://invest.hartfordlife.com
Or you may view or obtain these documents from the SEC:
IN PERSON:
at the SEC's Public Reference Room in Washington, DC
Information on the operation of the SEC's public reference room may be obtained
by calling 1-202-942-8090.
BY MAIL:
Public Reference Section
Securities and Exchange Commission
Washington, DC 20549-6009
(duplicating fee required)
ON THE INTERNET OR BY E-MAIL:
INTERNET:
www.sec.gov
E-MAIL:
[email protected]
Requests which are made by e-mail require the payment of a duplicating fee to
the SEC to obtain a document.
SEC FILE NUMBERS:
Global Communications HLS Fund 811-08629
Global Financial Services HLS Fund 811-08629
Growth HLS Fund 811-08629
<PAGE>
PART B
STATEMENT OF ADDITIONAL INFORMATION
HARTFORD GLOBAL COMMUNICATIONS HLS FUND
HARTFORD GLOBAL FINANCIAL SERVICES HLS FUND
HARTFORD PREMIUM FOCUS HLS FUND
HARTFORD GROWTH HLS FUND
CLASS IA and CLASS IB SHARES
P.O. Box 5085
Hartford, CT 06102-5085
This Statement of Additional Information ("SAI") is not a prospectus but
should be read in conjunction with the prospectus. To obtain a free copy of the
prospectus send a written request to: Hartford HLS Funds, c/o Individual Annuity
Services, P.O. Box 5085, Hartford, CT 06102-5085 or call 1-800-862-6668.
Date of Prospectus: [ ], 2000
Date of Statement of Additional Information: [ ], 2000
<PAGE>
TABLE OF CONTENTS PAGE
GENERAL INFORMATION............................................. 3
INVESTMENT OBJECTIVES AND POLICIES.............................. 3
MANAGEMENT OF THE HLS FUNDS.....................................13
INVESTMENT MANAGEMENT ARRANGEMENTS..............................17
HLS FUND ADMINISTRATION.........................................19
HLS FUND EXPENSES...............................................19
DISTRIBUTION ARRANGEMENTS.......................................19
PORTFOLIO TRANSACTIONS AND BROKERAGE............................21
DETERMINATION OF NET ASSET VALUE................................22
PURCHASE AND REDEMPTION OF SHARES...............................22
OWNERSHIP AND CAPITALIZATION OF THE HLS FUNDS...................22
INVESTMENT PERFORMANCE..........................................23
TAXES...........................................................28
CUSTODIAN.......................................................30
TRANSFER AGENT SERVICES.........................................30
DISTRIBUTOR.....................................................30
INDEPENDENT PUBLIC ACCOUNTANTS..................................30
OTHER INFORMATION...............................................30
FINANCIAL STATEMENTS............................................31
<PAGE>
GENERAL INFORMATION
This SAI relates to four of the mutual funds (each a "HLS Fund" and
together the "HLS Funds") which serve as the underlying investment vehicles for
variable annuity and variable life insurance separate accounts of Hartford Life
Insurance Company and Hartford Life and Annuity Insurance Company and for
certain qualified retirement plans. Each HLS Fund offers two classes of shares:
Class IA and Class IB. HL Investment Advisors, LLC ("HL Advisors") is the
investment adviser and Hartford Life Insurance Company ("Hartford Life") is the
administrator of each HLS Fund. HL Advisors and Hartford Life are indirect
majority owned subsidiaries of The Hartford Financial Services Group, Inc.,
("The Hartford") an insurance holding company with over $130 billion in assets.
In addition, Wellington Management Company, LLP ("Wellington Management") is the
sub-adviser to the HLS Funds. The Hartford also sponsors a family of mutual
funds that is offered directly to the public. Hartford Investment Financial
Services Company ("HIFSCO"), an affiliate of The Hartford, is the investment
manager and principal underwriter to that fund family.
INVESTMENT OBJECTIVES AND POLICIES
A. FUNDAMENTAL RESTRICTIONS OF THE FUNDS
Each HLS Fund has adopted the following fundamental investment restrictions
which may not be changed without approval of a majority of the applicable HLS
Fund's outstanding voting securities. Under the Investment Company Act of 1940
(the "1940 Act"), and as used in the Prospectus and this SAI, a "majority of the
outstanding voting securities" means the approval of the lesser of (1) the
holders of 67% or more of the shares of a HLS Fund represented at a meeting if
the holders of more than 50% of the outstanding shares of the HLS Fund are
present in person or by proxy or (2) the holders of more than 50% of the
outstanding shares of the HLS Fund.
The investment objective and principal investment strategies of each HLS
Fund are set forth in the Prospectus. Set forth below is the fundamental
investment policies applicable to each HLS Fund followed by the non-fundamental
policies applicable to each HLS Fund.
Each HLS Fund may not:
1. Invest 25% or more of its total assets in the securities of one or
more issuers conducting their principal business activities in the same industry
(excluding the U.S. Government or any or its agencies or instrumentalities).
This restriction does not apply to the Global Communications HLS Fund or the
Global Financial Services HLS Fund.
2. Borrow money, except (a) the HLS Fund may borrow from banks (as
defined in the 1940 Act) and through reverse repurchase agreements in amounts up
to 30% of its total assets (including the amount borrowed), (b) the HLS Fund
may, to the extent permitted by applicable law, borrow up to an additional 5% of
its total assets for temporary purposes, (c) the HLS Fund may obtain such
short-term credits as may be necessary for the clearance of purchases and sales
of portfolio securities, (d) the HLS Fund may purchase securities on margin to
the extent permitted by applicable law and (e) the HLS Fund may engage in
transactions in mortgage dollar rolls which are accounted for financings,
3. Make loans, except through (a) the purchase of debt obligations in
accordance with the HLS Fund's investment objective and policies, (b) repurchase
agreements with banks, brokers, dealers and other financial institutions, and
(c) loans of cash or securities as permitted by applicable law.
4. Underwrite securities issued by others, except to the extent that the
sale of portfolio securities by the HLS Fund may be deemed to be an
underwriting.
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<PAGE>
5. Invest in commodities or commodity contracts, except that the HLS Fund
may invest in currency and financial instruments and contracts that are
commodities or commodity contracts.
6. Issue senior securities to the extent such issuance would violate
applicable law.
7. Purchase or sell real estate, except that a HLS Fund may (i) acquire
or lease office space for its own use, (ii) invest in securities of issuers
that invest in real estate or interests therein, (e.g. real estate investment
trusts) (iii) invest in securities that are secured by real estate or interests
therein, (iv) purchase and sell mortgage-related securities, (v) hold and sell
real estate acquired by the HLS Fund as a result of the ownership of securities
and (vi) invest in real estate limited partnerships.
8. With respect to 75% of a HLS Fund's total assets, except the Global
Communications HLS Fund and the Global Financial Services HLS Fund, purchase
securities of an issuer (other than cash, cash items or securities issued or
guaranteed by the U.S. Government, its agencies, instrumentalities or
authorities), if
(a) such purchase would cause more than 5% of the HLS Fund's total assets
taken at market value to be invested in the securities of such issuer;
or
(b) such purchase would at the time result in more than 10% of the
outstanding voting securities of such issuer being held by the HLS
Fund.
B. NON-FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUNDS.
The following restrictions are designated as non-fundamental and may be
changed by the Board of Directors without the approval of shareholders.
Each HLS Fund may not:
1. Pledge, mortgage or hypothecate its assets, except to the extent
required to secure permitted borrowings. This investment restriction shall not
apply to any required segregated account, securities lending arrangements or
other assets in escrow and collateral arrangements with respect to margin for
futures contracts and related options.
2. Purchase any securities on margin (except that a HLS Fund may obtain
such short-term credits as may be necessary for the clearance of purchases and
sales of portfolio securities). The deposit or payment by a HLS Fund of initial
or maintenance margin in connection with futures contracts or related options
transactions is not considered the purchase of a security on margin.
3. Purchase securities while outstanding borrowings exceed 5% of a HLS
Fund's total assets.
4. Sell securities short or maintain a short position except for short
sales against the box.
5. Invest more than 20% of the value of its total assets in the
securities of foreign issuers and non-dollar securities. This policy
does not apply to the Global Communications HLS Fund and the Global
Financial Services HLS Fund.
6. Acquire any security which is not readily marketable if more than 15%
of the net assets of the HLS Fund taken at market value, would be
invested in such securities.
7. Enter into a stock index futures contract (by exercise of any option
or otherwise) or acquire any options thereon, if immediately
thereafter, the total of the initial margin deposits required with
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<PAGE>
respect to all open futures positions, at the time such positions were
established, plus the sum of the premiums paid for all unexpired
options on stock index futures contracts would exceed 5% of the value
of its total assets.
Each HLS Fund must:
1. Maintain its assets so that, at the close of each quarter of its
taxable year,
(a) at least 50 percent of the fair market value of its total assets
is comprised of cash, cash items, U.S. Government securities,
securities of other regulated investment companies and other
securities limited in respect of any one issuer to no more than 5
percent of the fair market value of the HLS Fund's total assets
and 10 percent of the outstanding voting securities of such
issuer,
(b) no more than 25 percent of the fair market value of its total
assets is invested in the securities of any one issuer (other
than U.S. Government securities and securities of other regulated
investment companies) or of two or more issuers controlled by the
HLS Fund and engaged in the same, similar, or related trades or
businesses.
Except for the limitations on borrowing from banks, if the above percentage
restrictions are adhered to at the time of investment, a later increase or
decrease in such percentage resulting from a change in values of securities or
amount of net assets will not be considered a violation of any of the foregoing
restrictions.
U.S. TREASURY DEPARTMENT DIVERSIFICATION REGULATIONS. The U.S. Treasury
Department has issued diversification regulations under Section 817 of the
Internal Revenue Code. If a mutual fund underlying a variable contract, other
than a pension plan contract, is not adequately diversified within the terms of
these regulations, the contract owner will have adverse income tax consequences.
These regulations provide, among other things, that a mutual fund shall be
considered adequately diversified if (i) no more than 55% of the value of the
assets in the fund is represented by any one investment; (ii) no more than 70%
of the value of the assets in the fund is represented by any two investments;
(iii) no more than 80% of the value of the assets in the fund is represented by
any three investments and (iv) no more than 90% of the value of the total assets
of the fund is represented by any four investments. In determining whether the
diversification standards are met, each United States Government Agency or
instrumentality shall be treated as a separate issuer.
MISCELLANEOUS INVESTMENT STRATEGIES AND RISKS The investment objective and
principal investment strategies for each HLS Fund are discussed in the HLS
Fund's prospectus. A further description of certain investment strategies of
each HLS Fund is set forth below. The percentage limits described in the
sections below are based on market value and are determined as of the time
securities are purchased.
MONEY MARKET INSTRUMENTS AND TEMPORARY INVESTMENT STRATEGIES An HLS Fund
may hold cash and invest in high quality money market instruments under
appropriate circumstances as determined by Wellington Management, subject to the
overall supervision of HIFSCO. Such HLS Funds may invest up to 100% of their
assets in cash or money market instruments only for temporary defensive
purposes.
Money market instruments include: (1) banker's acceptances; (2) obligations
of governments (whether U.S. or non-U.S.) and their agencies and
instrumentalities; (3) short-term corporate obligations, including commercial
paper, notes, and bonds; (4) other short-term debt obligations; (5) obligations
of U.S. banks, non-U.S. branches of U.S. banks (Eurodollars), U.S. branches and
agencies of non-U.S. banks (Yankee dollars), and non-U.S. branches of non-U.S.
banks; (6) asset-backed securities; and (7) repurchase agreements.
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<PAGE>
REPURCHASE AGREEMENTS A repurchase agreement is an agreement by which the
seller of a security agrees to repurchase the security sold at a mutually agreed
upon time and price. It may also be viewed as the loan of money by a HLS Fund to
the seller. The resale price by the HLS Fund would be in excess of the purchase
price, reflecting an agreed upon market interest rate.
Each HLS Fund is permitted to enter into fully collateralized repurchase
agreements. The Company's Board of Directors has delegated to Wellington
Management the responsibility of evaluating the creditworthiness of the banks
and securities dealers with which the HLS Funds will engage in repurchase
agreements.
Wellington Management will monitor such transactions to ensure that the
value of underlying collateral will be at least equal at all times to the total
amount of the repurchase obligation, including the accrued interest. If the
seller defaults, the HLS Fund could realize a loss on the sale of the underlying
security to the extent that the proceeds of sale including accrued interest are
less than the resale price provided in the agreement including interest.
REVERSE REPURCHASE AGREEMENTS Each HLS Fund may also enter into reverse
repurchase agreements. Reverse repurchase agreements involve sales by a HLS Fund
of portfolio assets concurrently with an agreement by a HLS Fund to repurchase
the same assets at a later date at a fixed price. Reverse repurchase agreements
carry the risk that the market value of the securities which a HLS Fund is
obligated to repurchase may decline below the repurchase price. A reverse
repurchase agreement is viewed as a collateralized borrowing by a HLS Fund.
Borrowing magnifies the potential for gain or loss on the portfolio securities
of a HLS Fund and, therefore, increases the possibility of fluctuation in a HLS
Fund's net asset value. An HLS Fund will establish a segregated account with the
Company's custodian bank in which a HLS Fund will maintain liquid assets equal
in value to a HLS Fund's obligations in respect of reverse repurchase
agreements.
DEBT SECURITIES Each HLS Fund is permitted to invest in debt securities
including: (1) securities issued or guaranteed as to principal or interest by
the U.S. Government, its agencies or instrumentalities; (2) non-convertible debt
securities issued or guaranteed by U.S. corporations or other issuers (including
foreign governments or corporations); (3) asset-backed securities (4)
mortgage-related securities, including collateralized mortgage obligations
("CMO's"), and (5) securities issued or guaranteed as to principal or interest
by a sovereign government or one of its agencies or political subdivisions,
supranational entities such as development banks, non-U.S. corporations, banks
or bank holding companies, or other foreign issuers.
INVESTMENT GRADE DEBT SECURITIES Each HLS Fund is permitted to invest in
debt securities rated within the four highest rating categories (i.e., AAA, AA,
A or BAA by Moody's or AAA, AA, A or BBB by S&P) (or, if unrated, securities of
comparable quality as determined by Wellington Management). These securities are
generally referred to as "investment grade securities." Each rating category has
within it different gradations or sub-categories. If a HLS Fund is authorized to
invest in a certain rating category, the HLS Fund is also permitted to invest in
any of the sub-categories or gradations within that rating category. If a
security is downgraded to a rating category which does not qualify for
investment, Wellington Management will use its discretion on whether to hold or
sell based upon its opinion on the best method to maximize value for
shareholders over the long term. Debt securities carrying the fourth highest
rating (i.e., "Baa" by Moody's and "BBB" by S&P), and unrated securities of
comparable quality (as determined by Wellington Management) are viewed to have
adequate capacity for payment of principal and interest, but do involve a higher
degree of risk than that associated with investments in debt securities in the
higher rating categories and such securities lack outstanding investment
characteristics and do have speculative characteristics.
HIGH YIELD-HIGH RISK DEBT SECURITIES Each HLS Fund is permitted to invest
up to 5% of its assets in debt securities rated as low as "C" by Moody's or "CC"
by S&P or of comparable quality if not rated. Each rating category has within it
different gradations or sub-categories. For instance the "Ba" rating for Moody's
includes "BA3", "BA2" and "BA1". Likewise the S&P rating category of "BB"
includes "BB+", "BB" and "BB-". If a HLS
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<PAGE>
Fund is authorized to invest in a certain rating category, the HLS Fund is also
permitted to invest in any of the sub-categories or gradations within that
rating category. Securities in the highest category below investment grade are
considered to be of poor standing and predominantly speculative. Descriptions of
the debt securities ratings system, including their speculative characteristics
attributable to each ratings category, are set forth as an appendix to this SAI.
These securities are considered speculative with respect to the issuer's
capacity to pay interest and repay principal in accordance with the terms of the
obligations. Accordingly, it is possible that these types of factors could, in
certain instances, reduce the value of securities held by a HLS Fund with a
commensurate effect on the value of a HLS Fund's shares. If a security is
downgraded to a rating category which does not qualify for investment,
Wellington Management will use its discretion on whether to hold or sell based
upon its opinion on the best method to maximize value for shareholders over the
long term.
MORTGAGE-RELATED SECURITIES The HLS Funds may invest in
mortgage-related securities which include interests in pools of mortgage loans
made by lenders such as savings and loan institutions, mortgage bankers,
commercial banks and others. Pools of mortgage loans are assembled for sale to
investors (such as the HLS Funds) by various governmental, government-related
and private organizations. These HLS Funds may also invest in similar
mortgage-related securities which provide funds for multi-family residences or
commercial real estate properties.
The value of these securities may be significantly affected by interest
rates, the market's perception of the issuers and the creditworthiness of the
parties involved. These securities may also be subject to prepayment risk. The
yield characteristics of the mortgage securities differ from those of
traditional debt securities. Among the major differences are that interest and
principal payments are made more frequently on mortgage securities, usually
monthly, and that principal may be prepaid at any time because the underlying
mortgage loans or other assets generally permit prepayment at any time.
Evaluating the risks associated with prepayment and determining the rate at
which prepayment is influenced by a variety of economic, geographic,
demographic, social and other factors including interest rate levels, changes in
housing needs, net equity built by mortgagors in the mortgaged properties, job
transfers, and unemployment rates. If a HLS Fund purchases these securities at a
premium, a prepayment rate that is faster than expected will reduce yield to
maturity, while a prepayment rate that is slower than expected will have the
opposite effect of increasing yield to maturity. Conversely, if a HLS Fund
purchases these securities at a discount, faster than expected prepayments will
increase, while slower than expected prepayments will reduce, yield to maturity.
Amounts available for reinvestment are likely to be greater during a period of
declining interest rates and, as a result, are likely to be reinvested at lower
interest rates than during a period of declining interest rates and, as a
result, are likely to be reinvested at lower interest rates than during a period
of rising interest rates. Accelerated prepayments on securities purchased by a
HLS Fund at a premium also impose a risk of loss of principal because the
premium may not have been fully amortized at the time the principal is repaid in
full.
The mortgage securities in which a HLS Fund may invest differ from
conventional bonds in that principal is paid back over the life of the mortgage
securities rather than at maturity. As a result, the holder of the mortgage
securities (i.e., a HLS Fund) receives monthly scheduled payments of principal
and interest, and may receive unscheduled principal payments representing
prepayments on the underlying mortgages. When the holder reinvests the payments
and any unscheduled prepayments of principal it receives, it may receive a rate
of interest which is lower than the rate on the existing mortgage securities.
For this reason, mortgage securities are less effective than other types of U.S.
Government securities as a means of "locking in" long-term interest rates.
ASSET-BACKED SECURITIES Each HLS Fund may invest in asset-backed
securities. The securitization techniques used for asset-backed securities are
similar to those used for mortgage-related securities. The collateral for these
securities has included home equity loans, automobile and credit card
receivables, boat loans, computer leases, airplane leases, mobile home loans,
recreational vehicle loans and hospital accounts receivables. These HLS Funds
may invest in these and other types of asset-backed securities that may be
developed in the future. These securities may be subject to the risk of
prepayment or default. The ability of an issuer of asset-backed securities to
enforce its security interest in the underlying securities may be limited.
-7-
<PAGE>
EQUITY SECURITIES Each HLS Fund may invest all or a portion of their assets
in equity securities which include common stocks, preferred stocks, securities
convertible into common stock, and warrants or rights to acquire common stock.
SMALL CAPITALIZATION SECURITIES Each HLS Fund may invest in equity
securities (including securities issued in initial public offerings) of
companies with market capitalizations within the range represented by the
Russell 2000 Index ("Small Capitalization Securities"). Because the issuers of
Small Capitalization Securities tend to be smaller or less well-established
companies, they may have limited product lines, market share or financial
resources, may have less historical data with respect to operations and
management and may be more dependent on a limited number of key employees. As a
result, Small Capitalization Securities are often less marketable and experience
a higher level of price volatility than securities of larger or more well
established companies. Small Capitalization Securities may be more likely to be
offered in initial public offerings. Because securities issued in initial public
offerings are being offered to the public for the first time, the market for
such securities may be inefficient and less liquid.
FOREIGN ISSUERS AND NON-DOLLAR SECURITIES Generally, foreign issuers
include (1) Companies organized outside of the United States (2) companies whose
securities are principally traded outside the United States, and (3) foreign
governments and agencies or instrumentalities of foreign governments. Non-dollar
securities are securities denominated or quoted in foreign currency or paying
income in foreign currency. Each HLS Fund is permitted to invest a portion of
its assets in securities of foreign issuers and non-dollar securities,
including, in the case of permitted equity investments, American Depositary
Receipts ("ADRs") and Global Depositary Receipts ("GDRs"). ADRs are certificates
issued by a U.S. bank or trust company and represent the right to receive
securities of a foreign issuer deposited in a domestic bank or non-U.S. branch
of a U.S. bank. ADRs are traded on a U.S. securities exchange, or in an
over-the-counter market, and are denominated in U.S. dollars. GDRs are
certificates issued globally and evidence a similar ownership arrangement. GDRs
are traded on foreign securities exchanges and are denominated in foreign
currencies. The value of an ADR or a GDR will fluctuate with the value of the
underlying security, will reflect any changes in exchange rates and otherwise
will involve risks associated with investing in foreign securities. When
selecting securities of foreign issuers and non-dollar securities, Wellington
Management will evaluate the economic and political climate and the principal
securities markets of the country in which an issuer is located.
The Growth HLS Fund and Focus HLS Fund are permitted to invest up to 20% of
their assets in the securities of foreign issuers and non-dollar securities. The
Global Communications HLS Fund and Global Financial HLS Fund may invest all of
their assets in such securities.
Investing in securities issued by foreign issuers involves considerations
and potential risks not typically associated with investing in obligations
issued by foreign issuers. Less information may be available about foreign
issuers compared with U.S. issuers. For example, foreign issuers generally are
not subject to uniform accounting, auditing and financial reporting standards or
to other regulatory practices and requirements comparable to those applicable to
U.S. companies. In addition, the values of foreign securities are affected by
changes in currency rates or exchange control regulations, restrictions or
prohibition on the repatriation of foreign currencies, application of foreign
tax laws, including withholding taxes, changes in governmental administration or
economic or monetary policy (in the U.S. or outside the U.S.) or changed
circumstances in dealings between nations. Costs are also incurred in connection
with conversions between various currencies.
Investing in foreign sovereign debt will expose a HLS Fund to the direct or
indirect consequences of political, social or economic changes in the developing
and emerging countries that issue the securities. The ability and willingness of
sovereign obligers in developing and emerging countries or the governmental
authorities that control repayment of their external debt to pay principal and
interest on such debt when due may depend on general economic and political
conditions within the relevant country. Countries such as those in which the HLS
Funds
-8-
<PAGE>
may invest have historically experienced, and may continue to experience,
high rates of inflation, high interest rates, exchange rate trade difficulties
and unemployment. Some of these countries are also characterized by political
uncertainty or instability. Additional factors which may influence the ability
or willingness to service debt include, but are not limited to, a country's cash
flow situation, the availability of sufficient foreign exchange on the date a
payment is due, the relative size of its debt service burden to the economy as a
whole, and its government's policy towards the IMF, the World Bank and other
international agencies.
Compared to the United States and other developed countries, developing
countries may have relatively unstable governments, economies based on only a
few industries, and securities markets that are less liquid and trade a small
number of securities. Prices on these exchanges tend to be volatile and, in the
past, securities in these countries have offered greater potential for gain (as
well as loss) than securities of companies located in developed countries.
CURRENCY TRANSACTIONS Each HLS Fund may engage in currency transactions to
hedge the value of portfolio securities denominated in particular currencies
against fluctuations in relative value. Currency transactions include forward
currency contracts, currency swaps, exchange-listed and over-the-counter ("OTC")
currency futures contracts and options thereon and exchange listed and OTC
options on currencies.
Forward currency contracts involve a privately negotiated obligation to
purchase or sell a specific currency at a future date, which may be any fixed
number of days from the date of the contract agreed upon by the parties, at a
price set at the time of the contract. Currency swaps are agreements to exchange
cash flows based on the notional difference between or among two or more
currencies. See "Swap Agreements."
The use of currency transactions to protect the value of a HLS Fund's
assets against a decline in the value of a currency does not eliminate potential
losses arising from fluctuations in the value of the HLS Fund's underlying
securities. Further, the HLS Funds may enter into currency transactions only
with counterparties that Wellington Management deems to be creditworthy.
The HLS Funds may also enter into options and futures contracts relative to
foreign currency to hedge against fluctuations in foreign currency rates. See
"Options and Futures Contracts" for a discussion of risk factors relating to
foreign currency transactions including options and futures contracts related
thereto.
OPTIONS AND FUTURES CONTRACTS In seeking to protect against the effect of
changes in equity market values, currency exchange rates or interest rates that
are adverse to the present or prospective position of the HLS Funds, for cash
flow management, and, to a lesser extent, to enhance returns, each HLS Fund may
employ certain hedging, income enhancement and risk management techniques,
including the purchase and sale of options, futures and options on futures
involving equity and debt securities and foreign currencies, aggregates of
equity and debt securities, indices of prices of equity and debt securities and
other financial indices. An HLS Fund's ability to engage in these practices may
be limited by tax considerations and certain other legal considerations.
An HLS Fund may write covered options and purchase put and call options on
individual securities as a partial hedge against an adverse movement in the
security and in circumstances consistent with the objective and policies of the
HLS Fund. This strategy limits potential capital appreciation in the portfolio
securities subject to the put or call option.
The HLS Funds may also write covered put and call options and purchase put
and call options on foreign currencies to hedge against the risk of foreign
exchange fluctuations on foreign securities the particular HLS Fund holds in its
portfolio or that it intends to purchase. For example, if a HLS Fund enters into
a contract to purchase securities denominated in foreign currency, it could
effectively establish the maximum U.S. dollar cost of the securities by
purchasing call options on that foreign currency. Similarly, if a HLS Fund held
securities denominated
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<PAGE>
in a foreign currency and anticipated a decline in the value of that currency
against the U.S. dollar, the HLS Fund could hedge against such a decline by
purchasing a put option on the foreign currency involved.
Aggregates are composites of equity or debt securities that are not tied to
a commonly known index. An index is a measure of the value of a group of
securities or other interests. An index assigns relative values to the
securities included in that index, and the index fluctuates with changes in the
market value of those securities. An HLS Fund may purchase put and call options
and write covered put and call options on aggregates of equity and debt
securities, and may enter into futures contracts and options thereon for the
purchase or sale of aggregates of equity and debt securities, indices of equity
and debt securities and other financial indices, all for the purpose of
protecting against potential changes in the market value of portfolio securities
or in interest rates.
An HLS Fund may write covered options only. "Covered" means that, so long
as a HLS Fund is obligated as the writer of a call option on particular
securities or currency, it will own either the underlying securities or currency
or an option to purchase the same underlying securities or currency having an
expiration date not earlier than the expiration date of the covered option and
an exercise price equal to or less than the exercise price of the covered
option, or will establish or maintain with its custodian for the term of the
option a segregated account consisting of liquid assets having a value equal to
the fluctuating market value of the optioned securities or currencies. An HLS
Fund will cover any put option it writes on particular securities or currency by
maintaining a segregated account with its custodian as described above.
To hedge against fluctuations in currency exchange rates, a HLS Fund may
purchase or sell foreign currency futures contracts, and write put and call
options and purchase put and call options on such futures contracts. For
example, a HLS Fund may use foreign currency futures contracts when it
anticipates a general weakening of the foreign currency exchange rate that could
adversely affect the market values of the HLS Fund's foreign securities
holdings. In this case, the sale of futures contracts on the underlying currency
may reduce the risk of a reduction in market value caused by foreign currency
variations and, by so doing, provide an alternative to the liquidation of
securities positions in the HLS Fund and resulting transaction costs. When the
HLS Fund anticipates a significant foreign exchange rate increase while
intending to invest in a non-U.S. security, the HLS Fund may purchase a foreign
currency futures contract to hedge or partially hedge against a rise in foreign
exchange rates pending completion of the anticipated transaction. Such a
purchase of a futures contract would serve as a temporary measure to protect the
HLS Fund against any rise in the foreign exchange rate that may add additional
costs to acquiring the non-U.S. security position. The HLS Fund similarly may
use futures contracts on equity and debt securities to hedge against
fluctuations in the value of securities it owns or expects to acquire.
The HLS Funds also may purchase call or put options on foreign currency
futures contracts to obtain a fixed foreign exchange rate at limited risk. An
HLS Fund may purchase a call option on a foreign currency futures contract to
hedge against a rise in the foreign exchange rate while intending to invest in a
non-U.S. security of the same currency. An HLS Fund may purchase put options on
foreign currency futures contracts to hedge against a decline in the foreign
exchange rate or the value of its non-U.S. securities. An HLS Fund may write a
call option on a foreign currency futures contract as a partial hedge against
the effects of declining foreign exchange rates on the value of non-U.S.
securities and in circumstances consistent with a HLS Fund's investment
objectives and policies.
Options on indexes are settled in cash, not in delivery of securities. The
exercising holder of an index option receives, instead of a security, cash equal
to the difference between the closing price of the securities index and the
exercise price of the option. When a HLS Fund writes a covered option on an
index, a HLS Fund will be required to deposit and maintain with a custodian
liquid assets equal in value to the aggregate exercise price of a put or call
option pursuant to the requirements and the rules of the applicable exchange.
If, at the close of business on any day, the market value of the deposited
securities falls below the contract price, the HLS Fund will deposit with the
custodian liquid assets equal in value to the deficiency.
-10-
<PAGE>
To the extent that a HLS Fund enters into futures contracts, options on
futures contracts and options on foreign currencies that are traded on an
exchange regulated by the Commodities Futures Trading Commission ("CFTC"), in
each case that are not for "BONA FIDE hedging" purposes (as defined by
regulations of the CFTC), the aggregate initial margin and premiums required to
establish those positions may not exceed 5% of the liquidation value of the HLS
Fund's portfolio, after taking into account the unrealized profits and
unrealized losses on any such contracts the HLS Fund has entered into. However,
options which are currently exercisable may be excluded in computing the 5%
limit. Adoption of this guideline will not limit the percentage of a HLS Fund's
assets at risk to 5%.
Although any one HLS Fund may not employ all or any of the foregoing
strategies, its use of options, futures and options thereon and forward currency
contracts (as described under "Currency Transactions") would involve certain
investment risks and transaction costs to which it might not be subject were
such strategies not employed. Such risks include: (1) dependence on the ability
of Wellington Management to predict movements in the prices of individual
securities, fluctuations in the general securities markets or market sections
and movements in interest rates and currency markets; (2) imperfect correlation
between movements in the price of the securities or currencies hedged or used
for cover; (3) the fact that skills and techniques needed to trade options,
futures contracts and options thereon or to use forward currency contracts are
different from those needed to select the securities in which a HLS Fund
invests; (4) lack of assurance that a liquid secondary market will exist for any
particular option, futures contract, option thereon or forward contract at any
particular time, which may affect a HLS Fund's ability to establish or close out
a position; (5) possible impediments to effective portfolio management or the
ability to meet current obligations caused by the segregation of a large
percentage of a HLS Fund's assets to cover its obligations; and (6) the possible
need to defer closing out certain options, futures contracts, options thereon
and forward contracts in order to continue to qualify for the beneficial tax
treatment afforded "regulated investment companies" under the Code. In the event
that the anticipated change in the price of the securities or currencies that
are the subject of such a strategy does not occur, it may be that a HLS Fund
would have been in a better position had it not used such a strategy at all.
SWAP AGREEMENTS Each HLS Fund may enter into interest rate swaps, currency
swaps, and other types of swap agreements such as caps, collars, and floors. In
a typical interest rate swap, one party agrees to make regular payments equal to
a floating interest rate multiplied by a "notional principal amount," in return
for payments equal to a fixed rate multiplied by the same amount, for a
specified period of time. If a swap agreement provides for payments in different
currencies, the parties might agree to exchange the notional principal amount as
well. Swaps may also depend on other prices or rates, such as the value of an
index or mortgage prepayment rates.
In a typical cap or floor agreement, one party agrees to make payments only
under specified circumstances, usually in return for payment of a fee by the
other party. For example, the buyer of an interest rate cap obtains the right to
receive payments to the extent that a specified interest rate exceeds an
agreed-upon level, while the seller of an interest rate floor is obligated to
make payments to the extent that a specified interest rate falls below an
agreed-upon level. An interest rate collar combines elements of buying a cap and
selling a floor.
Swap agreements will tend to shift a HLS Fund's investment exposure from
one type of investment to another. For example, if a HLS Fund agreed to exchange
floating rate payments for fixed rate payments, the swap agreement would tend to
decrease the HLS Fund's exposure to rising interest rates. Caps and floors have
an effect similar to buying or writing options. Depending on how they are used,
swap agreements may increase or decrease the overall volatility of a HLS Fund's
investments and its share price and yield.
The HLS Funds will usually enter into interest rate swaps on a net basis,
i.e., where the two parties make net payments with a HLS Fund receiving or
paying, as the case may be, only the net amount of the two payments. The net
amount of the excess, if any, of a HLS Fund's obligations over its entitlement
with respect to each interest rate swap will be covered by an amount consisting
of liquid assets having an aggregate net asset value at least equal to the
accrued excess maintained by the Company's custodian in a segregated account. If
a HLS Fund enters into a
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<PAGE>
swap on other than a net basis, the HLS Fund will maintain in the segregated
account the full amount of the HLS Fund's obligations under each such swap. The
HLS Fund may enter into swaps, caps, collars and floors with member banks of the
Federal Reserve System, members of the New York Stock Exchange or other entities
determined by Wellington Management to be creditworthy. If a default occurs by
the other party to such transaction, a HLS Fund will have contractual remedies
pursuant to the agreements related to the transaction but such remedies may be
subject to bankruptcy and insolvency laws which could affect such HLS Fund's
rights as a creditor.
The swap market has grown substantially in recent years with a large number
of banks and financial services firms acting both as principals and as agents
utilizing standardized swap documentation. As a result, the swap market has
become relatively liquid. Caps, collars and floors are more recent innovations
and they are less liquid than swaps. There can be no assurance, however, that a
HLS Fund will be able to enter into interest rate swaps or to purchase interest
rate caps, collars or floors at prices or on terms Wellington Management, as
appropriate, believes are advantageous to such HLS Fund. In addition, although
the terms of interest rate swaps, caps, collars and floors may provide for
termination, there can be no assurance that a HLS Fund will be able to terminate
an interest rate swap or to sell or offset interest rate caps, collars or floors
that it has purchased. Interest rate swaps, caps, collars and floors are
considered by the SEC to be illiquid securities.
The successful utilization of hedging and risk management transactions
requires skills different from those needed in the selection of a HLS Fund's
portfolio securities and depends on Wellington Management's ability to predict
correctly the direction and degree of movements in interest rates. Although the
HLS Funds believe that use of the hedging and risk management techniques
described above will benefit the HLS Funds, if Wellington Management's judgment
about the direction or extent of the movement in interest rates is incorrect, a
HLS Fund's overall performance would be worse than if it had not entered into
any such transactions. For example, if a HLS Fund had purchased an interest rate
swap or an interest rate floor to hedge against its expectation that interest
rates would decline but instead interest rates rose, such HLS Fund would lose
part or all of the benefit of the increased payments it would receive as a
result of the rising interest rates because it would have to pay amounts to its
counterparties under the swap agreement or would have paid the purchase price of
the interest rate floor. These activities are commonly used when managing
derivative investments.
ILLIQUID SECURITIES Each HLS Fund is permitted to invest in illiquid
securities. An HLS Fund will not, however, acquire illiquid securities if 15% of
its net assets would consist of such securities. "Illiquid Securities" are
securities that may not be sold or disposed of in the ordinary course of
business within seven days at approximately the price used to determine a HLS
Fund's net asset value. Each HLS Fund may purchase certain restricted securities
(commonly known as Rule 144A securities) that can be resold to institutions and
which may be determined to be liquid pursuant to policies and guidelines of the
Board of Directors. An HLS Fund may not be able to sell illiquid securities when
Wellington Management considers it desirable to do so or may have to sell such
securities at a price that is lower than the price that could be obtained if the
securities were more liquid. A sale of illiquid securities may require more time
and may result in higher dealer discounts and other selling expenses than does
the sale of securities that are not illiquid. Illiquid securities also may be
more difficult to value due to the unavailability of reliable market quotations
for such securities, and investment in illiquid securities may have an adverse
impact on net asset value.
Under current interpretations of the SEC staff, the following types of
securities are considered illiquid: (1) repurchase agreements maturing in more
than seven days; (2) certain restricted securities (securities whose public
resale is subject to legal or contractual restrictions); (3) options, with
respect to specific securities, not traded on a national securities exchange
that are not readily marketable; and (4) any other securities that are not
readily marketable.
WHEN-ISSUED AND DELAYED-DELIVERY SECURITIES Each HLS Fund is permitted to
purchase or sell securities on a when-issued or delayed-delivery basis.
When-issued or delayed-delivery transactions arise when securities are
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<PAGE>
purchased or sold with payment and delivery taking place in the future in order
to secure what is considered to be an advantageous price and yield at the time
of entering into the transaction. While the HLS Funds generally purchase
securities on a when-issued basis with the intention of acquiring the
securities, the HLS Funds may sell the securities before the settlement date if
Wellington Management deems it advisable. At the time a HLS Fund makes the
commitment to purchase securities on a when-issued basis, the HLS Fund will
record the transaction and thereafter reflect the value, each day, of such
security in determining the net asset value of the HLS Fund. At the time of
delivery of the securities, the value may be more or less than the purchase
price. An HLS Fund will maintain, in a segregated account, liquid assets having
a value equal to or greater than the HLS Fund's purchase commitments; likewise a
HLS Fund will segregate securities sold on a delayed-delivery basis.
OTHER INVESTMENT COMPANIES Each HLS Fund is permitted to invest in other
investment companies. The investment companies in which a HLS Fund would invest
may or may not be registered under the 1940 Act. Securities in certain countries
are currently accessible to the HLS Funds only through such investments. The
investment in other investment companies is limited in amount by the 1940 Act,
and will involve the indirect payment of a portion of the expenses, including
advisory fees, of such other investment companies. Generally, a HLS Fund will
not purchase a security of an investment company if, as a result, (1) more than
10% of the HLS Fund's assets would be invested in securities of other investment
companies, (2) such purchase would result in more than 3% of the total
outstanding voting securities of any one such investment company being held by
the HLS Fund; or (3) more than 5% of the HLS Fund's assets would be invested in
any one such investment company.
LENDING PORTFOLIO SECURITIES Each of the HLS Funds may lend its portfolio
securities to broker/dealers and other institutions as a means of earning
interest income. The borrower will be required to deposit as collateral, cash,
cash equivalents, U.S. government securities or other high quality liquid debt
securities that at all times will be at least equal to 100% of the market value
of the loaned securities and such amount will be maintained in a segregated
account of the respective HLS Fund. While the securities are on loan the
borrower will pay the respective HLS Fund any income accruing thereon. Delays or
losses could result if a borrower of portfolio securities becomes bankrupt or
defaults on its obligation to return the loaned securities. The HLS Funds may
lend securities only if: (1) each loan is fully secured by appropriate
collateral at all times; and (2) the value of all loaned securities of any HLS
Fund is not more than 33-1/3% of the HLS Fund's total assets taken at the time
of the loan (including collateral received in connection with any loans).
MANAGEMENT OF THE HLS FUNDS
The business of each HLS Fund is managed by a Board of Directors, who elect
officers who are responsible for the day-to-day operations of the HLS Funds and
who execute policies formulated by the directors. The directors and officers of
the HLS Funds and their principal business occupations for the last five years
are set forth below. Those directors who are deemed to be "interested persons"
of the HLS Fund, as that term is defined in the 1940 Act are indicated by an
asterisk next to their respective names.
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<PAGE>
<TABLE>
<CAPTION>
POSITION
NAME, ADDRESS, AGE HELD WITH PRINCIPAL OCCUPATIONS HELD
THE HLS FUNDS DURING LAST 5 YEARS
------------------------------------------------------ -------------- ---------------------------------------------------------
<S> <C> <C>
ROBERT J. CLARK (age 67) Director Mr. Clark, currently retired, served as President of
725 Mapleton Avenue American Nuclear Insurers from 1990 to 1997.
Suffield, CT 06078 Previously, Mr. Clark served in positions of increasing
responsibility with Aetna Life & Casualty Company from
1955 to 1989 retiring as President of the Commercial
Insurance Division. Mr. Clark is also an active
director or trustee with Hartford Health Care
Corporation, Hartford Hospital, CHS Insurance, Ltd. and
St. Joseph's College.
WINIFRED ELLEN COLEMAN (age 67) Director Ms. Coleman has served as President of Saint Joseph
27 Buckingham Lane College since 1991. She is a Director of LeMoyne
West Hartford, CT 06117 College, St. Francis Hospital, Connecticut Higher
Education Student Loan Administration, and The National
Conference (Greater Hartford Board of Directors).
WILLIAM ATCHISON O'NEILL (age 69) Director The Honorable William A. O'Neill served as Governor of
Box 360 the State of Connecticut from 1980 until 1991. He is
East Hampton, CT 06424 presently retired.
MILLARD HANDLEY PRYOR, JR. (age 66) Director Mr. Pryor has served as Managing Director of Pryor &
695 Bloomfield Avenue Clark Company, Hartford, Connecticut, since June, 1992.
Bloomfield, CT 06002 He served as Chairman and Chief Executive Officer of
Corcap, Inc. from 1988-1992. In addition, Mr. Pryor is
a Director of Pryor & Clark Company, Corcap, Inc., the
Wiremold Company, Hoosier Magnetics, Inc., Infodata
Systems, Inc. and Pacific Scientific Corporation
LOWNDES ANDREW SMITH* (age 60) Director and Mr. Smith has served as Vice Chairman of Hartford
P.O. Box 2999 Chairman Financial Services Group, Inc. since February, 1997, as
Hartford, CT 06104-2999 President and Chief Executive Officer of Hartford Life,
Inc. since February, 1997, and as President and Chief
Operating Officer of The Hartford Life Insurance
Companies since January, 1989. He was formerly Senior
Vice President and Group Comptroller of The Hartford
Insurance Group from 1987-1989. He has been a Director
of Connecticut Children's Medical Center since 1993, a
Director of American Counsel of Life Insurance from
1993-1996 and 1998-present, and a Director of
Insurance Marketplace Standards Association from 1996
to present. Mr. Smith is also President and a Director
of HIFSCO and HL Advisors.
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<PAGE>
<CAPTION>
POSITION
NAME, ADDRESS, AGE HELD WITH PRINCIPAL OCCUPATIONS HELD
THE HLS FUNDS DURING LAST 5 YEARS
------------------------------------------------------ -------------- ---------------------------------------------------------
<S> <C> <C>
JOHN KELLEY SPRINGER (age 68) Director Mr. Springer currently serves as Chairman of Medspan,
225 Asylum Avenue Inc. From 1986 to 1997 he served as Chief Executive
Hartford, CT 06103 Officer of Connecticut Health System, Inc. Formerly, he
served as the Chief Executive Officer of Hartford
Hospital, Hartford, Connecticut (June, 1976 - August,
1989). He is also a Director of Hartford Hospital, and
CHS Insurance Ltd. (Chairman).
DAVID M. ZNAMIEROWSKI (age 39) President Mr. Znamierowski currently serves as Senior Vice
55 Farmington Avenue and Director President, Chief Investment Officer and Director of
Hartford, CT 06105 Investment Strategy for Hartford Life, Inc. Mr.
Znamierowski previously was Vice President, Investment
Strategy and Policy with Aetna Life & Casualty Company
from 1991 to 1996 and held several positions including
Vice President, Corporate Finance with Solomon Brothers
from 1986 to 1991. Mr. Znamierowski is also a Director
and Senior Vice President of HIFSCO and a Managing
Member and Senior Vice President of HL Advisors.
PETER CUMMINS (age 62) Vice Mr. Cummins has served as Senior Vice President since
P. O. Box 2999 President 1997 and Vice President since 1989 of sales and
Hartford, CT 06104-2999 marketing of the Investment Products Division of
Hartford Life Insurance Company. He is also a Director
and Senior Vice President of HIFSCO and a Managing
Member and Senior Vice President of HL Advisors.
STEPHEN T. JOYCE (age __) Vice Mr. Joyce currently serves as Senior Vice President and
P. O. Box 2999 President director of investment products management for Hartford
Hartford, CT 06104-2999 Life Insurance Company. Previously he served as Vice
President (1997-1999) and Assistant Vice President
(1994-1997) of Hartford Life Insurance Company.
ANDREW WILLIAM KOHNKE (age 41) Vice Mr. Kohnke serves as Managing Director and a Director
55 Farmington Avenue President of HIMCO. Previously he served as Vice President of
Hartford, CT 06105 HIMCO (1986-1996) and Investment Manager for HIMCO
(1983-1986). Mr. Kohnke is also a Director and Senior
Vice President of HIFSCO and a Managing Member and
Senior Vice President of HL Advisors.
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<PAGE>
<CAPTION>
POSITION
NAME, ADDRESS, AGE HELD WITH PRINCIPAL OCCUPATIONS HELD
THE HLS FUNDS DURING LAST 5 YEARS
------------------------------------------------------ -------------- ---------------------------------------------------------
<S> <C> <C>
THOMAS MICHAEL MARRA (age 41) Vice Mr. Marra has served as Chief Operating Officer since
P.O. Box 2999 President 2000, Executive Vice President since 1996, and as
Hartford, CT 06104-2999 Senior Vice President and Director since 1994 of the
Investment Products Division of Hartford Life Insurance
Company. Mr. Marra is also a Director and Executive
Vice President of HIFSCO and a Managing Member and
Executive Vice President of HL Advisors.
JOHN C. WALTERS (age _____) Vice Mr. Walters currently serves as Executive Vice
P.O. Box 2999 President President and Director of the Investment Products
Hartford, CT 06104-2999 Division of Hartford Life Insurance Company. Previously
Mr. Walters was with First Union Securities which he
had joined through the acquisition of Wheat First
Butcher Singer in 1998. Mr. Walters joined Wheat First
in 1984.
KEVIN J. CARR (age 45) Vice Mr. Carr has served as Assistant General Counsel since
55 Farmington Avenue President, 1999, Counsel since November 1996 and Associate Counsel
Hartford, CT 06105 Secretary since November 1995, of The Hartford Financial Services
and Counsel Group, Inc. Formerly he served as Counsel of
Connecticut Mutual Life Insurance Company from March
1995 to November 1995 and Associate Counsel of 440
Financial Group of Worcester from 1994 to 1995. Mr.
Carr is also Counsel and Assistant Secretary of HL
Advisors and HIFSCO and Assistant Secretary of HIMCO.
GEORGE RICHARD JAY (age 47) Controller Mr. Jay has served as Secretary and Director, Life and
P.O. Box 2999 and Treasurer Equity Accounting and Financial Control, of Hartford
Hartford, CT 06104-2999 Life Insurance Company since 1987.
CHRISTOPHER JAMES COSTA (age 35) Assistant Mr. Costa has served as the Tax Manager of The
P.O. Box 2999 Secretary Hartford-Sponsored Mutual Funds since July 1996.
Hartford, CT 06104-2999 Formerly he served as the Tax Manager and Assistant
Treasurer of The Phoenix Mutual Funds from June 1994
to June 1996 and as a Tax Consultant with Arthur
Andersen LLP from September 1990 to June 1994.
</TABLE>
An Audit Committee and Nominating Committee have been appointed for each
fund. Each Committee is made up of those directors who are not "interested
persons" of the HLS Fund.
All officers and directors of the HLS Funds are also officers and directors
of The Hartford Mutual Funds, Inc., a family of mutual funds with eighteen
portfolios.
-16-
<PAGE>
COMPENSATION OF OFFICERS AND DIRECTORS The HLS Funds pay no salaries or
compensation to any officer or director affiliated with The Hartford. The chart
below sets forth the fees paid by the HLS Fund to the non-interested Directors
for the 1999 fiscal year and certain other information:
<TABLE>
<CAPTION>
Pension Or Total Compensation
Aggregate Retirement Benefits Estimated Annual From the HLS Funds
Compensation From Accrued As Part Of Benefits Upon And Fund Complex
Name of Person, Position the HLS Funds HLS Fund Expenses Retirement Paid To Directors*
--------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Robert J. Clark, Director $ 5,912.50 $0 $0 $ 8,250
Winifred E. Coleman, Director $22,262.50 $0 $0 $31,000
William A. O'Neill, Director $22,262.50 $0 $0 $31,000
Millard H. Pryor, Director $20,262.50 $0 $0 $28,000
John K. Springer, Director $22,262.50 $0 $0 $31,000
</TABLE>
*As of December 31, 1999, there were thirty-one funds in the Complex
(including the HLS Funds).
OTHER INFORMATION ABOUT THE HLS FUNDS The Global Communications HLS Fund,
Global Financial Services HLS Fund, and Premium Focus HLS Fund are
non-diversified series, and Growth HLS Fund is a diversified series, of Hartford
Series Fund, Inc., a Maryland corporation, also registered with the Securities
and Exchange Commission as an open-end management investment company. The shares
of each Fund are divided into Class IA and Class IB. The Board of Directors may
reclassify authorized shares to increase or decrease the allocation of shares in
each HLS Fund. The Board of Directors is also authorized, from time to time and
without further shareholder approval, to authorize additional shares of each HLS
Fund. The organization dates of each Fund are as follows: Global Communications
HLS Fund, 2000; Global Financial Services HLS Fund, 2000; Premium Focus HLS
Fund, 2000; U.S. Growth HLS Fund, 2000;
As of January 31, 2000, the officers and directors as a group beneficially
owned less than 1% of the outstanding shares of each HLS Fund.
INVESTMENT MANAGEMENT ARRANGEMENTS
Each HLS Fund has entered into an investment advisory agreement with HL
Investment Advisors, LLC ("HL Advisors"). The investment advisory agreement
provides that HL Advisors, subject to the supervision and approval of the HLS
Funds' Board of Directors, is responsible for the management of each HLS Fund.
HL Advisors is responsible for investment management supervision of all HLS
Funds. In addition, Hartford Life, a corporate affiliate of HL Advisors provides
administrative services to the HLS Funds including administrative personnel,
services, equipment and facilities and office space for proper operation of the
HLS Funds. Although Hartford Life has agreed to arrange for the provision of
additional services necessary for the proper operation of the HLS Fund, each HLS
Fund pays for these services directly.
With respect to the Global Communications HLS Fund, Global Financial
Services HLS Fund, Premium Focus HLS Fund and Growth HLS Fund. HL Advisors has
entered into an investment sub-advisory agreement with Wellington Management
Company ("Wellington Management"). Under the sub-advisory agreement, Wellington
Management, subject to the general supervision of the Board of Directors and HL
Advisors, is responsible for (among other things) the day-to-day investment and
reinvestment of the assets of the HLS Funds and furnishing
-17-
<PAGE>
each HLS Fund with advice and recommendations with respect to investments and
the purchase and sale of appropriate securities for each HLS Fund.
As provided by the investment advisory agreements, each HLS Fund pays HL
Advisors an investment advisory fee, which is accrued daily and paid monthly, at
an annual rate stated as a percentage of the respective HLS Fund's average daily
net asset value. HL Advisors, not any HLS Fund, pays the subadvisory fees of
Wellington Management as set forth in the Prospectus.
No person other than HL Advisors or Wellington Management and its directors
and employees regularly furnishes advice to the HLS Funds with respect to the
desirability of the HLS Funds investing in, purchasing or selling securities.
Wellington Management may from time to time receive statistical or other
information regarding general economic factors and trends, from The Hartford and
its affiliates.
Securities held by any HLS Fund may also be held by other funds and other
clients for which Wellington Management or its respective affiliates provide
investment advice. Because of different investment objectives or other factors,
a particular security may be bought by Wellington Management for one or more
clients when one or more clients are selling the same security. If purchases or
sales of securities arise for consideration at or about the same time for any
HLS Fund or client accounts (including other funds) for which Wellington
Management acts as an investment adviser, (including the HLS Funds described
herein) transactions in such securities will be made, insofar as feasible, for
the respective funds and other client accounts in a manner deemed equitable to
all. To the extent that transactions on behalf of more than one client of
Wellington Management or its respective affiliates during the same period may
increase the demand for securities being purchased or the supply of securities
being sold, there may be an adverse effect on price.
Pursuant to the investment advisory agreement, investment sub-advisory and
investment services agreements neither HL Advisors, nor Wellington Management is
liable to the HLS Funds or their shareholders for any error of judgment or
mistake of law or for any loss suffered by the HLS Funds in connection with the
matters to which their respective agreements relate, except a loss resulting
from willful misfeasance, bad faith or gross negligence on the part of
Wellington Management in the performance of their duties or from their reckless
disregard of the obligations and duties under the applicable agreement.
HL Advisors, whose principal business address is at 200 Hopmeadow Street,
Simsbury, Connecticut 06089, was organized in 1981. As of December 31, 1999, HL
Advisors had approximately $40 billion in assets under management. HL Advisors
is a majority owned indirect subsidiary of The Hartford. Wellington Management,
75 State Street, Boston, MA 02109, is a professional investment counseling firm
that provides services to investment companies, employee benefit plans,
endowments, foundations and other institutions and individuals. Wellington
Management and its predecessor organizations have provided investment advisory
services since 1928. As of December 31, 1999, Wellington Management had
investment management authority with respect to approximately $235 billion in
assets. Wellington Management is a Massachusetts limited liability partnership.
The three managing partners of Wellington Management are Laurie A. Gabriel,
Duncan M. McFarland and John R. Ryan.
The investment advisory agreements, investment subadvisory agreements and
investment services agreements continue in effect for two years from initial
approval and from year to year thereafter if approved annually by a vote of a
majority of the Directors of the HLS Funds including a majority of the Directors
who are not parties to an agreement or interested persons of any party to the
contract, cast in person at a meeting called for the purpose of voting on such
approval, or by holders of a majority of the applicable HLS Fund's outstanding
voting securities. The contract automatically terminates upon assignment as
defined under the 1940 Act. The investment advisory agreement may be terminated
without penalty on 60 days' notice at the option of either party to the
respective contract or by vote of the holders of a majority of the outstanding
voting securities of the applicable HLS Fund. The investment subadvisory
agreements and investment services agreements may be terminated at any time
-18-
<PAGE>
without the payment of any penalty by the Board of Directors, by vote of a
majority of the outstanding voting securities of the respective HLS Fund or by
HL Advisors, upon 60 days' notice to Wellington Management, and by Wellington
Management upon 90 days' written notice to HL Advisors (with respect to each HLS
Fund separately). The investment subadvisory agreement and investment services
agreements terminate automatically upon the termination of the corresponding
investment advisory agreement.
HL Advisors may make payments from time to time from its own resources,
which may include the management fees paid by the HLS Fund to compensate broker
dealers, depository institutions, or other persons for providing distribution
assistance and administrative services and to otherwise promote the sale of
shares of the HLS Funds including paying for the preparation, printing and
distribution of prospectuses and sales literature or other promotional
activities.
Each fund and each adviser, sub-adviser and principal underwriter to each
fund has adopted a Code of Ethics designed to protect the interests of each
fund's shareholders. Under each Code of Ethics investment personnel are
permitted to trade securities for their own account subject to a number of
restrictions. Each Code of Ethics has been filed with the SEC via the EDGAR
system and may be viewed by the public.
HLS FUND ADMINISTRATION
An Administrative Services Agreement between each HLS Fund and Hartford
Life provides that Hartford Life will manage the business affairs and provide
administrative services to each HLS Fund. Under the terms of these Agreements,
Hartford Life will provide the following: administrative personnel, services,
equipment and facilities and office space for proper operation of the HLS Funds.
Hartford Life has also agreed to arrange for the provision of additional
services necessary for the proper operation of the HLS Funds, although the HLS
Funds pay for these services directly. See "Expenses of the Funds." As
compensation for the services to be performed by Hartford Life, each HLS Fund
pays to Hartford Life, as promptly as possible after the last day of each month,
a monthly fee equal to the annual rate of .20% of the average daily net assets
of the HLS Fund. In addition to the administrative services fee Hartford Life is
compensated for fund accounting services at a competitive market rate.
HLS FUND EXPENSES
Each HLS Fund assumes and pays the following costs and expenses: interest;
taxes; brokerage charges; costs of preparing, printing and filing any amendments
or supplements to the registration forms of each HLS Fund and its securities;
all federal and state registration, qualification and filing costs and fees,
(except the initial costs and fees, which will be borne by Hartford Life),
issuance and redemption expenses, transfer agency and dividend and distribution
disbursing agency costs and expenses; custodian fees and expenses; accounting,
auditing and legal expenses; fidelity bond and other insurance premiums; fees
and salaries of directors, officers and employees of each HLS Fund other than
those who are also officers of Hartford Life; industry membership dues; all
annual and semiannual reports and prospectuses mailed to each HLS Fund's
shareholders as well as all quarterly, annual and any other periodic report
required to be filed with the SEC or with any state; any notices required by a
federal or state regulatory authority, and any proxy solicitation materials
directed to each HLS Fund's shareholders as well as all printing, mailing and
tabulation costs incurred in connection therewith, and any expenses incurred in
connection with the holding of meetings of each HLS Fund's shareholders,
expenses related to distribution activities as provided under each HLS Fund's
Rule 12b-1 distribution plan for Class IB shares and other miscellaneous
expenses related directly to the HLS Funds' operations and interest.
DISTRIBUTION ARRANGEMENTS
Each fund's shares are sold by Hartford Securities Distribution Company
(the "distributor") on a continuous basis to separate accounts sponsored by The
Hartford and its affiliates and to certain qualified retirement plans.
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<PAGE>
Each fund has adopted separate distribution plans (the "Plans") for Class
IB shares pursuant to appropriate resolutions of each fund's Board of Directors
in accordance with the requirements of Rule 12b-1 under the 1940 Act and the
requirements of the applicable rule of the NASD regarding asset based sales
charges.
Pursuant to the Plan, each fund may compensate the distributor for its
expenditures in financing any activity primarily intended to result in the sale
of HLS Fund shares. The expenses of each HLS Fund pursuant to each Plan are
accrued on a fiscal year basis and may not exceed, the annual rate of 0.25% of
each HLS Fund's average daily net assets attributable to Class IB shares. All or
any portion of this fee may be remitted to brokers who provide distribution or
shareholder account services.
Distribution fees paid to the distributor may be spent on any activities or
expenses primarily intended to result in the sale of each fund's shares
including (a) compensation to and expenses, including overhead and telephone
expenses, of employees of the distributor engaged in the distribution of the
Class IB shares; (b) printing and mailing of prospectuses, statements of
additional information, and reports for prospective purchasers of variable
annuity or variable life insurance contracts ("Variable Contracts") investing
indirectly in Class IB shares; (c) compensation to financial intermediaries and
broker-dealers to pay or reimburse them for their services or expenses in
connection with the distribution of Variable Contracts investing indirectly in
Class IB shares; (d) expenses relating to the development, preparation,
printing, and mailing of fund advertisements, sales literature, and other
promotional materials describing and/or relating to the fund; (e) expenses of
holding seminars and sales meetings designed to promote the distribution of the
Class IB shares; (f) expenses of obtaining information and providing
explanations to Variable Contract owners regarding fund investment objectives
and policies and other information about the fund, including performance; (g)
expenses of training sales personnel regarding the fund; (h) expenses of
compensating sales personnel in connection with the allocation of cash values
and premiums of the Variable Contracts to the fund; and (i) expenses of personal
services and/or maintenance of Variable Contract accounts with respect to Class
IB shares attributable to such accounts. These plans are considered compensation
type plans which means the distributor is paid the agreed upon fee regardless of
the distributor's expenditures.
In accordance with the terms of the Plans, the distributor provides to each
HLS Fund, for review by each fund's Board of Directors, a quarterly written
report of the amounts expended under the respective Plans and the purpose for
which such expenditures were made.
The Plans were adopted by a majority vote of the Board of Directors,
including at least a majority of Directors who are not, and were not at the time
they voted, interested persons of each fund as defined in the 1940 Act and do
not and did not have any direct or indirect financial interest in the operation
of the Plans, cast in person at a meeting called for the purpose of voting on
the Plans. In approving the Plans, the Directors identified and considered a
number of potential benefits which the Plans may provide including the potential
to increase assets in order to benefit from economics of scale. The Board of
Directors believes that there is a reasonable likelihood that the Plans will
benefit the Class IB shareholders of each HLS Fund. Under their terms, the Plans
remain in effect from year to year provided such continuance is approved
annually by vote of the Directors in the manner described above. The Plans may
not be amended to increase materially the amount to be spent for distribution
without approval of the shareholders of each fund affected thereby, and material
amendments to the Plans must also be approved by the Board of Directors in the
manner described above. A Plan may be terminated at any time, without payment of
any penalty, by vote of the majority of the Directors who are not interested
persons of each fund and have no direct or indirect financial interest in the
operations of the Plan, or by a vote of a "majority of the outstanding voting
securities" (as defined in the 1940 Act) of each fund affected thereby. A Plan
will automatically terminate in the event of its assignment (as defined in the
1940 Act).
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<PAGE>
PORTFOLIO TRANSACTIONS AND BROKERAGE
The HLS Funds have no obligation to deal with any dealer or group of
dealers in the execution of transactions in portfolio securities. Subject to any
policy established by the Board of Directors, Wellington Management is primarily
responsible for the investment decisions of each HLS Fund and the placing of its
portfolio transactions. In placing orders, it is the policy of each HLS Fund to
obtain the most favorable net results, taking into account various factors,
including price, dealer spread or commission, if any, size of the transaction
and difficulty of execution. While Wellington Management generally seeks
reasonably competitive spreads or commissions, the HLS Funds will not
necessarily be paying the lowest possible spread or commission. Upon
instructions from the HLS Funds, Wellington Management may direct brokerage
transactions to broker/dealers who also sell shares of the HLS Funds.
Wellington Management will generally deal directly with the dealers who
make a market in the securities involved (unless better prices and execution are
available elsewhere) if the securities are traded primarily in the
over-the-counter market. Such dealers usually act as principals for their own
account. On occasion, securities may be purchased directly from the issuer.
Bonds and money market securities are generally traded on a net basis and do not
normally involve either brokerage commissions or transfer taxes.
While Wellington Management seeks to obtain the most favorable net results
in effecting transactions in an HLS Fund's portfolio securities, dealers who
provide supplemental investment research to Wellington Management may receive
orders for transactions from Wellington Management. Such supplemental research
services ordinarily consist of assessments and analyses of the business or
prospects of a company, industry, or economic sector. If, in the judgment of
Wellington Management, an HLS Fund will be benefited by such supplemental
research services, Wellington Management is authorized to pay spreads or
commissions to brokers or dealers furnishing such services which are in excess
of spreads or commissions which another broker or dealer may charge for the same
transaction. Information so received will be in addition to and not in lieu of
the services required to be performed by Wellington Management under the
investment advisory agreement or the investment sub-advisory agreement. The
expenses of Wellington Management will not necessarily be reduced as a result of
the receipt of such supplemental information. Wellington Management may use such
supplemental research in providing investment advice to portfolios other than
those for which the transactions are made. Similarly, the HLS Funds may benefit
from such research obtained by Wellington Management for portfolio transactions
for other clients.
Investment decisions for the HLS Funds will be made independently from
those of any other clients that may be (or in the future may be) managed by
Wellington Management or its affiliates. If, however, accounts managed by
Wellington Management are simultaneously engaged in the purchase of the same
security, then, pursuant to general authorization of the HLS Funds' Board of
Directors, available securities may be allocated to each HLS Fund or other
client account and may be averaged as to price in whatever manner Wellington
Management deems to be fair. Such allocation and pricing may affect the amount
of brokerage commissions paid by each HLS Fund. In some cases, this system might
adversely affect the price paid by an HLS Fund (for example, during periods of
rapidly rising or falling interest rates) or limit the size of the position
obtainable for an HLS Fund (for example, in the case of a small issue).
Although the rules of the National Association of Securities Dealers, Inc.
prohibit its members from seeking orders for the execution of investment company
portfolio transactions on the basis of their sales of investment company shares,
under such rules, sales of investment company shares may be considered in
selecting brokers to effect portfolio transactions. Accordingly, some portfolio
transactions are, subject to such rules and to obtaining best prices and
executions, effected through dealers who sell shares of the funds.
-21-
<PAGE>
DETERMINATION OF NET ASSET VALUE
The net asset value of the shares of each HLS Fund is determined by
Hartford Life Insurance Company, ("Hartford Life") an affiliate of The Hartford,
in the manner described in the HLS Funds' Prospectus. The HLS Funds will be
closed for business and will not price their shares on the following business
holidays: New Year's Day, Martin Luther King Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day and
other holidays observed by the New York Stock Exchange. Securities held by each
HLS Fund will be valued as follows: Debt securities (other than short-term
obligations) are valued on the basis of valuations furnished by an unaffiliated
pricing service which determines valuations for normal institutional size
trading units of debt securities. All other HLS Funds' short-term debt
investments with a maturity of 60 days or less are valued at amortized cost,
which approximates market value. Short-term investments with a maturity of more
than 60 days when purchased are valued based on market quotations until the
remaining days to maturity become less than 61 days. From such time until
maturity, the investments are valued at amortized cost.
Equity securities are valued at the last sales price reported on principal
securities exchanges (domestic or foreign). If no sale took place on such day
and in the case of certain equity securities traded over-the-counter, then such
securities are valued at the mean between the bid and asked prices. Securities
quoted in foreign currencies are translated into U.S. dollars at the exchange
rate at the end of the reporting period. Options are valued at the last sales
price; if no sale took place on such day, then options are valued at the mean
between the bid and asked prices. Securities for which market quotations are not
readily available and all other assets are valued in good faith at fair value
by, or under guidelines established by, the HLS Funds' Board of Directors.
PURCHASE AND REDEMPTION OF SHARES
For information regarding the purchase of HLS Fund shares, redemption of
shares, or selling shares, see "Purchase and Redemption of Fund Shares" in the
HLS Funds' Prospectus.
An HLS Fund may not suspend a shareholder's right of redemption, or
postpone payment for a redemption for more than seven days, unless the New York
Stock Exchange (NYSE) is closed for other than customary weekends or holidays,
or trading on the NYSE is restricted, or for any period during which an
emergency exists as a result of which (1) disposal by an HLS Fund of securities
owned by it is not reasonably practicable, (2) it is not reasonably practicable
for an HLS Fund to fairly determine the value of its assets, or (3) for such
other periods as the Securities and Exchange Commission may permit for the
protection of investors.
OWNERSHIP AND CAPITALIZATION OF THE HLS FUNDS
CAPITAL STOCK The Board of Directors is authorized, without further
shareholder approval, to authorize additional shares and to classify and
reclassify the HLS Funds into one or more classes. Accordingly, the Directors
have authorized the issuance of two classes of shares of the HLS Funds
designated as Class IA and Class IB shares. The shares of each class represent
an interest in the same portfolio of investments of the HLS Funds and have equal
rights as to voting, redemption, and liquidation. However, each class bears
different expenses and therefore the net asset values of the two classes and any
dividends declared may differ between the two classes.
Pursuant to state insurance law, Hartford Life, or its affiliates, is the
owner of all HLS shares held in Hartford Life's separate accounts. The shares
are held for the benefit of Hartford Life's contractholders and policy owners.
In addition to Hartford Life, the following persons beneficially own 5% or more
of a class of HLS Fund shares.
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<PAGE>
As of December 31, 2000, HL Advisors owned:
<TABLE>
<CAPTION>
FUND PERCENTAGE OF OWNERSHIP
CLASS IA CLASS IB
<S> <C> <C>
Global Communications HLS Fund 100.00% 100.00%
Global Financial Services HLS Fund 100.00% 100.00%
Premium Focus HLS Fund 100.00% 100.00%
Growth HLS Fund 100.00% 100.00%
</TABLE>
SHARE CLASSES Under each HLS Fund's multi-class system, shares of each
class of an HLS Fund represent an equal pro rata interest in that HLS Fund and,
generally, shall have identical voting, dividend, liquidation, and other rights,
preferences, powers, restrictions, limitations, qualifications and terms and
conditions, except that: (a) each class shall have a different designation; (b)
each class of shares shall bear its "Class Expenses;" (c) each class shall have
exclusive voting rights on any matter submitted to shareholders that relates
solely to its distribution arrangements; (d) each class shall have separate
voting rights on any matter submitted to shareholders in which the interests of
one class differ from the interests of any other class; (e) each class may have
separate exchange privileges; and (f) each class may have different conversion
features, although a conversion feature is not currently contemplated. Expenses
currently designated as "Class Expenses" by the HLS Fund's Board of Directors
are currently limited to payments made to the Distributor for the Class IB
shares, pursuant to the Distribution Plan for the Class IB shares.
VOTING Each shareholder is entitled to one vote for each share of the HLS
Funds held upon all matters submitted to the shareholders generally. Class
specific issues, such as a modification to a Rule 12b-1 plan for Class IB shares
that could materially increase fees, will be voted on only by the affected
class. Hartford Life, or its affiliates, is the shareholder of record for all
HLS Funds. Hartford Life will vote all HLS Fund shares, pro rata, according to
the written instructions of the owners of variable contracts indirectly invested
in each HLS Fund.
OTHER RIGHTS Each share of HLS Fund stock, when issued and paid for in
accordance with the terms of the offering, is fully paid and non-assessable.
Shares of HLS Fund stock have no pre-emptive, subscription or conversion rights.
Upon liquidation of an HLS Fund, the shareholders of that HLS Fund shall be
entitled to share, pro rata, in any assets of the HLS Fund after discharge of
all liabilities and payment of the expenses of liquidation.
Each HLS Fund's Articles of Incorporation provides that the Directors,
officers and employees of the HLS Fund may be indemnified by the HLS Fund to the
fullest extent permitted by Maryland law and the federal securities laws. The
HLS Fund's Bylaws provide that the HLS Fund shall indemnify each of its
Directors, officers and employees against liabilities and expenses reasonably
incurred by them, in connection with, or resulting from, any claim, action, suit
or proceeding, threatened against or otherwise involving such Director, officer
or employee, directly or indirectly, by reason of being or having been a
Director, officer or employee of the HLS Fund. Neither the Articles of
Incorporation nor the Bylaws authorize the HLS Fund to indemnify any Director or
officer against any liability to which he or she would otherwise be subject by
reason of or for willful misfeasance, bad faith, gross negligence or reckless
disregard of such person's duties.
INVESTMENT PERFORMANCE
STANDARDIZED AVERAGE ANNUAL TOTAL RETURN QUOTATIONS Average annual total
return quotations for the HLS Funds are computed by finding the average annual
compounded rates of return that would cause a hypothetical investment made on
the first day of a designated period to equal the ending redeemable value of
such hypothetical investment on the last day of the designated period in
accordance with the following formula:
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n
P(1+T) = ERV
Where:
P = a hypothetical initial n = number of years
payment of $1,000, less
the maximum sales load
applicable to a Fund ERV = ending redeemable value of the
hypothetical $1,000 initial payment
T = average annual total made at the beginning of the
return designated period (or fractional
portion thereof)
The computation above assumes that all dividends and distributions made by
an HLS Fund are reinvested at net asset value during the designated period. The
average annual total return quotation is determined to the nearest 1/100 of 1%.
One of the primary methods used to measure performance is "total return."
"Total return" will normally represent the percentage change in value of a class
of an HLS Fund, or of a hypothetical investment in a class of an HLS Fund, over
any period up to the lifetime of the class. Unless otherwise indicated, total
return calculations will assume the deduction of the maximum sales charge and
usually assume the reinvestment of all dividends and capital gains distributions
and will be expressed as a percentage increase or decrease from an initial
value, for the entire period or for one or more specified periods within the
entire period. Total return calculations that do not reflect the reduction of
sales charges will be higher than those that do reflect such charges.
Total return percentages for periods longer than one year will usually be
accompanied by total return percentages for each year within the period and/or
by the average annual compounded total return for the period. The income and
capital components of a given return may be separated and portrayed in a variety
of ways in order to illustrate their relative significance. Performance may also
be portrayed in terms of cash or investment values, without percentages. Past
performance cannot guarantee any particular future result. In determining the
average annual total return (calculated as provided above), recurring fees, if
any, that are charged to all shareholder accounts are taken into consideration.
For any account fees that vary with the size of the account, the account fee
used for purposes of the above computation is assumed to be the fee that would
be charged to the mean account size of a class of the HLS Fund.
Each HLS Fund's average annual total return quotations and yield quotations
as they may appear in the Prospectus, this SAI or in advertising are calculated
by standard methods prescribed by the SEC unless otherwise indicated.
NON-STANDARDIZED PERFORMANCE In addition, in order to more completely
represent an HLS Fund's performance or more accurately compare such performance
to other measures of investment return, an HLS Fund also may include in
advertisements, sales literature and shareholder reports other total return
performance data ("Non-Standardized Return"). Non-Standardized Return may be
quoted for the same or different periods as those for which Standardized Return
is quoted; it may consist of an aggregate or average annual percentage rate of
return, actual year-by-year rates or any combination thereof. Non-Standardized
Return may or may not take sales charges into account; performance data
calculated without taking the effect of sales charges into account will be
higher than data including the effect of such charges. All non-standardized
performance will be advertised only if the standard performance data for the
same period, as well as for the required periods, is also presented.
In contrast to Class IA shares, the Class IB shares are new and charge
12b-1 fees to cover distribution expenses. Because the historical performance of
Class IA shares may be helpful to a prospective investor's decision, the HLS
Funds may advertise standard average annual total return for Class IA shares
and, when available, Class IB shares.
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<PAGE>
Each HLS Fund may also publish its distribution rate and/or its effective
distribution rate. An HLS Fund's distribution rate is computed by dividing the
most recent monthly distribution per share annualized, by the current net asset
value per share. An HLS Fund's effective distribution rate is computed by
dividing the distribution rate by the ratio used to annualize the most recent
monthly distribution and reinvesting the resulting amount for a full year on the
basis of such ratio. The effective distribution rate will be higher than the
distribution rate because of the compounding effect of the assumed reinvestment.
An HLS Fund's yield is calculated using a standardized formula, the income
component of which is computed from the yields to maturity of all debt
obligations held by the HLS Fund based on prescribed methods (with all purchases
and sales of securities during such period included in the income calculation on
a settlement date basis), whereas the distribution rate is based on an HLS
Fund's last monthly distribution. An HLS Fund's monthly distribution tends to be
relatively stable and may be more or less than the amount of net investment
income and short-term capital gain actually earned by the HLS Fund during the
month (see "Dividends, Capital Gains and Taxes" in the HLS Funds' Prospectus).
Other data that may be advertised or published about each HLS Fund include
the average portfolio quality, the average portfolio maturity and the average
portfolio duration.
STANDARDIZED YIELD QUOTATIONS The yield of a class is computed by dividing
the class's net investment income per share during a base period of 30 days, or
one month, by the maximum offering price per share of the class on the last day
of such base period in accordance with the following formula:
6
2[(a-b DIVIDED BY cd) + 1) - 1]
Where:
a = net investment income earned c = the average daily number
during the period attributable of shares of the subject
to the subject class class outstanding during
the period that were
entitled to receive
b = net expenses accrued for dividends
the period attributable
to the subject class d = the maximum offering price
per share of the subject
Net investment income will be determined in accordance with rules
established by the SEC.
GENERAL INFORMATION From time to time, the HLS Funds may advertise their
performance compared to similar funds using certain unmanaged indices, reporting
services and publications. Descriptions of some of the indices which may be used
are listed below.
The Standard & Poor's MidCap 400 Index is designed to represent price
movements in the mid cap U.S. equity market. It contains companies chosen by the
Standard & Poor's Index Committee for their size, liquidity and industry
representation. None of the companies in the S&P 400 overlap with those in the
S&P 500 Index or the S&P 600 Index. Decisions about stocks to be included and
deleted are made by the Committee which meets on a regular basis. S&P 400 stocks
are market cap weighted; each stock influences the Index in proportion to its
relative market cap. REITs are not eligible for inclusion.
The Standard & Poor's 500 Composite Stock Price Index is a well diversified
list of 500 companies representing the U.S. Stock Market.
The Standard and Poor's Small Cap 600 index is designed to represent price
movements in the small cap U.S. equity market. It contains companies chosen by
the Standard & Poors Index Committee for their size, industry characteristics,
and liquidity. None of the companies in the S&P 600 overlap with the S&P 500 or
the S&P 400 (MidCap Index). The S&P 600 is weighted by market capitalization.
REITs are not eligible for inclusion.
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<PAGE>
The NASDAQ Composite OTC Price Index is a market value-weighted and
unmanaged index showing the changes in the aggregate market value of
approximately 3,500 stocks.
The Lehman Government Bond Index is a measure of the market value of all
public obligations of the U.S. Treasury; all publicly issued debt of all
agencies of the U.S. Government and all quasi-federal corporations; and all
corporate debt guaranteed by the U.S. Government. Mortgage backed securities,
bonds and foreign targeted issues are not included in the Lehman Government
Index.
The Lehman Government/Corporate Bond Index is a measure of the market value
of approximately 5,300 bonds with a face value currently in excess of $1.3
trillion. To be included in the Lehman Government/Corporate Index, an issue must
have amounts outstanding in excess of $1 million, have at least one year to
maturity and be rated "Baa" or higher ("investment grade") by a nationally
recognized rating agency.
The Russell 2000 Index represents the bottom two thirds of the largest 3000
publicly traded companies domiciled in the U.S. Russell uses total market
capitalization to sort its universe to determine the companies that are included
in the Index. Only common stocks are included in the Index. REITs are eligible
for inclusion.
The Russell 2500 Index is a market value-weighted, unmanaged index showing
total return (i.e., principal changes with income) in the aggregate market value
of 2,500 stocks of publicly traded companies domiciled in the United States. The
Index includes stocks traded on the New York Stock Exchange and the American
Stock Exchange as well as in the over-the-counter market.
The Morgan Stanley Capital International EAFE Index (the "EAFE Index") is
an unmanaged index, which includes over 1,000 companies representing the stock
markets of Europe, Australia, New Zealand and the Far East. The EAFE Index is
typically shown weighted by the market capitalization. However, EAFE is also
available weighted by Gross Domestic Product (GDP). These weights are modified
on July 1st of each year to reflect the prior year's GDP. Indices with dividends
reinvested constitute an estimate of total return arrived at by reinvesting one
twelfth of the month end yield at every month end. The series with net dividends
reinvested take into account those dividends net of withholding taxes retained
at the source of payment.
The Lehman Brothers High Yield BB Index is a measure of the market value of
public debt issues with a minimum par value of $100 million and rated Ba1-Ba3 by
Moody's. All bonds within the index are U.S. dollar denominated, non-convertible
and have at least one year remaining to maturity.
The Lehman Mortgage-Backed Securities Index includes the mortgage-backed
pass-through securities of the Government National Mortgage Association, the
Federal National Mortgage Association and the Federal Home Loan Mortgage
Corporation. The Index groups a wide range of pools of fixed rate
mortgage-backed securities of those issuers and defines them generally according
to agency, program, pass-through coupon and origination year. Those securities
which meet the maturity and liquidity criteria are then used to determine the
Index.
The Salomon Smith Barney World Government Bond Index is a
market-capitalization weighted benchmark that tracks the performance of the 18
Government bonds markets of Australia, Austria, Belgium, Canada, Denmark,
Finland, France, Germany, Ireland, Italy, Japan, the Netherlands, Portugal,
Spain, Sweden, Switzerland, the United Kingdom and the United States. The
ex-U.S. Index excludes the United States.
The Goldman Sachs Healthcare Index is a modified capitalization weighted
index of selected companies covering a broad range of healthcare and related
businesses. Individual holdings are capped at 7.5% at each semi -annual
reconstitution date and must be listed on the New York Stock Exchange, American
Stock Exchange or National Association of Securities Dealers Automated Quotation
(NASDAQ) System. As of December 31, 1999 there were 87 names in the Index.
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<PAGE>
The Goldman Sachs Technology Index is a modified capitalization weighted
index of selected companies covering the entire spectrum of the technology
industry. Individual holdings are capped at 8.5% at each semi-annual
reconstitution date and must be listed on the New York Stock Exchange, American
Stock Exchange or National Association of Securities Dealers Automated Quotation
(NASDAQ) System. As of December 31, 1999 there were 159 names in the Index.
In addition, from time to time in reports and promotions: (1) an HLS Fund's
performance may be compared to other groups of mutual funds tracked by: (a)
Lipper Analytical Services, a widely used independent research firm which ranks
mutual funds by overall performance, investment objectives, and assets; (b)
Morningstar, Inc., another widely used independent research firm which ranks
mutual funds by overall performance, investment objectives, and assets; or (c)
other financial or business publications, such as Business Week, Money Magazine,
Forbes and Barron's which provide similar information; (2) the Consumer Price
Index (measure for inflation) may be used to assess the real rate of return from
an investment in the HLS Fund; (3) other statistics such as GNP, and net import
and export figures derived form governmental publications, e.g., The Survey of
Current Business or other independent parties, e.g., the Investment Company
Institute, may be used to illustrate investment attributes to the HLS Fund or
the general economic, business, investment, or financial environment in which
the HLS Fund operates; (4) various financial, economic and market statistics
developed by brokers, dealers and other persons may be used to illustrate
aspects of the HLS Fund's performance; (5) the effect of tax-deferred
compounding on the HLS Fund's investment returns, or on returns in general, may
be illustrated by graphs, charts, etc. where such graphs or charts would
compare, at various points in time, the return from an investment in the HLS
Fund (or returns in general) on a tax-deferred basis (assuming reinvestment of
capital gains and dividends and assuming one or more tax rates) with the return
on a taxable basis; and (6) the sectors or industries in which the HLS Fund
invests may be compared to relevant indices or surveys (e.g., S&P Industry
Surveys) in order to evaluate the HLS Fund's historical performance or current
or potential value with respect to the particular industry or sector.
Each HLS Fund's investment performance may be advertised in various
financial publications, newspapers, magazines including the following:
<TABLE>
<S> <C> <C>
Across the Board Crain's Investment Dealers Digest
Advertising Age Dow Jones News Service Investment Advisor
Adviser's Magazine Economist Journal of Commerce
Adweek Entrepreneur Journal of Accountancy
Agent Entrepreneurial Woman Journal of the American Society
American Banker Financial Services Week of CLU & ChFC
American Agent and Broker Financial World Kiplinger's Personal Finance
Associated Press Financial Planning Knight-Ridder
Barron's Financial Times Life Association News
Best's Review Forbes Life Insurance Selling
Bloomberg Fortune Life Times
Broker World Hartford Courant LIMRA's MarketFacts
Business Week Inc Lipper Analytical Services, Inc.
Business Wire Independent Business MarketFacts
Business News Features Institutional Investor Medical Economics
Business Month Insurance Forum Money
Business Marketing Insurance Advocate Morningstar, Inc.
Business Daily Independent Nation's Business
Business Insurance Insurance Review Investor's National Underwriter
California Broker Insurance Times New Choices (formerly 50 Plus)
Changing Times Insurance Week New England Business
Consumer Reports Insurance Product News New York Times
Consumer Digest Insurance Sales Pension World
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<PAGE>
Pensions & Investments Success United Press International
Professional Insurance Agents The Standard USA Today
Professional Agent The Boston Globe Value Line
Registered Representative The Washington Post Wall Street Journal
Reuter's Tillinghast Wiesenberger Investment
Rough Notes Time Working Woman
Round the Table U.S. News & World Report
Service U.S. Banker
</TABLE>
From time to time the HLS Fund may publish the sales of shares of one or
more of the HLS Funds on a gross or net basis and for various periods of time,
and compare such sales with sales similarly reported by other investment
companies.
The HLS Funds are offered exclusively through variable insurance products
and to certain qualified retirement plans. Performance information presented for
the HLS Funds should not be compared directly with performance information of
other insurance products without taking into account insurance-related charges
and expenses payable with respect to these insurance products. Insurance related
charges and expenses are not reflected in the HLS Funds' performance information
and will reduce an investor's return under the insurance product. The HLS Funds'
annual and semi-annual reports also contain additional performance information.
These reports are distributed to all current shareholders and will be made
available to potential investors upon request and without charge.
TAXES
Each HLS Fund is treated as a separate entity for accounting and tax
purposes. Each HLS Fund intends to elect and qualifying as a "regulated
investment company" under Subchapter M of the Internal Revenue Code of 1986, as
amended (the "Code"), and intends to continue to so qualify in the future. As
such and by complying with the applicable provisions of the Code regarding the
sources of its income, the timing of its distributions, and the diversification
of its assets, each HLS Fund will not be subject to federal income tax on income
which is distributed to shareholders at least annually in accordance with the
timing requirements of the Code.
Each HLS Fund will be subject to a 4% non-deductible federal excise tax on
certain amounts not distributed (and not treated as having been distributed) on
a timely basis in accordance with annual minimum distribution requirements. Each
HLS Fund intends under normal circumstances to avoid liability for such tax by
satisfying such distribution requirements.
If an HLS Fund acquires stock in certain non-U.S. corporations that receive
at least 75% of their annual gross income from passive sources (such as
interest, dividends, rents, royalties or capital gain) or hold at least 50% of
their assets in investments producing such passive income ("passive foreign
investment companies"), that HLS Fund could be subject to federal income tax and
additional interest charges on "excess distributions" received from such
companies or gain from the sale of stock in such companies, even if all income
or gain actually received by the HLS Fund is timely distributed to its
shareholders. The HLS Fund would not be able to pass through to its shareholders
any credit or deduction for such a tax. Certain elections may, if available,
ameliorate these adverse tax consequences, but any such election would require
the applicable HLS Fund to recognize taxable income or gain without the
concurrent receipt of cash. Any HLS Fund that is permitted to acquire stock in
foreign corporations may limit and/or manage its holdings in passive foreign
investment companies to minimize its tax liability or maximize its return from
these investments.
Foreign exchange gains and losses realized by an HLS Fund in connection
with certain transactions involving foreign currency-denominated debt
securities, certain foreign currency futures and options, foreign currency
forward contracts, foreign currencies, or payables or receivables denominated in
a foreign currency are
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<PAGE>
subject to Section 988 of the Code, which generally causes such gains and losses
to be treated as ordinary income and losses and may affect the amount, timing
and character of distributions to shareholders. Any such transactions that are
not directly related to an HLS Fund's investment in stock or securities,
possibly including speculative currency positions or currency derivatives not
used for hedging purposes could, under future Treasury regulations, produce
income not among the types of "qualifying income" from which the HLS Fund must
derive at least 90% of its annual gross income.
Some HLS Funds may be subject to withholding and other taxes imposed by
foreign countries with respect to their investments in securities of foreign
issuers or non-dollar securities. Tax conventions between certain countries and
the U.S. may reduce or eliminate such taxes. If eligible, each fund may make an
election to pass through to its shareholder, Hartford Life, a credit for any
foreign taxes paid during the year. If such an election is made, the pass
through of the foreign tax credit will result in additional taxable income and
income tax to Hartford Life. The amount of additional tax may be more than
offset by the foreign tax credits which are passed through. These foreign tax
credits may provide a benefit to Hartford Life.
For federal income tax purposes, each HLS Fund is permitted to carry
forward a net capital loss in any year to offset its own capital gains, if any,
during the eight years following the year of the loss. To the extent subsequent
capital gains are offset by such losses, they would not result in federal income
tax liability to the applicable HLS Fund and would not be distributed as such to
shareholders.
Each HLS Fund that invests in certain PIKs, zero coupon securities or
certain deferred interest securities (and, in general, any other securities with
original issue discount or with market discount if the HLS Fund elects to
include market discount in income currently) must accrue income on such
investments prior to the receipt of the corresponding cash payments. However,
each HLS Fund must distribute, at least annually, all or substantially all of
its net income, including such accrued income, to shareholders to qualify as a
regulated investment company under the Code and avoid federal income and excise
taxes. Therefore, an HLS Fund may have to dispose of its portfolio securities
under disadvantageous circumstances to generate cash, or may have to leverage
itself by borrowing the cash, to satisfy distribution requirements.
Investment in debt obligations that are at risk of or in default presents
special tax issues for any HLS Fund that may hold such obligations. Tax rules
are not entirely clear about issues such as when the HLS Fund may cease to
accrue interest, original issue discount, or market discount, when and to what
extent deductions may be taken for bad debts or worthless securities, how
payments received on obligations in default should be allocated between
principal and income, and whether exchanges of debt obligations in a workout
context are taxable. These and other issues will be addressed by any HLS Fund
that may hold such obligations in order to reduce the risk of distributing
insufficient income to preserve its status as a regulated investment company and
seek to avoid becoming subject to federal income or excise tax.
Limitations imposed by the Code on regulated investment companies like the
HLS Funds may restrict an HLS Fund's ability to enter into futures, options, and
forward transactions.
Certain options, futures and forward foreign currency transactions
undertaken by an HLS Fund may cause the HLS Fund to recognize gains or losses
from marking to market even though its positions have not been sold or
terminated and affect the character as long-term or short-term (or, in the case
of certain currency forwards, options and futures, as ordinary income or loss)
and timing of some capital gains and losses realized by the HLS Fund. Also,
certain of an HLS Fund's losses on its transactions involving options, futures
or forward contracts and/or offsetting portfolio positions may be deferred
rather than being taken into account currently in calculating the HLS Fund's
taxable income. Certain of the applicable tax rules may be modified if an HLS
Fund is eligible and chooses to make one or more of certain tax elections that
may be available. These transactions may therefore affect the amount, timing and
character of an HLS Fund's distributions to shareholders. The HLS Funds will
take into account
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<PAGE>
the special tax rules (including consideration of available elections)
applicable to options, futures or forward contracts in order to minimize any
potential adverse tax consequences.
The federal income tax rules applicable to interest rate swaps, caps and
floors are unclear in certain respects, and an HLS Fund may be required to
account for these transactions in a manner that, in certain circumstances, may
limit the degree to which it may utilize these transactions.
The foregoing discussion relates solely to U.S. federal income tax law as
applicable to U.S. persons (i.e., U.S. citizens or residents and U.S. domestic
corporations, partnerships, trusts or estates) subject to tax under such law.
The discussion does not address special tax rules applicable to certain classes
of investors, such as tax-exempt entities, insurance companies, and financial
institutions. Dividends, capital gain distributions, and ownership of or gains
realized on the redemption (including an exchange) of the shares of an HLS Fund
may also be subject to state and local taxes. Shareholders should consult their
own tax advisers as to the federal, state or local tax consequences of ownership
of shares of, and receipt of distributions from, the HLS Funds in their
particular circumstances.
STATE AND LOCAL Each HLS Fund may be subject to state or local taxes in
jurisdictions in which such HLS Fund may be deemed to be doing business. In
addition, in those states or localities which have income tax laws, the
treatment of such HLS Fund and its shareholders under such laws may differ from
their treatment under federal income tax laws, and investment in such HLS Fund
may have different tax consequences for shareholders than would direct
investment in such HLS Fund's portfolio securities. Shareholders should consult
their own tax advisers concerning these matters.
CUSTODIAN
Portfolio securities of each HLS Fund are held pursuant to Custodian
Agreements between each HLS Fund and State Street Bank and Trust Company, 225
Franklin Street, Boston, Massachusetts 02110.
TRANSFER AGENT SERVICES
Hartford Life Insurance Company, 200 Hopmeadow Street, Simsbury, CT 06089,
serves as Transfer and Dividend Disbursing Agent for the HLS Funds. The Transfer
Agent issues and redeems shares of the HLS Funds and disburses any dividends
declared by the HLS Funds.
DISTRIBUTOR
Hartford Securities Distribution Company, 200 Hopmeadow Street, Simsbury,
Connecticut 06089, acts as the HLS Fund's Distributor.
INDEPENDENT PUBLIC ACCOUNTANTS
The audited financial statements and financial highlights have been audited
by Arthur Andersen LLP, independent public accountants, as indicated in their
report with respect thereto, and are incorporated by reference herein in
reliance upon the authority of said firm as experts in giving said report. The
principal business address of Arthur Andersen LLP is One Financial Plaza,
Hartford, Connecticut 06103.
OTHER INFORMATION
The Hartford has granted the Company the right to use the name, "The
Hartford" or "Hartford", and has reserved the right to withdraw its consent to
the use of such name by the Company and the HLS Funds at any time, or to grant
the use of such name to any other company.
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<PAGE>
FINANCIAL STATEMENTS
Because the Funds have no operating history before the date of this SAI, no
financial statements are included.
-31-
<PAGE>
APPENDIX A
The rating information which follows describes how the rating services
mentioned presently rate the described securities. No reliance is made upon the
rating firms as "experts" as that term is defined for securities purposes.
Rather, reliance on this information is on the basis that such ratings have
become generally accepted in the investment business.
RATING OF BONDS
MOODY'S INVESTORS SERVICE, INC. ("MOODY'S")
Aaa - Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.
Aa - Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long term risks appear somewhat larger than in Aaa securities.
A - Bonds which are rated A possess many favorable investment attributes
and are to be considered as upper medium grade obligations. Factors giving
security to principal and interest are considered adequate but elements may be
present which suggest a susceptibility to impairment sometime in the future.
Baa - Bonds which are rated Baa are considered as medium grade obligations,
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.
Ba - Bonds which are rated Ba are judged to have speculative elements;
their future cannot be considered as well assured. Often the protection of
interest and principal payments may be very moderate and thereby not well
safeguarded during both good and bad times over the future. Uncertainty of
position characterizes bonds in this class.
B - Bonds which are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.
Caa - Bonds which are rated Caa are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.
Ca - Bonds which are rated Ca represent obligations which are speculative
in a high degree. Such issues are often in default or have other marked
shortcomings.
C - Bonds which are rated C are the lowest rated class of bonds and issues
so rated can be regarded as having extremely poor prospects of ever earning any
real investment standing.
<PAGE>
STANDARD AND POOR'S CORPORATION ("STANDARD & POOR'S")
AAA - Bonds rated AAA are the highest grade obligations. Capacity to pay
interest and repay principal is extremely strong.
AA - Bonds rated AA have a very strong capacity to pay interest and repay
principal and differ from AAA issues only in small degree.
A - Bonds rated A have a very strong capacity to pay interest and repay
principal although they are somewhat more susceptible to the considerable
investment strength but are not entirely free from adverse effects of changes in
circumstances and economic conditions than debt in the highest rated categories.
BBB - Bonds rated BBB and regarded as having an adequate capacity to pay
interest and repay principal. Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category then in higher rated categories.
BB, B, CCC, CC, C - Debt rated BB, B, CCC, CC, and C is regarded, on
balance, as predominantly speculative with respect to the issuer's capacity to
pay interest and repay principal in accordance with the terms of the obligation.
While such debt will likely have some quality and protective characteristics,
these are outweighed by large uncertainties or major risk exposures to adverse
conditions.
RATING OF COMMERCIAL PAPER
Purchases of corporate debt securities used for short-term investment,
generally called commercial paper, will be limited to the top two grades of
Moody's, Standard & Poor's, Duff & Phelps, Fitch Investor Services and Thomson
Bank Watch or other NRSROs (nationally recognized statistical rating
organizations) rating services and will be an eligible security under Rule 2a-7.
MOODY'S
Issuers rated Prime-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations. Prime-1 repayment
capacity will normally be evidenced by the following characteristics:
- Leading market positions in well-established industries.
- High rates of return on funds employed.
- Conservative capitalization structures with moderate reliance on debt
and ample asset protection.
- Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
- Well-established access to a range of financial markets and assured
sources of alternate liquidity.
Issuers rated Prime-2 (or related supporting institutions) have a strong
capacity for repayment of short-term promissory obligations. This will normally
be evidenced by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.
<PAGE>
Issuers rated Prime-3 (or related supporting institutions) have an
acceptable capacity for repayment of short-term promissory obligations. The
effect of industry characteristics and market composition may be more
pronounced. Variability in earnings and profitability may result in changes in
the level of debt protection measurements and the requirement for relatively
high financial leverage. Adequate alternate liquidity is maintained.
Issuers rated Not Prime do not fall within any of the Prime rating
categories.
STANDARD & POOR'S
The relative strength or weakness of the following factors determines
whether the issuer's commercial paper is rated A-1 or A-2.
- Liquidity ratios are adequate to meet cash requirements.
Liquidity ratios are basically as follows, broken down by the type of
issuer:
- Industrial Company: acid test ratio, cash flow as a percent of current
liabilities, short-term debt as a percent of current liabilities,
short-term debt as a percent of current assets.
- Utility: current liabilities as a percent of revenues, cash flow as a
percent of current liabilities, short-term debt as a percent of
capitalization.
- Finance Company: current ratio, current liabilities as a percent of net
receivables, current liabilities as a percent of total liabilities.
- The long-term senior debt rating is "A" or better; in some instances
"BBB" credits may be allowed if other factors outweigh the "BBB".
- The issuer has access to at least two additional channels of borrowing.
- Basic earnings and cash flow have an upward trend with allowances made
for unusual circumstances.
- Typically, the issuer's industry is well established and the issuer
has a strong position within its industry.
- The reliability and quality of management are unquestioned.
<PAGE>
PART C
OTHER INFORMATION
Item 23. Exhibits
a. Articles of Incorporation(1)
b. By-Laws(1)
c. Not Applicable
d.(i) Form of Investment Management Agreement(1)
d.(ii) Form of Amendment Number 1 to Investment Management
Agreement (2)
d.(iii) Form of Amendment Number 2 to Investment Management
Agreement(7)
d.(iv) Form of Investment Sub-Advisory Agreement with
Wellington Management Company, LLP(1)
d.(v) Form of Amendment Number 1 to Investment Sub-Advisory
Agreement with Wellington Management Company, LLP(2)
d.(vi) Form of Amendment Number 2 to Investment Sub-Advisory
Agreement with Wellington Management Company, LLP(7)
e.(i) Form of Principal Underwriting Agreement(1)
e.(ii) Form of Amendment Number 1 to Principal Underwriting
Agreement(2)
e.(iii) Form of Amendment Number 2 to Principal Underwriting
Agreement(7)
f. Not Applicable
g.(i) Form of Custodian Agreement(1)
g.(ii) Form of Amendment Number 1 to Custodian Agreement(2)
g.(iii) Form of Amendment Number 2 to Custodian Agreement(3)
g.(iv) Form of Letter Amendment to Custodian Agreement(7)
h.(i) Share Purchase Agreement(1)
--------
(1) Incorporated herein by reference to Registrant's Initial Registration
Statement on February 2, 1998.
(2) Incorporated herein by reference to Registrant's Post-Effective Amendment
#1 on July 10, 1998.
(3) Incorporated herein by reference to Registrant's Post-Effective Amendment
#2 on July 16, 1998.
(4) Reserved
(5) Reserved
(6) Incorporated herein by reference to Registrant's Post-Effective Amendment
#3 on February 10, 1999.
(7) Incorporated herein by reference to Registrant's Post-Effective Amendment
#5 on January 28, 2000.
(8) Incorporated herein by reference to Registrant's Post-Effective Amendment
#7 on April 28, 2000.
<PAGE>
h.(ii) Form of Amendment Number 1 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(2)
h.(iii) Form of Amendment Number 2 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(3)
h.(iv) Form of Amendment Number 3 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(7)
h.(v) Administrative Services Agreement(6)
h.(vi) Amended and Restated Administrative Services Agreement(6)
h.(vii) Form of Amendment Number 1 to Amended and Restated
Administrative Services Agreement(7)
i. Opinion and Consent of Counsel
j. Consent of Independent Public Accountants
k. Not Applicable
l. Not Applicable
m.(i) Form of Rule 12b-1 Distribution Plan(1)
m.(ii) Form of Amendment Number 1 to Rule 12b-1 Plan(2)
m.(iii) Form of Amendment Number 2 to Rule 12b-1 Plan(7)
n. Not Applicable
o.(i) Form of Multi-Class Plan Pursuant to Rule 18f-3(1)
o.(ii) Form of Amendment Number 1 to Multi-Class Plan Pursuant
to Rule 18f-3(2)
o.(iii) Form of Amendment Number 2 to Multi-Class Plan Pursuant to
Rule 18f-3(3)
o.(iv) Form of Amendment Number 3 to Multi-Class Plan Pursuant to
Rule 18f-3(7)
p.(i) Code of Ethics of HL Investment Advisors LLC and Hartford
Investment Management Company(8)
p.(ii) Code of Ethics of Hartford Securities Distribution Company(8)
p.(iii) Code of Ethics of Wellington Management Company LLP(8)
q. Power of Attorney(7)
<PAGE>
Item 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
Inapplicable
Item 25. INDEMNIFICATION
Article EIGHTH of the Articles of Incorporation provides:
EIGHTH: (a) The Corporation 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, whether civil, criminal,
administrative or investigative (other than an action by or in the
right of the corporation) by reason of the fact that he is or was a
Director, Officer, employee or agent of the Corporation, or is or was
serving at the request of the Corporation as a Director or Officer of
another corporation, 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 Corporation, and, with respect to
any criminal action or proceeding, has 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, creates a rebuttable 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 interest of
the Corporation, and, with respect to any criminal action or
proceeding, had reasonable cause to believe that his conduct was
unlawful.
(b) The Corporation shall indemnify any person who was or is party or
is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Corporation to
procure, a judgment in its favor by reason of the fact that he is or
was a Director, Officer, employee or agent of the Corporation, or is
or was serving at the request of the Corporation as a Director,
Officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise against expenses (including
attorney's 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 Corporation. 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 Corporation.
(c) To the extent that a Director, Officer, employee or agent of the
Corporation has been successful on the merits or otherwise in defense
of any action, suit or proceeding referred to in subsections (a) and
(b), or in defense of any claim, issue
<PAGE>
or matter therein, he shall be indemnified against expenses (including
attorney's fees) actually and reasonably incurred by him in connection
therewith.
(d) Any indemnification under subsections (a) and (b) (unless ordered
by a court) shall be made by the Corporation only as authorized in the
specific case upon a determination that indemnification of the
Director, Officer, employee or agent is proper in the circumstances
because he has met the applicable standard of conduct set forth in
subsections (a) and (b). Such determination shall be made (1) by the
Board of Directors by a majority vote of a quorum consisting of
Directors who were neither interested persons nor parties to such
action suit or proceeding, or (2) if such quorum is not obtainable, or
even if obtainable a quorum of disinterested Directors so directs, by
independent legal counsel in a written opinion.
(e) Expenses incurred in defending civil or criminal action, suit or
proceeding may be paid by the Corporation in advance of the final
disposition of such action, suit or proceeding as authorized by the
Board of Directors in the specific case upon receipt of an undertaking
by or on behalf of the Director, Officer, employee or agent to repay
such amount unless it shall ultimately be determined that he is
entitled to be indemnified by the Corporation as authorized in this
Article and upon meeting one of the following conditions:
(i) the indemnitee shall provide a security for his undertaking,
(ii) the investment company shall be insured against losses
arising by reason of any lawful advances, or (iii) a majority of
a quorum of the disinterested, non-party Directors of the
investment company, or an independent legal counsel in a written
opinion, shall determine, based on a review of readily available
facts (as opposed to a full trial-type inquiry), that there is
reason to believe that the indemnitee ultimately will be found
entitled to indemnification.
(f) The corporation may purchase and maintain insurance on behalf of
any person who is or was a Director, Officer, employee or agent of the
Corporation, or is or was serving at the request of the Corporation as
a Director, Officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against any
liability asserted against him and incurred by him in any such
capacity, or arising out of his status as such.
(g) Anything to the contrary in the foregoing clauses (a) through (f)
notwithstanding, no Director or Officer shall be indemnified by the
Corporation and no insurance policy obtained by the Corporation will
protect or attempt to protect any such person against any liability to
the Corporation or to its security holders to which he would otherwise
be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct
of his office, or in a manner inconsistent with Securities and
Exchange Commission Release 11330 under the Investment Company Act of
1940.
<PAGE>
Insofar as indemnification for liability arising under the Securities
Act of 1933 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 in
connection with the securities being registered), the registrant
undertakes that it will, unless in the opinion of its counsel the
matter has been settled by controlling precedent submit to a court of
appropriate jurisdiction the questions 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.
Item 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER.
HL Investment Advisors, LLC serves as investment adviser to each of
the investment companies included in this Registration Statement.
<TABLE>
<CAPTION>
POSITION WITH HL
NAME INVESTMENT ADVISORS, LLC OTHER BUSINESS
<S> <C> <C>
Lowndes A. Smith Manager, President and President and Chief Executive Officer of
Chief Executive Officer Hartford Life, Inc. ("H. L. Inc.")
Thomas M. Marra Manager and Executive Vice Chief Operating Officer of H. L. Inc.
President
David Znamierowski Manager and Senior Vice Chief Investment Officer of H. L. Inc.
President
Peter W. Cummins Manager and Senior Vice Senior Vice President of H. L. Inc.
President
Andrew W. Kohnke Manager and Senior Vice Managing Director of Hartford Investment
President Management Company ("HIMCO")(1)
Lynda Godkin Senior Vice President, General Counsel of H. L. Inc.
General Counsel and Secretary
David Foy Senior Vice President and Chief Financial Officer of H. L. Inc.
Treasurer
George R. Jay Controller Assistant Vice President of H. L. Inc.
David A. Carlson Vice President and Director Vice President and Director of Taxes of
of Taxes H. L. Inc.
------------------------
(1) The principal business address for HIMCO is 55 Farmington Avenue,
Hartford, CT 06105.
<PAGE>
<CAPTION>
<S> <C> <C>
Mark E. Hunt Vice President Vice President of Hartford Life Insurance
Company ("HLIC")(2)
Thomas A. Klee Assistant Corporate Secretary Counsel of HLIC
Kevin J. Carr Assistant Secretary and Assistant General Counsel of The Hartford
Counsel Financial Services Group, Inc.(3) ("The
Hartford");
Dawn M. Cormier Assistant Secretary Assistant Secretary HLIC
Diane E. Tatelman Assistant Secretary Assistant Secretary HLIC
</TABLE>
Item 27. PRINCIPAL UNDERWRITERS
Hartford Securities Distribution Company, Inc. ("HSD") is an indirect
wholly owned subsidiary of The Hartford Financial Services Group, Inc. HSD is
the principal underwriter for the following registered investment companies:
Hartford Life Insurance
Company DC Variable Account I
Separate Account Two (DC Variable Account II)
Separate Account Two (Variable Account "A")
Separate Account Two (QP Variable Account)
Separate Account Two (NQ Variable Account)
Putnam Capital Manager Trust Separate Account
Separate Account One
Separate Account Two
Separate Account Three
Separate Account Five
Hartford Life and Annuity
Insurance Company Separate Account One
Separate Account Three
Separate Account Five
Separate Account Six
Putnam Capital Manager Trust Separate Account
Two
American Maturity Life
Insurance Company Separate Account American Maturity Life
Variable Annuity
The Directors and principal officers of HSD and their position with the
Registrant are as follows:
-------------------------------
(2) The principal business address for Hartford Life is 200 Hopmeadow Street,
Simsbury, CT 06089.
(3) The principal business address for The Hartford is Hartford Plaza,
Hartford, CT 06115.
<PAGE>
<TABLE>
<CAPTION>
NAME AND PRINCIPAL POSITION AND OFFICES
BUSINESS ADDRESS* POSITIONS AND OFFICES WITH UNDERWRITER WITH REGISTRANT
<S> <C> <C>
David A. Carlson Vice President None
Peter Cummins Senior Vice President Vice President
David T. Foy Treasurer None
Lynda Godkin Senior Vice President, General Counsel and None
Corporate Secretary
George Jay Controller & Financial Principal Controller & Treasurer
Robert A. Kerzner Executive Vice President None
Thomas A. Klee Assistant Corporate Secretary None
Stephen T. Joyce Assistant Secretary None
Glen J. Kvadus Assistant Secretary None
Thomas M. Marra Executive Vice President Vice President
Paul Eugene Olson Supervisory Registered Principal None
Edward M. Ryan, Jr. Assistant Secretary None
Lowndes A. Smith President and Chief Executive Officer Chairman
</TABLE>
*Principal business address is 200 Hopmeadow Street, Simsbury, CT 06089
Item 28. LOCATION OF ACCOUNTS AND RECORDS
Books or other documents required to be maintained by the Registrant by
Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated
thereunder are maintained by the Registrant's custodian, State Street Bank and
Trust Company, 225 Franklin Street, Boston, MA 02110 and the Registrant's
transfer agent, National Financial Data Services, 330 West 9th Street, Kansas
City, MO 64105. Registrant's financial ledgers and other corporate records are
maintained at its offices at the Hartford Life Insurance Companies, 200
Hopmeadow Street, Simsbury, CT 06089.
Item 29. MANAGEMENT SERVICES
Not Applicable
Item 30. UNDERTAKINGS
Not Applicable.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940 the Registrant has caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Hartford, State of Connecticut, on the 10th day of
October, 2000.
HARTFORD SERIES FUND, INC.
By: *
---------------------
David M. Znamierowski
Its: President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
<S> <C> <C>
* President October 10 , 2000
------------------------- (Chief Executive Officer
David M. Znamierowski & Director)
* Controller & Treasurer October 10, 2000
------------------------- (Chief Accounting Officer &
George R. Jay Chief Financial Officer)
* Director October 10, 2000
-------------------------
Robert J. Clark
* Director October 10, 2000
-------------------------
Winifred E. Coleman
* Director October 10, 2000
-------------------------
William A. O'Neill
<PAGE>
* Director October 10, 2000
-------------------------
Millard H. Pryor, Jr.
* Director October 10, 2000
-------------------------
Lowndes A. Smith
* Director October 10, 2000
-------------------------
John K. Springer
/s/ Kevin J. Carr October 10, 2000
-------------------------
* By Kevin J. Carr
Attorney-in-fact
</TABLE>
<PAGE>
EXHIBIT INDEX
EXHIBIT NO.
i. Opinion and Consent of Counsel